NEUBERGER & BERMAN EQUITY TRUST
N-30D, 1996-10-28
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                                                         ANNUAL REPORT

August 31, 1996

                Neuberger&Berman
                EQUITY TRUST -Registered Trademark-




     Neuberger&Berman
               FOCUS TRUST
     Neuberger&Berman
               GENESIS TRUST
     Neuberger&Berman
               GUARDIAN TRUST
     Neuberger&Berman
               MANHATTAN TRUST
     Neuberger&Berman
               PARTNERS TRUST



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TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
<S>                       <C>
    THE FUNDS
 
    CHAIRMAN'S LETTER             4
 
    PORTFOLIO MANAGERS'
    COMMENTARY
Focus Trust                       6
Genesis Trust                     9
Guardian Trust                   12
Manhattan Trust                  15
Partners Trust                   18
 
    GROWTH OF A DOLLAR
    CHARTS
      COMPARISON OF A
      $10,000 INVESTMENT
Focus Trust                      21
Genesis Trust                    22
Guardian Trust                   23
Manhattan Trust                  24
Partners Trust                   25
 
    FINANCIAL STATEMENTS         26
 
    FINANCIAL HIGHLIGHTS
      PER SHARE DATA
Focus Trust                      36
Genesis Trust                    37
Guardian Trust                   38
Manhattan Trust                  39
Partners Trust                   40
 
    REPORT OF
    INDEPENDENT
    ACCOUNTANTS/AUDITORS         43
 
    THE PORTFOLIOS
 
    SCHEDULE OF
    INVESTMENTS
      TOP TEN EQUITY
      HOLDINGS
Focus Portfolio                  46
Genesis Portfolio                48
Guardian Portfolio               51
Manhattan Portfolio              55
Partners Portfolio               57
 
    FINANCIAL STATEMENTS         62
 
    FINANCIAL HIGHLIGHTS         73
 
    REPORT OF
    INDEPENDENT
    ACCOUNTANTS/AUDITORS         76
 
    OTHER INFORMATION
Directory/Officers and
 Trustees                        78
</TABLE>
 
                                                                               3
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CHAIRMAN'S LETTER                                                August 31, 1996
 
Dear Fellow Shareholder,
  When  we  reported to  you  last year,  the  stock market  was  enjoying broad
gains -- across big companies and small, from one industry to another.
  Late in  1995, however,  the  general bullishness  started to  wane.  Cautious
investors  feared  a  slowing economy  and  took  flight to  safety  -- favoring
blue-chip stocks selling at high multiples.
  Early in 1996, the fears of recession were eclipsed by fears of an overheating
economy. In February, the  government reported much higher-than-expected  growth
in  employment. This created uncertainty in the markets, renewing speculation of
future interest  rate hikes.  In this  volatile context,  Wall Street  sentiment
shifted toward fast-growing smaller companies.
  Not  for long, though. In July, when  a number of high-tech companies reported
lower-than-expected quarterly earnings, the market got battered badly. Scores of
issues hit lows for the year, and the terrific gains earned just months  earlier
were erased.
  Fortunately,  calm  was restored  in August.  Economic reports  indicated that
earlier anxieties about inflation were unwarranted, and as we are writing to you
today, the market appears to be reaching new highs once again.
  In the following letters,  our portfolio managers will  explain why they  have
outperformed or underperformed the market indices. In broad strokes, here is the
key explanation:
 
  / / In  the  last  quarter of  1995,  Wall Street  favored  high-multiple blue
      chips --  stocks that  few  of our  primarily value-oriented  equity  fund
      managers  hold. This underweighting adversely  affected some of our funds'
      performance.
 
  Despite these  temporary  setbacks,  we  remain  committed  to  our  primarily
value-oriented investment approach. It's a strategy that has produced consistent
long-term results for almost half a century (though, of course, past performance
is no guarantee of future results).
  In fact, it's heartening to us that even with the current volatility, investor
interest    in   our   funds   has   continued    to   grow.   On   August   31,
 
4
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1995, our equity and  income shareholders had entrusted  us with $10.7  billion.
Only  a year later, that amount  has grown to $13.2 billion  -- a 23.4% jump and
one of the biggest increases in our history.
  We remain confident in the long-term performance of our mutual funds and thank
you for your continued support.
 
Sincerely,
 
/s/ Stanley Egener
 
Stanley Egener
Chairman of the Board
Neuberger&Berman Equity Trust
 
                                                                               5
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PORTFOLIO MANAGERS' COMMENTARY
Neuberger&Berman
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          Focus Trust
 
   OBJECTIVE AND STRATEGY
   Seeks  long-term capital  appreciation by investing  principally in common
   stocks selected from 13 leading sectors  of the economy believed to  offer
   the greatest potential for capital growth.
 
Dear Fellow Shareholder,
  For  the fiscal year ended  August 31, 1996, Focus'  net asset value increased
3.62%. After the sharp  gains of last  year, the increases  in both the  overall
stock  market  and the  Trust have  moderated  somewhat this  year. This  is not
unusual.
  Focus' performance  in fiscal  1996 did  not match  that of  the benchmark  we
measure  ourselves against,  the Standard  & Poor's "500".*  (See page  21 for a
comparison of a $10,000 investment and  average annual returns as of August  31,
1996). This was due to two basic factors. In the first place, over the last 9 to
12  months, investors have grown  increasingly nervous about exposing themselves
to an uncertain economy. Earnings  disappointments in individual companies  have
been  met  with instant  and significant  price declines,  and with  the economy
perceived to  be  in a  decelerating  trend, investors  have  sought  protection
against  this  by buying  those  stocks thought  to  be immune  to  any economic
slowdown.  Therefore,   the  stocks   of  companies   in  such   industries   as
pharmaceuticals,  soft drinks, food and  household products have done relatively
better than the  market overall. Because  of their valuations,  these names  are
unattractive  to value investors such as  ourselves. These stocks have accounted
for a disproportionate amount of  the increase in the  S&P, and not owning  them
has been detrimental to our relative performance.
  The  other  factor was  the  underperformance of  two  of our  larger sectors:
technology and health care. In each  case the primary culprit has been  earnings
disappointments;  but in  both industries  we think  the reaction  has been both
overdone in terms of stock price declines and
 
6
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          Focus Trust (Cont'd)
 
overdramatized in terms of  its implications. We believe  technology will be  an
ever-increasing  part of  the economy  in the  years to  come and  its future is
extremely bright. As value managers, we do not often get a chance to buy  stocks
in  high-growth industries  at attractive  P/E ratios, and  when we  do, we take
advantage of the opportunity. Similarly, our holdings in health care, which  are
all HMO stocks, have been held back by some earnings shortfalls which we believe
are  temporary. Two  facts are  central to our  HMO investment  thesis: one, the
percentage of the population enrolled in HMOs continues to increase steadily and
dramatically, and two,  the managements of  virtually all the  companies in  the
industry  are addressing the problem of  insufficient rates, which was the cause
of recent earnings disappointments.
  We focus on these two  areas of under performance  for two reasons. First,  we
believe  in being candid with our shareholders,  and second, it is indicative of
how we run the Portfolio. Our adherence to the value discipline is total, and to
get above-average companies at below-average valuations means we must often  buy
companies  when their fortunes  are perceived to be  diminished and their stocks
are out of favor.  This approach has  served us well over  time as evidenced  by
Focus'  average annual return since August 31, 1991 of 16.54%, comfortably ahead
of the S&P's return of 13.59% over the same five-year period.**
  Of the six sectors we are focused  on at the present time, financial  services
remains  our  largest.  We continue  to  find  both individual  stocks,  such as
CITICORP and Fannie Mae, and whole industries, such as the credit card business,
that we think offer earnings prospects much superior to the market while selling
at significant valuation discounts. As the three of us look at our holdings,  we
like  what we see. Our  overall valuation level is  lower than that of virtually
all other mutual funds,  yet the earnings  growth rates of  our stocks are  well
above  average. This combination has been a winning strategy in the past; we are
sticking with it. Of course, past performance is no guarantee of future results.
 
                                                                               7
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          Focus Trust (Cont'd)
 
  We appreciate your continued confidence  in Neuberger&Berman Focus Trust,  and
we look forward to keeping you informed about your fund.
 
Sincerely,
 
     /s/ Kent Simons         /s/ Lawrence Marx III         /s/ Kevn Risen
       Kent Simons             Lawrence Marx III             Kevin Risen
                             Portfolio Co-Managers
 
The  composition, industries  and holdings of  the Trust are  subject to change.
Focus Trust's portfolio  is invested in  a wide  array of stocks  and no  single
holding makes up more than a small fraction of the portfolio's total assets.
 
While  the value-oriented approach  is intended to limit  risks, the portfolio -
with its concentration in sectors - may  be more greatly affected by any  single
economic,  political or  regulatory development  than a  more diversified mutual
fund.
 
Before November  1,  1991, the  investment  policies of  Neuberger&Berman  Focus
Trust's  Sister Fund  required that  a substantial  percentage of  its assets be
invested in the  energy field;  accordingly, performance results  prior to  that
time  do not necessarily reflect  the level of performance  that may be expected
under the fund's current policies.
 
* The  S&P  "500"  Index  is  an unmanaged  index  generally  considered  to  be
representative  of stock market  activity. Please note that  indices do not take
into account any  fees and expenses  of investing in  the individual  securities
that  they track, and that individuals cannot invest directly in any index. Data
about the performance of this index are prepared or obtained by Neuberger&Berman
Management Inc.  and include  reinvestment  of all  dividends and  capital  gain
distributions.  The Portfolio  invests in  many securities  not included  in the
above-described index.
 
** Performance before August 1993 is for Neuberger&Berman Focus Fund.
 
8
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PORTFOLIO MANAGER'S COMMENTARY
Neuberger&Berman
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          Genesis Trust
 
   OBJECTIVE AND STRATEGY
   Seeks capital  appreciation by  investing primarily  in common  stocks  of
   companies with small-market capitalizations ("small-cap").
 
Dear Fellow Shareholder,
  For  the fiscal  year ended  August 31,  1996, Genesis  Trust had  a return of
21.44% -- comparing favorably with both the general market's unmanaged  Standard
&  Poor's "500"  Stock Index  (up 18.70%)  and the  small-cap market's unmanaged
Russell 2000  Index (up  10.82%) (see  page 22  for a  comparison of  a  $10,000
investment and average annual total returns as of August 31, 1996).*
  Over  the fiscal  year, the  Trust registered gains  across a  wide variety of
industry sectors. Energy  stocks performed  notably well as  a group,  following
higher  gas and  oil prices  which encouraged  increased drilling  activity. Oil
service companies including  Smith International  and Oceaneering  International
showed  strong revenue and earnings growth. Interest-rate-sensitive stocks, such
as those of banks and  insurance companies, were weaker  as rates began to  rise
during 1996.
  This  year's strong results demonstrate  that attractive investments can still
be found among less glamorous, little-known small-cap issues that do not command
premium prices. Too  many investors,  we believe,  focus only  on the  high-tech
companies  among small-cap issues and ignore  opportunities that can be found in
more mundane  industries. Such  businesses are  a safer  investment because  the
greater the growth expectations, the greater the risk of disappointment.
  Following  are  a  few examples  of  stocks that  demonstrate  Genesis Trust's
"boring is beautiful" philosophy:
 
  / / BMC Industries.
  BMC, the  portfolio's largest  holding, manufactures  low-cost aperture  masks
that  are used for color  televisions and computer monitors,  as well as eyewear
lenses. Since 1991, reported earnings have grown at an annually compounded  rate
of  24%, and earnings  from existing operations  have grown even  more, over 30%
annually.
 
                                                                               9
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          Genesis Trust (Cont'd)
 
  We are  pleased  that a  shift  in demand  to  larger aperture  masks  and  to
polycarbonate  lenses  --  both of  which  have  superior profit  margins  -- is
spurring rapid earnings  growth. Expanded  capacity for aperture  masks is  also
benefiting cash flow.
  Thanks  to enlarged  capacity and  a more  profitable product  mix, we believe
earnings for BMC Industries show promise over the next two years. Investors have
increasingly recognized the  company's growth potential,  and BMC's stock  price
has appreciated in value.
 
  / / Texas Industries.
  One  of the  lowest-cost producers  of cement  and steel,  as well  as a major
manufacturer of  aggregates and  related  building materials,  Texas  Industries
(TXI)  is benefiting from strong demand and  tight supply conditions in its main
business lines.
  TXI is using its healthy cash flow to reduce its debt, buy back its stock, and
consider  making  possible  acquisitions.  TXI's  balance  sheet  has   improved
substantially   from  several  years  ago  and  currently  shows  a  modest  31%
debt-to-capitalization ratio. Return on  equity has risen above  18%, and it  is
our belief that it will continue to go up.
 
  / / DH Technology.
  DH   Technology  designs  and   manufactures  transaction  printers,  bar-code
printers, and other equipment. It has successfully introduced new products since
1995, and the new sales have helped quarterly revenues and earnings to grow over
20%. We believe these gains should continue, with improving margins.
  We are pleased  with the  company's excellent  balance sheet  showing that  DH
Technology has no debt. The company expects to have approximately $35 million in
cash  at the  end of  this quarter.  Currently, the  company is  considering its
excess cash flow to make possible acquisitions.
 
10
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          Genesis Trust (Cont'd)
 
  These are  just  a  few  examples of  the  little-known  companies  that  have
performed strongly over the past fiscal year. We will continue in our search for
further  "undiscovered gems" in the  future, and we look  forward to keeping you
informed about the fund.
 
Sincerely,
 
/s/ Judith Vale
 
Judith Vale
Portfolio Manager
 
The risk involved in seeking  capital appreciation from investments  principally
in companies with small market capitalization are set forth in the prospectus.
 
The  composition, industries  and holdings of  the Trust are  subject to change.
Genesis Trust's portfolio is invested  in a wide array  of stocks and no  single
holding makes up more than a small fraction of the portfolio's total assets.
 
*  The  S&P  "500"  Index  is an  unmanaged  index  generally  considered  to be
representative of stock market activity; the Russell 2000 Index is an  unmanaged
index  generally  considered  to  be representative  of  small-cap  stock market
activity. Please  note  that indices  do  not take  into  account any  fees  and
expenses  of investing  in the individual  securities that they  track, and that
individuals cannot invest directly in any  index. Data about the performance  of
these  indices are prepared or obtained  by Neuberger&Berman Management Inc. and
include reinvestment  of  all  dividends and  capital  gain  distributions.  The
Portfolio  invests  in  many  securities  not  included  in  the above-described
indices.
 
                                                                              11
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PORTFOLIO MANAGERS' COMMENTARY
Neuberger&Berman
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          Guardian Trust
 
   OBJECTIVE AND STRATEGY
   Seeks long-term capital appreciation and, secondarily, current income.  It
   invests primarily in long-established, high-quality companies, considering
   factors  such as low price-to-earnings  ratios, strong balance sheets, and
   consistent earnings.
 
Dear Fellow Shareholder,
  After the unusually high returns of 1995, some diminution in 1996 in both  the
overall  stock market and in the Trust is  not out of the ordinary. On the other
hand, it has been frustrating to us to have the Trust's performance lag that  of
our traditional benchmark, the Standard & Poor's "500" (S&P).* Guardian's return
for  the fiscal year was 5.19% versus 18.70% for the S&P "500". (See page 23 for
a comparison of  a $10,000  investment and average  annual total  returns as  of
August 31, 1996).
  There  were two primary  reasons for this.  Firstly, we did  not own the large
capitalization consumer non-durable stocks that accounted for a significant part
of the  S&P "500's"  advance.  These stocks,  such  as Coca-Cola,  Gillette  and
Johnson & Johnson, have been aggressively sought by investors seeking to isolate
themselves  from any  earnings disappointments  that a  slowdown in  the economy
might bring. In the  process, these issues  have been bid up  to levels that  we
find  unattractive, and therefore -- while we have owned many of these stocks in
the past -- we own virtually none now.
  Secondly, two of our larger areas  of emphasis -- technology and managed  care
(HMOs)  -- were out of favor for much of the fiscal year. Both sectors were hurt
by earnings disappointments in several companies which investors extrapolated to
all companies in the business  and, moreover, assumed to  be long lasting. As  a
result,  the price declines  in these sectors  hampered our overall performance,
but at the  same time caused  the stocks  to reach valuation  measures which  we
found  compelling. Therefore we  have gradually increased  our holdings in these
areas throughout the year. We think that technology will be an increasing  force
in    the   economy   for    many   years   to    come   and   will   experience
 
12
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          Guardian Trust (Cont'd)
above-average growth as a  result. As value  managers, we do  not often get  the
chance  to buy companies in high-growth  industries at below-average P/E ratios,
but when we  do, we take  advantage of  the opportunity. Similarly,  in the  HMO
industry,  overly aggressive pricing by some companies last year caused earnings
disappointments this year, which some investors assumed to be more lasting  than
we  do. The percentage  of the population  enrolled in HMOs  has been increasing
rapidly for many years and  shows no sign of abating,  and we believe that  this
remains  a high-growth industry.  Therefore, as in the  case of technology, when
presented with  the  opportunity  to buy  above-average  earnings  prospects  at
below-average P/E ratios, we took advantage of it.
  Since  its  inception, Guardian  has been  managed  using the  value investing
approach. In order  to buy  companies with above-average  earnings prospects  at
below-average  P/E ratios, we  are often seeking  either companies or industries
that are out  of favor with  most investors. This  is the case  in the  examples
cited above. While this can be a wearing experience for your fund managers, over
the  life of  the Trust's Sister  Fund (Neuberger&Berman Guardian  Fund), it has
been a rewarding experience for its  shareholders. Since its inception (June  1,
1950), the Fund's average annual return of 12.92% has exceeded that of the S&P's
12.31%. Given that our approach has worked for over forty years, we are inclined
to stick with it. Of course, past peformance is no guarantee of future results.
  As  of  this  writing,  our  valuation  level  (as  measured  by  the  overall
price-earnings ratio) is lower than that of over 95% of all equity mutual  funds
in  the U.S. At the same time, the  return on equity and earnings growth rate of
the holdings are  above average.  This combination  of low  valuations and  high
returns  is what has produced our superior long-term results. As the three of us
look at our holdings  today, we like  what we see, and  we believe the  strategy
will be successful.
 
                                                                              13
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          Guardian Trust (Cont'd)
 
  We  appreciate your  continued confidence in  Neuberger&Berman Guardian Trust,
and we look forward to keeping you informed about your fund.
 
Sincerely,
 
     /s/ Kent Simons         /s/ Lawrence Marx III         /s/ Kevn Risen
       Kent Simons             Lawrence Marx III             Kevin Risen
                             Portfolio Co-Managers
 
The composition, industries  and holdings of  the Trust are  subject to  change.
Guardian  Trust's portfolio is invested in a  wide array of stocks and no single
holding makes up more than a small fraction of the portfolio's total assets.
 
* The  S&P  "500"  Index  is  an unmanaged  index  generally  considered  to  be
representative  of stock market  activity. Please note that  indices do not take
into account any  fees and expenses  of investing in  the individual  securities
that  they track, and that individuals cannot invest directly in any index. Data
about the performance of this index are prepared or obtained by Neuberger&Berman
Management Inc.  and include  reinvestment  of all  dividends and  capital  gain
distributions.  The Portfolio  invests in  many securities  not included  in the
above-described index.
 
14
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PORTFOLIO MANAGER'S COMMENTARY
Neuberger&Berman
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          Manhattan Trust
 
   OBJECTIVE AND STRATEGY
   This broadly diversified growth fund seeks long-term capital appreciation.
   Manhattan Trust follows a  "growth at a  reasonable price" philosophy  and
   searches   for  financially  sound,  growing   companies  with  a  special
   competitive advantage that are attractively valued.
 
Dear Fellow Shareholder,
  Manhattan Trust ended  fiscal 1995 up  25.90%, -- one  of its highest  returns
since  Neuberger&Berman  Management  Inc.  started managing  it  17  years ago.*
Unfortunately, many of the  factors which aided the  Trust's performance in  the
previous year were not present in fiscal 1996. As a growth fund, Manhattan Trust
has  historically performed  best when inflation  fears are  steady, bond yields
fall, economic growth slows down, and corporate earnings grow. These  conditions
were  not met in fiscal 1996.  The Trust ended its year  down 2.98% (see page 24
for a comparison of a $10,000 investment and average annual total returns as  of
August 31, 1996).
  In  contrast  to 1995,  1996  was a  year of  apprehension  in the  markets as
investors  worried  about  both  the  sensitivity  of  the  overall  market   to
inflationary  pressures and the  heightened sensitivity of  individual stocks to
earnings disappointments. As  such, many of  the large capitalization  blue-chip
stocks,  such as  food and drug  names, which  are viewed as  resistant to these
concerns, did very well. Manhattan Trust, which has sought to buy stocks trading
at a  discount  to  their earnings  growth  as  opposed to  these  stocks  which
typically trade at a premium, did not own many of these "in favor" names.
  Also  contributing to  the decline  was weakness  in technology  stocks in the
fourth quarter  of  1995,  after considerable  strengths  in  earlier  quarters.
Oversupplies  of semiconductor memories from the  Far East caused most high-tech
stocks  to  tumble.   Not  every   company  in  the   sector,  however,   showed
weakness  -- Intel, a leading computer  peripherals company, and SAP, a software
company, had year-long strength.
 
                                                                              15
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          Manhattan Trust (Cont'd)
 
  On a more positive note, Manhattan Trust benefited from strong returns in  our
financial  services  and  insurance  holdings (25%  of  assets).  Morgan Stanley
(investment banking) and Travelers Group (investment banking, commercial credit,
retail brokerage,  and insurance)  registered  strong gains.  So, too,  did  our
credit card holdings, First USA Inc., MBNA Corporation and Capital One Financial
Corporation.  Each of these has  been growing credit card  balances 30% per year
while the traditional banks have been  scaling back in the business. Outside  of
the  financial services  sector, Manhattan Trust  was helped  by its restaurant-
chain investments and selected consumer and retail stocks, including the  office
products companies, Viking and Staples.
  We are in no way discouraged by the reversal for the fiscal year. As long-term
investors, we expect occasional setbacks caused by changes in market conditions.
They  are a small price to pay for the benefits of a mutual fund specializing in
common stocks with strong growth records and, in our judgment, strong prospects.
  Moreover, in a year of significant volatility, Manhattan Trust took  advantage
of market declines, on a selective basis, to increase positions in some existing
holdings and to establish new ones. We believe that we are well-positioned as we
enter fiscal 1997.
  Among  the new  holdings in  the Fund are  two UK  cable stocks, International
CableTel and  Comcast UK.  While the  market has  been neglecting  the UK  cable
business,  we believe it offers considerable  potential at this time. Comcast UK
is halfway through  building the cable  system in  the UK. It  is also  offering
telephone  service competitive with British  Telecom, the principal UK telephone
service supplier.  In  addition,  the  company is  beginning  to  offer  on-line
services.  With  a  business  offering three  state-of-the-art  services  -- and
operating far  ahead of  competition --  we think  Comcast UK  is positioned  to
generate  positive cash flow later this  year. We believe International CableTel
is similarly well-positioned.
 
16
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          Manhattan Trust (Cont'd)
 
  While the fiscal year has been frustrating, we believe a long-term outlook can
reward  the  patient  investor.  We  appreciate  your  continued  confidence  in
Manhattan Trust and look forward to keeping you informed about the fund.
 
Sincerely,
 
/s/ Mark Goldstein
 
Mark Goldstein
Portfolio Manager
 
 The  composition, industries and  holdings of the Trust  are subject to change.
 Manhattan Trust's portfolio is invested in a wide array of stocks and no single
 holding makes up more than a small fraction of the portfolio's total assets.
 
*Performance before August 1993 is for Neuberger&Berman Manhattan Fund.
 
                                                                              17
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PORTFOLIO MANAGERS' COMMENTARY
Neuberger&Berman
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          Partners Trust
 
   OBJECTIVE AND STRATEGY
   Seeks capital growth  through investing  principally in  common stocks  of
   medium-to-large capitalization companies.
 
Dear Fellow Shareholder,
  Despite  a more volatile market, Partners  Trust advanced 13.76% in the fiscal
year ended August 31, 1996 (see page 25 for a comparison of a $10,000 investment
and average annual total returns  as of August 31,  1996). Though less than  the
striking  upward move of the prior fiscal  year, when the fund gained 21.52%, it
was a respectable result  in the sometimes  difficult conditions encountered  as
the year progressed.
  Results  were  helped, once  again, by  the  financial services  sector. Wells
Fargo, one of our  largest portfolio holdings, performed  strongly due to  solid
earnings.  Consumer non-durables (particularly food and drug stocks) also posted
solid gains, although  their price-to-earnings ratios  were too high  for us  to
consider  making additional  purchases. For the  market at  large, however, they
were attractive to cautious investors who feared market declines and inflation.
  On the negative side, the  Portfolio's technology and health-services  related
issues  suffered declines  in response  to over-production  and price pressures,
respectively. We sold out our investment in Humana, a health care provider  that
got  caught up in  the general negativism and  increased cost pressure affecting
the industry.
  We continue to  value companies  as a  business executive  would, comparing  a
company's  quoted trading  price to a  hypothetical off-market offer  to buy the
entire company. In the second quarter,  this practice was positively put to  the
test in literal terms as several portfolio holdings were the subject of purchase
offers,  including Stop & Shop,  Loral, and Revco (a  merger later disallowed by
the Justice Department).
 
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          Partners Trust (Cont'd)
 
  Following are a few examples of the  companies whose stocks we bought or  sold
over the past fiscal year:
 
  / / Anheuser Busch
  We  bought  Anheuser  Busch,  America's largest  brewer,  because  the company
continues to  gain  market  share  and has  enjoyed  a  more  favorable  pricing
environment.  This  market leader  is using  its positive  cash flow  to further
reduce costs and to buy back stock.
 
  / / Tyson Foods
  We sold our shares in  this consumer foods company  because it was faced  with
continuing run-ups in the prices of corn and soy meal, its two main raw material
costs.  Importing  difficulties  involving  foreign  governments,  a politically
sensitive area, were also a concern.
 
  / / Harley-Davidson
  We bought Harley-Davidson when the company had problems with its  recreational
vehicles  unit. While this affected Harley-Davidson's stock price significantly,
its dominant  business, motorcycles,  continued  to be  very profitable.  In  an
owner-oriented   move,  the  company  initiated   a  stock  buy-back.  With  the
recreational vehicle business sold in 1996 (and the main business holding a full
order  book  and  waiting  list),  Harley-Davidson's  stock  price   appreciated
strongly.  We no longer believed the stock  to be undervalued and therefore sold
our position.
 
                                                                              19
<PAGE>
- ----------------------------------------------------------------------
          Partners Trust (Cont'd)
 
  We appreciate your  continued confidence in  Neuberger&Berman Partners  Trust,
and we look forward to keeping you informed about your fund.
 
Sincerely,
 
      /s/ Michael Kassen             /s/ Robert Gendelman
        Michael Kassen                 Robert Gendelman
                    Portfolio Co-Managers
 
The  composition, industries  and holdings of  the Trust are  subject to change.
Partners Trust's portfolio is invested in a  wide array of stocks and no  single
holding makes up more than a small fraction of the portfolio's total assets.
 
20
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Focus Trust
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
 
<TABLE>
<S>                            <C>           <C>
Average Annual Total Return*
                                      Focus   S&P "500"
1 Year                               +3.62%    +18.70%
5 Year                              +16.54%    +13.59%
10 Year                             +13.71%    +13.35%
                                Focus Trust   S&P "500"
1986                                $10,000    $10,000
1987                                $13,206    $13,464
1988                                $11,213    $11,043
1989                                $15,065    $15,373
1990                                $14,504    $14,585
1991                                $16,818    $18,522
1992                                $18,804    $19,992
1993                                $24,107    $23,029
1994                                $27,380    $24,298
1995                                $34,892    $29,503
1996                                $36,156    $35,019
</TABLE>
 
   The  performance information for Neuberger&Berman Focus Trust is as of August
31, 1996. Neuberger&Berman Focus Trust started operating on August 30, 1993.  It
has  identical  investment  objectives and  policies,  and invests  in  the same
Portfolio as Neuberger&Berman Focus Fund ("Sister Fund"), which is also  managed
by  Neuberger&Berman Management  Inc. The  performance information  shown in the
above chart for  the period  before August  30, 1993,  is for  the Sister  Fund.
Neuberger&Berman Management Inc. voluntarily bears certain operating expenses of
the  Trust so that its expense ratio per annum will not exceed the expense ratio
per annum of its Sister Fund by more than 0.10% of the Trust's average daily net
assets per annum, until December 31, 1996, and thereafter subject to at least 60
days' prior written notice.  Absent such arrangement,  the average annual  total
returns  of the Trust would have been  less. The total returns for periods prior
to the  Trust's  commencement of  operations  would  have been  lower  had  they
reflected  the  higher expense  ratios  of the  Trust  as compared  to  those of
Neuberger&Berman Focus Fund.
   The Trust's  name prior  to  January 1,  1995 was  Neuberger&Berman  Selected
Sectors  Trust. Prior to November 1, 1991, the investment policies of the Sister
Fund required that  a substantial percentage  of its assets  be invested in  the
energy  field;  accordingly,  performance  results prior  to  that  time  do not
necessarily reflect the  level of  performance that  may be  expected under  the
Trust's  current investment policies. While  the Trust's value-oriented approach
is intended to limit  risks, the Portfolio, with  its concentration in  sectors,
may  be more  greatly affected by  any single economic,  political or regulatory
development than a more diversified mutual fund.
 
*"Total Return" includes reinvestment of  all income dividends and capital  gain
distributions.  Results represent  past performance  and do  not indicate future
results. The  value  of  an investment  in  the  Trust and  the  return  on  the
investment  both will fluctuate, and redemption  proceeds may be higher or lower
than an investor's original cost.
 
The  S&P  "500"  Index  is  an  unmanaged  index  generally  considered  to   be
representative  of stock market  activity. Please note that  indices do not take
into account any  fees and expenses  of investing in  the individual  securities
that  they track, and that individuals cannot invest directly in any index. Data
about the performance of this index are prepared or obtained by Neuberger&Berman
Management Inc.  and include  reinvestment  of all  dividends and  capital  gain
distributions.  The Portfolio  invests in  many securities  not included  in the
above-described index.
 
                                                                              21
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Genesis Trust
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<S>                            <C>           <C>
Average Annual Total Return*
                                      Genesis  Russell 2000
1 Year                                +21.44%       +10.82%
5 Year                                +14.83%       +15.05%
Life of Fund                          +13.69%       +12.64%
                                Genesis Trust  Russell 2000
9/27/88                               $10,000       $10,000
1989                                  $13,045       $12,113
1990                                  $10,236        $9,714
1991                                  $13,856       $12,749
1992                                  $14,562       $13,680
1993                                  $18,072       $18,130
1994                                  $19,061       $19,193
1995                                  $22,780       $23,191
1996                                  $27,664       $25,701
</TABLE>
 
   The performance  information  for Neuberger&Berman  Genesis  Trust is  as  of
August  31, 1996. Neuberger&Berman Genesis Trust started operating on August 26,
1993. It has identical  investment objectives and policies,  and invests in  the
same  Portfolio as Neuberger&Berman Genesis Fund  ("Sister Fund"), which is also
managed by Neuberger&Berman Management Inc. The performance information shown in
the above chart for the  period before August 26, 1993,  is for the Sister  Fund
which  commenced operations  on September 27,  1988. Neuberger&Berman Management
Inc. voluntarily  bears certain  operating expenses  of the  Trust so  that  its
expense  ratio per  annum will  not exceed  the expense  ratio per  annum of its
Sister Fund by  more than  0.10% of  the Trust's  average daily  net assets  per
annum,  until December  31, 1996,  and thereafter subject  to at  least 60 days'
prior written notice.  Effective May 1,  1995, Neuberger&Berman Management  Inc.
has  voluntarily agreed to waive a portion  of the management fee borne directly
by Neuberger&Berman Genesis Portfolio and indirectly by Neuberger&Berman Genesis
Trust to reduce that fee  by 0.10% of the  Portfolio's average daily net  assets
per annum. Absent such arrangements, the average annual total returns would have
been  less. The total returns  for periods prior to  the Trust's commencement of
operations would have been lower had they reflected the higher expense ratios of
the Trust as compared to those of Neuberger&Berman Genesis Fund.
 
*"Total Return" includes reinvestment of  all income dividends and capital  gain
distributions.  Results represent  past performance  and do  not indicate future
results. The  value  of  an investment  in  the  Trust and  the  return  on  the
investment  both will fluctuate, and redemption  proceeds may be higher or lower
than an investor's original cost.
 
The Russell  2000  Index  is  an unmanaged  index  generally  considered  to  be
representative  of the 2,000  issuers having the  smallest capitalization in the
Russell 3000  Index, representing  approximately 7%  of the  Russell 3000  total
market  capitalization. The smallest company's  market capitalization is roughly
$13 million. The risks involved in seeking capital appreciation from investments
principally in companies with small market  capitalization are set forth in  the
prospectus.  Please note  that indices  do not  take into  account any  fees and
expenses of investing  in the individual  securities that they  track, and  that
individuals  cannot invest directly in any  index. Data about the performance of
this index  are prepared  or obtained  by Neuberger&Berman  Management Inc.  and
include  reinvestment  of  all  dividends and  capital  gain  distributions. The
Portfolio invests in many securities not included in the above-described index.
 
22
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Guardian Trust
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<S>                                          <C>        <C>
Average Annual Total Return*
                                      Guardian   S&P "500"
1 Year                                  +5.19%    +18.70%
5 Year                                 +15.07%    +13.59%
10 Year                                +13.31%    +13.35%
                                Guardian Trust   S&P "500"
1986                                   $10,000    $10,000
1987                                   $12,667    $13,464
1988                                   $11,313    $11,043
1989                                   $15,148    $15,373
1990                                   $13,255    $14,585
1991                                   $17,296    $18,522
1992                                   $19,698    $19,992
1993                                   $24,197    $23,029
1994                                   $26,755    $24,298
1995                                   $33,180    $29,503
1996                                   $34,902    $35,019
</TABLE>
 
   The performance  information for  Neuberger&Berman Guardian  Trust is  as  of
August  31, 1996. Neuberger&Berman Guardian Trust started operating on August 3,
1993. It has identical  investment objectives and policies,  and invests in  the
same  Portfolio as Neuberger&Berman Guardian Fund ("Sister Fund"), which is also
managed by Neuberger&Berman Management Inc. The performance information shown in
the above chart for the  period before August 3, 1993,  is for the Sister  Fund.
Neuberger&Berman Management Inc. voluntarily bears certain operating expenses of
the  Trust so that its expense ratio per annum will not exceed the expense ratio
per annum of its Sister Fund by more than 0.10% of the Trust's average daily net
assets per annum, until December 31, 1996, and thereafter subject to at least 60
days' prior written notice.  Absent such arrangement,  the average annual  total
returns  of the Trust would have been  less. The total returns for periods prior
to the  Trust's  commencement of  operations  would  have been  lower  had  they
reflected  the  higher expense  ratios  of the  Trust  as compared  to  those of
Neuberger&Berman Guardian Fund.
 
*"Total Return" includes reinvestment of  all income dividends and capital  gain
distributions.  Results represent  past performance  and do  not indicate future
results. The  value  of  an investment  in  the  Trust and  the  return  on  the
investment  both will fluctuate, and redemption  proceeds may be higher or lower
than an investor's original cost.
 
The  S&P  "500"  Index  is  an  unmanaged  index  generally  considered  to   be
representative  of stock market  activity. Please note that  indices do not take
into account any  fees and expenses  of investing in  the individual  securities
that  they track, and that individuals cannot invest directly in any index. Data
about the  performance of  this index  are prepared  or obtained  by  Neuberger&
Berman  Management Inc.  and include reinvestment  of all  dividends and capital
gain distributions. The Portfolio invests in many securities not included in the
above-described index.
 
                                                                              23
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Manhattan Trust
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<S>                                          <C>        <C>
Average Annual Total Return*
                                      Manhattan   S&P "500"
1 Year                                   -2.98%    +18.70%
5 Year                                  +11.12%    +13.59%
10 Year                                 +11.12%    +13.35%
                                Manhattan Trust   S&P "500"
1986                                    $10,000    $10,000
1987                                    $13,435    $13,464
1988                                    $10,776    $11,043
1989                                    $15,347    $15,373
1990                                    $13,434    $14,585
1991                                    $16,949    $18,522
1992                                    $17,753    $19,992
1993                                    $22,668    $23,029
1994                                    $23,506    $24,298
1995                                    $29,595    $29,503
1996                                    $28,713    $35,019
</TABLE>
 
   The performance information  for Neuberger&Berman  Manhattan Trust  is as  of
August  31, 1996. Neuberger&Berman  Manhattan Trust started  operating on August
30, 1993. It has  identical investment objectives and  policies, and invests  in
the same Portfolio as Neuberger& Berman Manhattan Fund ("Sister Fund"), which is
also  managed by  Neuberger&Berman Management  Inc. The  performance information
shown in the  above chart  for the  period before August  30, 1993,  is for  the
Sister   Fund.  Neuberger&Berman  Management   Inc.  voluntarily  bears  certain
operating expenses of the  Trust so that  its expense ratio  per annum will  not
exceed  the expense ratio per annum of its Sister Fund by more than 0.10% of the
Trust's average  daily  net assets  per  annum,  until December  31,  1996,  and
thereafter  subject  to at  least  60 days'  prior  written notice.  Absent such
arrangement, the average annual total returns of the Trust would have been less.
The total returns for  periods prior to the  Trust's commencement of  operations
would  have been lower had they reflected the higher expense ratios of the Trust
as compared to those of Neuberger&Berman Manhattan Fund.
 
*"Total Return" includes reinvestment of  all income dividends and capital  gain
distributions.  Results represent  past performance  and do  not indicate future
results. The  value  of  an investment  in  the  Trust and  the  return  on  the
investment  both will fluctuate, and redemption  proceeds may be higher or lower
than an investor's original cost.
 
The  S&P  "500"  Index  is  an  unmanaged  index  generally  considered  to   be
representative  of stock market  activity. Please note that  indices do not take
into account any  fees and expenses  of investing in  the individual  securities
that  they track, and that individuals cannot invest directly in any index. Data
about the  performance of  this index  are prepared  or obtained  by  Neuberger&
Berman  Management Inc.  and include reinvestment  of all  dividends and capital
gain distributions. The Portfolio invests in many securities not included in the
above-described index.
 
24
<PAGE>
COMPARISON OF A $10,000 INVESTMENT
Neuberger&Berman                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Partners Trust
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
<TABLE>
<S>                                          <C>        <C>
Average Annual Total Return*
                                     Partners   S&P "500"
1 Year                                +13.76%    +18.70%
5 Year                                +15.21%    +13.59%
10 Year                               +12.59%    +13.35%
                               Partners Trust   S&P "500"
1986                                  $10,000    $10,000
1987                                  $12,618    $13,464
1988                                  $11,130    $11,043
1989                                  $14,656    $15,373
1990                                  $13,657    $14,585
1991                                  $16,119    $18,522
1992                                  $17,489    $19,992
1993                                  $22,413    $23,029
1994                                  $23,670    $24,298
1995                                  $28,763    $29,503
1996                                  $32,721    $35,019
</TABLE>
 
   The performance  information for  Neuberger&Berman Partners  Trust is  as  of
August 31, 1996. Neuberger&Berman Partners Trust started operating on August 30,
1993.  It has identical  investment objectives and policies,  and invests in the
same Portfolio as Neuberger&Berman Partners Fund ("Sister Fund"), which is  also
managed by Neuberger&Berman Management Inc. The performance information shown in
the  above chart for the period before August  30, 1993, is for the Sister Fund.
Neuberger&Berman Management Inc. voluntarily bears certain operating expenses of
the Trust so that its expense ratio per annum will not exceed the expense  ratio
per annum of its Sister Fund by more than 0.10% of the Trust's average daily net
assets per annum, until December 31, 1996, and thereafter subject to at least 60
days'  prior written notice.  Absent such arrangement,  the average annual total
returns of the Trust would have been  less. The total returns for periods  prior
to  the  Trust's  commencement of  operations  would  have been  lower  had they
reflected the  higher  expense ratios  of  the Trust  as  compared to  those  of
Neuberger&Berman Partners Fund.
 
*"Total  Return" includes reinvestment of all  income dividends and capital gain
distributions. Results represent  past performance  and do  not indicate  future
results.  The  value  of  an investment  in  the  Trust and  the  return  on the
investment both will fluctuate, and redemption  proceeds may be higher or  lower
than an investor's original cost.
 
The   S&P  "500"  Index  is  an  unmanaged  index  generally  considered  to  be
representative of stock market  activity. Please note that  indices do not  take
into  account any  fees and expenses  of investing in  the individual securities
that they track, and that individuals cannot invest directly in any index.  Data
about  the  performance of  this index  are prepared  or obtained  by Neuberger&
Berman Management Inc.  and include  reinvestment of all  dividends and  capital
gain distributions. The Portfolio invests in many securities not included in the
above-described index.
 
                                                                              25
<PAGE>
STATEMENTS OF ASSETS AND LIABILITIES
Neuberger&Berman
- ----------------------------------------------------------------------
          Equity Trust
 
<TABLE>
<CAPTION>
                                                        FOCUS         GENESIS
(000'S OMITTED EXCEPT PER SHARE AMOUNTS)                TRUST          TRUST
                                                    ----------------------------
<S>                                                 <C>            <C>
ASSETS
      Investment in corresponding Portfolio, at
        value (Note A)                              $      54,165  $     65,186
      Deferred organization costs (Note A)                     19            19
      Receivable for Trust shares sold                      1,519            96
                                                    ----------------------------
                                                           55,703        65,301
                                                    ----------------------------
LIABILITIES
      Payable for Trust shares redeemed                        48             8
      Payable to administrator -- net (Note B)                  9            25
      Accrued expenses                                         33            32
                                                    ----------------------------
                                                               90            65
                                                    ----------------------------
NET ASSETS at value                                 $      55,613  $     65,236
                                                    ----------------------------
 
NET ASSETS consist of:
      Par value                                     $           4  $          4
      Paid-in capital in excess of par value               53,518        52,922
      Accumulated undistributed net investment
        income                                                203            --
      Accumulated net realized gains (losses) on
        investment                                           (213)          764
      Net unrealized appreciation in value of
        investment                                          2,101        11,546
                                                    ----------------------------
NET ASSETS at value                                 $      55,613  $     65,236
                                                    ----------------------------
 
SHARES OUTSTANDING
      ($.001 par value; unlimited shares
        authorized)                                         3,750         4,353
                                                    ----------------------------
 
NET ASSET VALUE, offering and redemption price per
  share                                                    $14.83        $14.99
                                                    ----------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
26
<PAGE>
                                                                 August 31, 1996
- ----------------------------------------------------------------------
          Equity Trust
 
<TABLE>
<CAPTION>
                                                      GUARDIAN       MANHATTAN      PARTNERS
                                                        TRUST          TRUST          TRUST
                                                    -------------------------------------------
<S>                                                 <C>            <C>            <C>
ASSETS
      Investment in corresponding Portfolio, at
        value (Note A)                              $  1,334,613   $    50,212    $    128,513
      Deferred organization costs (Note A)                    19            19              19
      Receivable for Trust shares sold                     6,653            35             173
                                                    -------------------------------------------
                                                       1,341,285        50,266         128,705
                                                    -------------------------------------------
LIABILITIES
      Payable for Trust shares redeemed                      544         2,023             194
      Payable to administrator -- net (Note B)               515             9              29
      Accrued expenses                                       138            36              31
                                                    -------------------------------------------
                                                           1,197         2,068             254
                                                    -------------------------------------------
NET ASSETS at value                                 $  1,340,088   $    48,198    $    128,451
                                                    -------------------------------------------
 
NET ASSETS consist of:
      Par value                                     $         94   $         4    $         10
      Paid-in capital in excess of par value           1,215,760        44,009         113,830
      Accumulated undistributed net investment
        income                                             3,980            --             603
      Accumulated net realized gains (losses) on
        investment                                        21,966         1,635           6,282
      Net unrealized appreciation in value of
        investment                                        98,288         2,550           7,726
                                                    -------------------------------------------
NET ASSETS at value                                 $  1,340,088   $    48,198    $    128,451
                                                    -------------------------------------------
 
SHARES OUTSTANDING
      ($.001 par value; unlimited shares
        authorized)                                       94,130         3,956           9,592
                                                    -------------------------------------------
 
NET ASSET VALUE, offering and redemption price per
  share                                                   $14.24        $12.18          $13.39
                                                    -------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
                                                                              27
<PAGE>
STATEMENTS OF OPERATIONS
Neuberger&Berman
- ----------------------------------------------------------------------
          Equity Trust
 
<TABLE>
<CAPTION>
                                                       FOCUS         GENESIS
(000'S OMITTED)                                        TRUST          TRUST
                                                    ---------------------------
<S>                                                 <C>            <C>
INVESTMENT INCOME
    Investment income from corresponding Portfolio
      (Note A)                                      $       588    $       434
                                                    ---------------------------
    Expenses:
      Administration fee (Note B)                           145            156
      Amortization of deferred organization and
        initial offering expenses (Note A)                   10             10
      Auditing fees                                           5              5
      Custodian fees                                         10             10
      Legal fees                                             12             13
      Registration and filing fees                           35             33
      Shareholder reports                                    28             26
      Shareholder servicing agent fees                       20             18
      Trustees' fees and expenses                             1              1
      Miscellaneous                                           1              1
      Expenses from corresponding Portfolio (Notes
        A & B)                                              196            331
                                                    ---------------------------
        Total expenses                                      463            604
      Deduct -- expenses reimbursed by
        administrator (Note B)                             (105)           (66)
                                                    ---------------------------
        Total net expenses                                  358            538
                                                    ---------------------------
        Net investment income (loss)                        230           (104)
                                                    ---------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  FROM CORRESPONDING PORTFOLIO (NOTE A)
    Net realized gain (loss) on investment
      securities                                           (306)         1,183
    Net realized loss on option contracts written            (7)            --
    Change in net unrealized appreciation of
      investment securities and option contracts
      written                                               488          6,518
                                                    ---------------------------
        Net gain (loss) on investments from
          corresponding Portfolio (Note A)                  175          7,701
                                                    ---------------------------
        Net increase (decrease) in net assets
          resulting from operations                 $       405    $     7,597
                                                    ---------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
28
<PAGE>
                                              For the Year Ended August 31, 1996
- ----------------------------------------------------------------------
          Equity Trust
 
<TABLE>
<CAPTION>
                                                      GUARDIAN        MANHATTAN         PARTNERS
                                                       TRUST            TRUST             TRUST
                                                    -----------------------------------------------
<S>                                                 <C>            <C>                <C>
INVESTMENT INCOME
    Investment income from corresponding Portfolio
      (Note A)                                      $    22,818      $         315    $      1,530
                                                    -----------------------------------------------
    Expenses:
      Administration fee (Note B)                         4,185                181             344
      Amortization of deferred organization and
        initial offering expenses (Note A)                    9                 10              10
      Auditing fees                                           5                 11               5
      Custodian fees                                         10                 10              10
      Legal fees                                             23                 12              12
      Registration and filing fees                          364                 33              43
      Shareholder reports                                   155                 26              30
      Shareholder servicing agent fees                       34                 19              21
      Trustees' fees and expenses                            13                  1               1
      Miscellaneous                                           4                  1               1
      Expenses from corresponding Portfolio (Notes
        A & B)                                            4,852                262             436
                                                    -----------------------------------------------
        Total expenses                                    9,654                566             913
      Deduct -- expenses reimbursed by
        administrator (Note B)                              (69)               (79)           (109)
                                                    -----------------------------------------------
        Total net expenses                                9,585                487             804
                                                    -----------------------------------------------
        Net investment income (loss)                     13,233               (172)            726
                                                    -----------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  FROM CORRESPONDING PORTFOLIO (NOTE A)
    Net realized gain (loss) on investment
      securities                                         25,018              1,705           7,827
    Net realized loss on option contracts written          (986)                --              --
    Change in net unrealized appreciation of
      investment securities and option contracts
      written                                             8,398             (3,356)            212
                                                    -----------------------------------------------
        Net gain (loss) on investments from
          corresponding Portfolio (Note A)               32,430             (1,651)          8,039
                                                    -----------------------------------------------
        Net increase (decrease) in net assets
          resulting from operations                 $    45,663      $      (1,823)   $      8,765
                                                    -----------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
                                                                              29
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
Neuberger&Berman
- ----------------------------------------------------------------------
          Equity Trust
 
<TABLE>
<CAPTION>
                                                 FOCUS TRUST                GENESIS TRUST
                                                     Year                        Year
                                                    Ended                       Ended
                                                  August 31,                  August 31,
(000'S OMITTED)                               1996          1995          1996          1995
                                          ------------------------------------------------------
<S>                                       <C>           <C>           <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
 
FROM OPERATIONS:
    Net investment income (loss)          $        230  $         32  $       (104) $        (52)
    Net realized gain (loss) on
      investments from corresponding
      Portfolio (Note A)                          (313)          111         1,183           482
    Change in net unrealized
      appreciation of investments from
      corresponding Portfolio (Note A)             488         1,542         6,518         4,936
                                          ------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations             405         1,685         7,597         5,366
                                          ------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                          (33)          (11)           --            --
    Net realized gain on investments              (133)           --          (822)          (11)
                                          ------------------------------------------------------
    Total distributions to shareholders           (166)          (11)         (822)          (11)
                                          ------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold                   59,911        13,612        30,213        23,213
    Proceeds from reinvestment of
      dividends and distributions                  161            11           822            11
    Payments for shares redeemed               (19,169)       (2,413)       (3,211)       (1,029)
                                          ------------------------------------------------------
    Net increase from Trust share
      transactions                              40,903        11,210        27,824        22,195
                                          ------------------------------------------------------
NET INCREASE IN NET ASSETS                      41,142        12,884        34,599        27,550
NET ASSETS:
    Beginning of year                           14,471         1,587        30,637         3,087
                                          ------------------------------------------------------
    End of year                           $     55,613  $     14,471  $     65,236  $     30,637
                                          ------------------------------------------------------
    Accumulated undistributed net
      investment income
      at end of year                      $        203  $         25  $         --  $         --
                                          ------------------------------------------------------
NUMBER OF TRUST SHARES:
    Sold                                         4,038         1,054         2,095         2,223
    Issued on reinvestment of dividends
      and distributions                             11             1            64             1
    Redeemed                                    (1,303)         (191)         (227)          (94)
                                          ------------------------------------------------------
    Net increase in shares outstanding           2,746           864         1,932         2,130
                                          ------------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
30
<PAGE>
- ----------------------------------------------------------------------
          Equity Trust
 
<TABLE>
<CAPTION>
                                                GUARDIAN TRUST             MANHATTAN TRUST              PARTNERS TRUST
                                                     Year                        Year                        Year
                                                    Ended                       Ended                       Ended
                                                  August 31,                  August 31,                  August 31,
                                              1996          1995          1996          1995          1996          1995
                                          ----------------------------------------------------------------------------------
<S>                                       <C>           <C>           <C>           <C>           <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
 
FROM OPERATIONS:
    Net investment income (loss)          $     13,233  $      3,810  $       (172) $         (6) $        726  $        265
    Net realized gain (loss) on
      investments from corresponding
      Portfolio (Note A)                        24,032         5,025         1,705           977         7,827         3,113
    Change in net unrealized
      appreciation of investments from
      corresponding Portfolio (Note A)           8,398        88,893        (3,356)        5,693           212         7,316
                                          ----------------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations          45,663        97,728        (1,823)        6,664         8,765        10,694
                                          ----------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
    Net investment income                       (9,999)       (2,568)           --           (17)         (364)          (32)
    Net realized gain on investments           (10,557)           --        (1,370)          (69)       (4,629)         (130)
                                          ----------------------------------------------------------------------------------
    Total distributions to shareholders        (20,556)       (2,568)       (1,370)          (86)       (4,993)         (162)
                                          ----------------------------------------------------------------------------------
FROM TRUST SHARE TRANSACTIONS:
    Proceeds from shares sold                  854,807       628,123        24,466        24,099        75,478        52,448
    Proceeds from reinvestment of
      dividends and distributions               20,520         2,565         1,370            86         4,893           153
    Payments for shares redeemed              (243,412)     (118,547)      (10,026)       (7,260)      (17,026)       (6,512)
                                          ----------------------------------------------------------------------------------
    Net increase from Trust share
      transactions                             631,915       512,141        15,810        16,925        63,345        46,089
                                          ----------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS                     657,022       607,301        12,617        23,503        67,117        56,621
NET ASSETS:
    Beginning of year                          683,066        75,765        35,581        12,078        61,334         4,713
                                          ----------------------------------------------------------------------------------
    End of year                           $  1,340,088  $    683,066  $     48,198  $     35,581  $    128,451  $     61,334
                                          ----------------------------------------------------------------------------------
    Accumulated undistributed net
      investment income
      at end of year                      $      3,980  $      1,392  $         --  $         --  $        603  $        241
                                          ----------------------------------------------------------------------------------
NUMBER OF TRUST SHARES:
    Sold                                        60,492        52,405         1,900         2,196         5,647         4,960
    Issued on reinvestment of dividends
      and distributions                          1,469           213           110             9           394            15
    Redeemed                                   (17,232)       (9,940)         (792)         (632)       (1,287)         (584)
                                          ----------------------------------------------------------------------------------
    Net increase in shares outstanding          44,729        42,678         1,218         1,573         4,754         4,391
                                          ----------------------------------------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
                                                                              31
<PAGE>
                 (This page has been left blank intentionally.)
 
32
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Neuberger&Berman                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Equity Trust
 
NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
 
1) GENERAL:   Neuberger&Berman   Focus  Trust   ("Focus,"   formerly  Neuberger&
   Berman Selected Sectors Trust),  Neuberger&Berman Genesis Trust  ("Genesis"),
   Neuberger&Berman  Guardian  Trust  ("Guardian"),  Neuberger&Berman  Manhattan
   Trust  ("Manhattan"),  and   Neuberger&Berman  Partners  Trust   ("Partners")
   (collectively, the "Funds") are separate operating series of Neuberger&Berman
   Equity Trust (the "Trust"), a Delaware business trust organized pursuant to a
   Trust Instrument dated May 6, 1993. The Trust is registered as a diversified,
   open-end  management investment company  under the Investment  Company Act of
   1940, as amended, and its shares  are registered under the Securities Act  of
   1933,   as  amended.  The   trustees  of  the  Trust   changed  the  name  of
   Neuberger&Berman Selected  Sectors  Trust to  Neuberger&Berman  Focus  Trust,
   effective January 1, 1995. The trustees of the Trust may establish additional
   series or classes of shares without the approval of shareholders.
 
       The assets of each series belong only to that series, and the liabilities
   of each series are borne solely by that series and no other.
 
      Each Fund  seeks to achieve its investment  objective by investing all  of
   its  net investable assets in its  corresponding Portfolio of Equity Managers
   Trust (the "Portfolio") having the same investment objective and policies  as
   the  Fund. The value of each Fund's investment in its corresponding Portfolio
   reflects that  Fund's  proportionate  interest  in the  net  assets  of  that
   Portfolio  (4.83%,  25.08%, 21.41%,  8.85%,  and 6.43%,  for  Focus, Genesis,
   Guardian, Manhattan, and  Partners, respectively,  at August  31, 1996).  The
   performance  of  each Fund  is directly  affected by  the performance  of its
   corresponding  Portfolio.  The  financial   statements  of  each   Portfolio,
   including  the Schedule of Investments, are included elsewhere in this report
   and should be  read in  conjunction with the  corresponding Fund's  financial
   statements.
 
2) PORTFOLIO  VALUATION: Each Fund  records its investment  in its corresponding
   Portfolio at value. Investment  securities held by  each Portfolio of  Equity
   Managers  Trust are valued by Equity Managers Trust as indicated in the notes
   following the Portfolios' Schedule of Investments.
 
3) FEDERAL INCOME  TAXES: Each  series of  the Trust  is treated  as a  separate
   entity  for Federal  income tax purposes.  It is  the policy of  each Fund to
   continue to qualify as a regulated  investment company by complying with  the
   provisions   available  to  certain  investment   companies,  as  defined  in
   applicable sections of the Internal  Revenue Code, and to make  distributions
   of  investment company taxable income and  net capital gains (after reduction
   for any amounts available for Federal income
 
                                                                              33
<PAGE>
   tax purposes as  capital loss  carryforwards) sufficient to  relieve it  from
   all,  or substantially all, Federal income taxes. Accordingly, each Fund paid
   no Federal  income  taxes and  no  provision  for Federal  income  taxes  was
   required.
 
4) DIVIDENDS  AND  DISTRIBUTIONS TO  SHAREHOLDERS: Each  Fund earns  income, net
   of  Portfolio  expenses,  daily  on  its  investment  in  its   corresponding
   Portfolio.  Dividends and distributions  from net realized  capital gains, if
   any, are  normally distributed  in December.  Guardian generally  distributes
   substantially  all of its net  investment income at the  end of each calendar
   quarter. Income dividends and capital gain distributions to shareholders  are
   recorded  on the  ex-dividend date.  To the  extent each  Fund's net realized
   capital gains, if any, can be offset by capital loss carryforwards  ($169,636
   expiring  in 2004, for  Focus, determined as  of August 31,  1996), it is the
   policy of each Fund not to distribute such gains.
 
      Each Fund distinguishes between  dividends on a tax basis and a  financial
   reporting  basis and only  distributions in excess of  tax basis earnings and
   profits are reported  in the  financial statements  as a  return of  capital.
   Differences  in  the  recognition  or classification  of  income  between the
   financial statements and tax earnings  and profits which result in  temporary
   over-distributions   for  financial  statement  purposes  are  classified  as
   distributions in excess of net investment income or accumulated net  realized
   gains.
 
5) ORGANIZATION  EXPENSES:  Expenses incurred  by each  Fund in  connection with
   its organization are being  amortized by each Fund  on a straight-line  basis
   over  a five-year period. At August 31, 1996, the unamortized balance of such
   expenses amounted to  $19,454, $19,346,  $18,708, $19,453,  and $19,455,  for
   Focus, Genesis, Guardian, Manhattan, and Partners, respectively.
 
6) EXPENSE  ALLOCATION: Each  Fund bears all  costs of  its operations. Expenses
incurred by the Trust  with respect to  any two or more  Funds are allocated  in
   proportion  to the net assets of such  Funds, except where a more appropriate
   allocation of expenses to  each Fund can otherwise  be made fairly.  Expenses
   directly attributable to a Fund are charged to that Fund.
 
7) OTHER:  All net investment  income and realized  and unrealized capital gains
   and losses of  each Portfolio  are allocated  pro rata  among its  respective
   Funds and any other investors in the Portfolio.
 
NOTE B -- ADMINISTRATION FEES, DISTRIBUTION ARRANGEMENTS, AND OTHER
       TRANSACTIONS WITH AFFILIATES:
 
   Each  Fund retains Neuberger&Berman Management Incorporated ("Management") as
its administrator under  an Administration Agreement  ("Agreement") dated as  of
August  3,  1993.  Pursuant  to  this Agreement  each  Fund  pays  Management an
administration fee at the annual rate of  .40% of that Fund's average daily  net
assets  and  indirectly  pays  for investment  management  services  through its
investment in its  corresponding Portfolio  (see Note  B of  Notes to  Financial
Statements  of the Portfolios). The Agreement  provides that, if with respect to
any fiscal year of  each Fund, its  total operating expenses  plus its pro  rata
portion  of its corresponding Portfolio's operating expenses (including the fees
payable to Management but excluding interest, taxes, brokerage commissions,  and
extraordinary expenses) ("Operating Expenses")
 
34
<PAGE>
exceed  the most  restrictive of the  expense limitations  imposed by securities
laws of the  states in  which such  Fund's shares  are qualified  for sale,  the
administration  fees for that fiscal year will  be reduced by the amount of such
excess, provided that Management has no obligation to reimburse the Fund for any
such expenses that exceed the  administration fee. The most restrictive  expense
limitation  to which each Fund  is currently subject is 2  1/2% of the first $30
million of average daily net assets, 2% of the next $70 million of average daily
net assets, and 1 1/2% of any additional average daily net assets. No  reduction
in  the  administration fee  as a  result  of the  state expense  limitation was
required for the year ended August 31, 1996.
 
   In addition, Management  has voluntarily undertaken  until December 31,  1996
(and  thereafter subject to termination upon  60 days' prior written notice), to
reimburse each Fund for its Operating  Expenses which, in the aggregate,  exceed
by  more than .10%  the expense ratio per  annum of a  certain other mutual fund
("Sister Fund") which also  invests in the same  Portfolio. Prior to January  1,
1995,  Management voluntarily  reimbursed each  Fund for  its Operating Expenses
which exceeded the expense ratio of that Sister Fund. For the year ended  August
31,  1996, expenses  (net of  reimbursement) incurred  by each  Fund amounted to
 .99%, 1.38%, .92%, 1.08%, and .94%, of average daily net assets on an annualized
basis for Focus, Genesis, Guardian, Manhattan, and Partners, respectively.
 
   All of the capital stock of Management  is owned by individuals who are  also
general  partners of Neuberger&Berman, L.P. ("Neuberger"),  a member firm of The
New York Stock Exchange and  sub-adviser to each Portfolio. Several  individuals
who  are officers and/or  trustees of the  Trust are also  partners of Neuberger
and/or officers and/or directors of Management.
 
   Each Fund also has a  distribution agreement with Management, which  receives
no  compensation therefor and no commissions  for sales or redemptions of shares
of beneficial interest of each Fund.
 
   Each Portfolio  has an  expense  offset arrangement  in connection  with  its
custodian  contract. The impact of this  arrangement, reflected in the Statement
of Operations, under the caption Expenses from corresponding Portfolio, is  less
than .01% of each Fund's average daily net assets.
 
NOTE C -- INVESTMENT TRANSACTIONS:
 
   During  the  year ended  August 31,  1996, additions  and reductions  in each
Fund's investment in its corresponding Portfolio were as follows:
 
<TABLE>
<CAPTION>
                                     ADDITIONS      REDUCTIONS
- ----------------------------------------------------------------
<S>                                <C>             <C>
FOCUS                              $  49,100,489   $  9,928,621
 
GENESIS                               28,680,109      1,923,079
 
GUARDIAN                             638,027,577     33,379,976
 
MANHATTAN                             20,426,563      4,109,572
 
PARTNERS                              62,935,965      4,801,711
</TABLE>
 
                                                                              35
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Focus Trust(1)
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.
 
<TABLE>
<CAPTION>
                                                                                                Period from
                                                                                                August 30,
                                                                                                1993(2) to
                                                              Year Ended August 31,             August 31,
                                                        1996          1995          1994           1993
                                                       ----------------------------------------------------
<S>                                                    <C>          <C>           <C>           <C>
Net Asset Value, Beginning of Year                     $ 14.41      $  11.36      $  10.03      $ 10.00
                                                       ----------------------------------------------------
Income From Investment Operations
    Net Investment Income                                  .06           .05           .05           --
    Net Gains or Losses on Securities (both
     realized and unrealized)                              .46          3.05          1.31          .03
                                                       ----------------------------------------------------
      Total From Investment Operations                     .52          3.10          1.36          .03
                                                       ----------------------------------------------------
Less Distributions
    Dividends (from net investment income)                (.02)         (.05)         (.02)          --
    Distributions (from capital gains)                    (.08)           --          (.01)          --
                                                       ----------------------------------------------------
      Total Distributions                                 (.10)         (.05)         (.03)          --
                                                       ----------------------------------------------------
Net Asset Value, End of Year                           $ 14.83      $  14.41      $  11.36      $ 10.03
                                                       ----------------------------------------------------
Total Return+                                            +3.62%       +27.44%       +13.58%       +0.30%(3)
                                                       ----------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in millions)              $  55.6      $   14.5      $    1.6      $    --
                                                       ----------------------------------------------------
    Ratio of Expenses to Average Net Assets(4)             .99%          .96%          .85%         .92%(5)
                                                       ----------------------------------------------------
    Ratio of Net Investment Income to Average Net
     Assets(4)                                             .63%          .67%          .92%         .05%(5)
                                                       ----------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL HIGHLIGHTS
 
36
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Genesis Trust
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.
 
<TABLE>
<CAPTION>
                                                                                             Period from
                                                                                              August 26,
                                                                                               1993(2)
                                                           Year Ended August 31,            to August 31,
                                                       1996        1995         1994             1993
                                                     ------------------------------------------------------
<S>                                                  <C>         <C>          <C>          <C>
Net Asset Value, Beginning of Year                   $  12.65    $   10.59    $   10.05         $ 10.00
                                                     ------------------------------------------------------
Income From Investment Operations
    Net Investment Income (Loss)                         (.02)        (.01)        (.01)             --
    Net Gains or Losses on Securities (both
     realized and unrealized)                            2.68         2.08          .56             .05
                                                     ------------------------------------------------------
      Total From Investment Operations                   2.66         2.07          .55             .05
                                                     ------------------------------------------------------
Less Distributions
    Distributions (from capital gains)                   (.32)        (.01)        (.01)             --
                                                     ------------------------------------------------------
Net Asset Value, End of Year                         $  14.99    $   12.65    $   10.59         $ 10.05
                                                     ------------------------------------------------------
Total Return+                                          +21.44%      +19.51%       +5.47%          +0.50%(3)
                                                     ------------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in millions)            $   65.2    $    30.6    $     3.1         $    --
                                                     ------------------------------------------------------
    Ratio of Expenses to Average Net Assets(4)           1.38%        1.42%        1.36%           1.51%(5)
                                                     ------------------------------------------------------
    Ratio of Net Investment Income (Loss) to
     Average Net Assets(4)                               (.27%)       (.24%)       (.21%)          (.44%)(5)
                                                     ------------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL HIGHLIGHTS
 
                                                                              37
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Guardian Trust
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.
 
<TABLE>
<CAPTION>
                                                                                          Period from
                                                                                           August 3,
                                                                                            1993(2)
                                                          Year Ended August 31,          to August 31,
                                                       1996        1995        1994           1993
                                                     --------------------------------------------------
<S>                                                  <C>         <C>          <C>        <C>
Net Asset Value, Beginning of Year                   $  13.83    $   11.27    $ 10.27       $ 10.00
                                                     --------------------------------------------------
Income From Investment Operations
    Net Investment Income                                 .16          .13        .09            --
    Net Gains or Losses on Securities (both
     realized and unrealized)                             .55         2.55        .99           .27
                                                     --------------------------------------------------
      Total From Investment Operations                    .71         2.68       1.08           .27
                                                     --------------------------------------------------
Less Distributions
    Dividends (from net investment income)               (.14)        (.12)      (.07)           --
    Distributions (from capital gains)                   (.16)          --       (.01)           --
                                                     --------------------------------------------------
      Total Distributions                                (.30)        (.12)      (.08)           --
                                                     --------------------------------------------------
Net Asset Value, End of Year                         $  14.24    $   13.83    $ 11.27       $ 10.27
                                                     --------------------------------------------------
Total Return+                                           +5.19%      +24.01%    +10.57%        +2.70%(3)
                                                     --------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in millions)            $1,340.1    $   683.1    $  75.8       $    --
                                                     --------------------------------------------------
    Ratio of Expenses to Average Net Assets(4)            .92%         .90%       .80%          .81%(5)
                                                     --------------------------------------------------
    Ratio of Net Investment Income to Average Net
     Assets(4)                                           1.26%        1.35%      1.50%         1.00%(5)
                                                     --------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL HIGHLIGHTS
 
38
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Manhattan Trust
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.
 
<TABLE>
<CAPTION>
                                                                                          Period from
                                                                                           August 30,
                                                                                            1993(2)
                                                          Year Ended August 31,          to August 31,
                                                       1996        1995        1994           1993
                                                     --------------------------------------------------
<S>                                                  <C>         <C>         <C>         <C>
Net Asset Value, Beginning of Year                   $  12.99    $  10.37    $  10.01       $ 10.00
                                                     --------------------------------------------------
Income From Investment Operations
    Net Investment Income (Loss)                         (.04)         --         .01            --
    Net Gains or Losses on Securities (both
     realized and unrealized)                            (.34)       2.67         .36           .01
                                                     --------------------------------------------------
      Total From Investment Operations                   (.38)       2.67         .37           .01
                                                     --------------------------------------------------
Less Distributions
    Dividends (from net investment income)                 --        (.01)       (.01)           --
    Distributions (from capital gains)                   (.43)       (.04)         --            --
                                                     --------------------------------------------------
      Total Distributions                                (.43)       (.05)       (.01)           --
                                                     --------------------------------------------------
Net Asset Value, End of Year                         $  12.18    $  12.99    $  10.37       $ 10.01
                                                     --------------------------------------------------
Total Return+                                           -2.98%     +25.90%      +3.70%        +0.10%(3)
                                                     --------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in millions)            $   48.2    $   35.6    $   12.1       $    --
                                                     --------------------------------------------------
    Ratio of Expenses to Average Net Assets(4)           1.08%       1.06%        .96%         1.04%(5)
                                                     --------------------------------------------------
    Ratio of Net Investment Income (Loss) to
     Average Net Assets(4)                               (.38%)      (.03%)       .16%         5.48%(5)
                                                     --------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL HIGHLIGHTS
 
                                                                              39
<PAGE>
FINANCIAL HIGHLIGHTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Partners Trust
   The following table includes selected data for a share outstanding throughout
each   year  and  other  performance  information  derived  from  the  Financial
Statements. The per share amounts and ratios which are shown reflect income  and
expenses,   including  the  Fund's  proportionate  share  of  its  corresponding
Portfolio's income  and expenses.  It should  be read  in conjunction  with  its
corresponding Portfolio's Financial Statements and notes thereto.
 
<TABLE>
<CAPTION>
                                                                                          Period from
                                                                                           August 30,
                                                                                            1993(2)
                                                          Year Ended August 31,          to August 31,
                                                       1996        1995        1994           1993
                                                     --------------------------------------------------
<S>                                                  <C>         <C>         <C>         <C>
Net Asset Value, Beginning of Year                   $  12.68    $  10.54    $  10.01       $ 10.00
                                                     --------------------------------------------------
Income From Investment Operations
    Net Investment Income                                 .08         .05         .03            --
    Net Gains or Losses on Securities (both
     realized and unrealized)                            1.59        2.19         .53           .01
                                                     --------------------------------------------------
      Total From Investment Operations                   1.67        2.24         .56           .01
                                                     --------------------------------------------------
Less Distributions
    Dividends (from net investment income)               (.07)       (.02)       (.01)           --
    Distributions (from capital gains)                   (.89)       (.08)       (.02)           --
                                                     --------------------------------------------------
      Total Distributions                                (.96)       (.10)       (.03)           --
                                                     --------------------------------------------------
Net Asset Value, End of Year                         $  13.39    $  12.68    $  10.54       $ 10.01
                                                     --------------------------------------------------
Total Return+                                          +13.76%     +21.52%      +5.61%        +0.10%(3)
                                                     --------------------------------------------------
Ratios/Supplemental Data
    Net Assets, End of Year (in millions)            $  128.5    $   61.3    $    4.7       $    --
                                                     --------------------------------------------------
    Ratio of Expenses to Average Net Assets(4)            .94%        .92%        .81%          .84%(5)
                                                     --------------------------------------------------
    Ratio of Net Investment Income to Average Net
     Assets(4)                                            .84%        .81%        .47%         2.65%(5)
                                                     --------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL HIGHLIGHTS
 
40
<PAGE>
NOTES TO FINANCIAL HIGHLIGHTS
Neuberger&Berman                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Equity Trust
1)Prior  to  January 1,  1995, its  name  was Neuberger&Berman  Selected Sectors
   Trust.
2)The date investment operations commenced.
3)Not annualized.
4)After reimbursement of expenses by the administrator as described in Note B of
   Notes  to Financial  Statements. Had  the administrator  not undertaken  such
  action the annualized ratios to average daily net assets would have been:
 
<TABLE>
<CAPTION>
                                                                   PERIOD FROM
                                                                    AUGUST 30,
                                                                       1993
                                        YEAR ENDED AUGUST 31,       TO AUGUST
FOCUS                                 1996      1995      1994       31, 1993
- -------------------------------------------------------------------------------
<S>                                  <C>       <C>       <C>       <C>
Expenses                               1.27%     2.50%     2.50%          2.50%
                                     ------------------------------------------
Net Investment Income (Loss)            .35%     (.87%)    (.73%)        (1.53%)
                                     ------------------------------------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                   PERIOD FROM
                                                                    AUGUST 3,
                                                                       1993
                                        YEAR ENDED AUGUST 31,       TO AUGUST
GUARDIAN                              1996      1995      1994       31, 1993
- -------------------------------------------------------------------------------
<S>                                  <C>       <C>       <C>       <C>
Expenses                                .92%      .96%     1.52%          2.50%
                                     ------------------------------------------
Net Investment Income (Loss)           1.26%     1.29%      .78%          (.69%)
                                     ------------------------------------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                   PERIOD FROM
                                                                    AUGUST 30,
                                                                       1993
                                        YEAR ENDED AUGUST 31,       TO AUGUST
MANHATTAN                             1996      1995      1994       31, 1993
- -------------------------------------------------------------------------------
<S>                                  <C>       <C>       <C>       <C>
Expenses                               1.25%     1.46%     2.50%          2.50%
                                     ------------------------------------------
Net Investment Income (Loss)           (.55%)    (.43%)   (1.38%)         4.02%
                                     ------------------------------------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                   PERIOD FROM
                                                                    AUGUST 30,
                                                                       1993
                                        YEAR ENDED AUGUST 31,       TO AUGUST
PARTNERS                              1996      1995      1994       31, 1993
- -------------------------------------------------------------------------------
<S>                                  <C>       <C>       <C>       <C>
Expenses                               1.06%     1.24%     2.50%          2.50%
                                     ------------------------------------------
Net Investment Income (Loss)            .72%      .49%    (1.22%)          .99%
                                     ------------------------------------------
</TABLE>
 
                                                                              41
<PAGE>
   After reimbursement of expenses by Management as described in Note B of Notes
to  Financial Statements and  the waiver of  a portion of  the management fee as
described in Note B of Notes to Financial Statements of Neuberger&Berman Genesis
Portfolio. Had Management not  undertaken such action  the annualized ratios  to
average daily net assets would have been:
 
<TABLE>
<CAPTION>
                                                                   PERIOD FROM
                                                                    AUGUST 26,
                                                                       1993
                                        YEAR ENDED AUGUST 31,       TO AUGUST
GENESIS                               1996      1995      1994       31, 1993
- -------------------------------------------------------------------------------
<S>                                  <C>       <C>       <C>       <C>
Expenses                               1.65%     1.78%     2.50%          2.50%
                                     ------------------------------------------
Net Investment Loss                    (.54%)    (.60%)   (1.35%)        (1.43%)
                                     ------------------------------------------
</TABLE>
 
5)Annualized.
+ Total  return  based on  per share  net  asset value  reflects the  effects of
  changes in net asset value  on the performance of  each Fund during each  year
  and assumes dividends and capital gain distributions, if any, were reinvested.
  Results  represent  past  performance  and do  not  guarantee  future results.
  Investment returns and principal may fluctuate and shares when redeemed may be
  worth more  or  less  than original  cost.  Total  return would  be  lower  if
  Management  had  not reimbursed  certain  expenses. For  Genesis  Trust, total
  return would have been  lower if Management  had not waived  a portion of  the
  management fee.
 
42
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
 
To the Board of Trustees of Neuberger&Berman Equity Trust and
Shareholders of Neuberger&Berman Manhattan Trust
 
   We  have  audited the  accompanying statement  of  assets and  liabilities of
Neuberger&Berman Manhattan Trust (the "Trust"), as  of August 31, 1996, and  the
related  statement  of operations  for  the year  then  ended, the  statement of
changes in net assets for  each of the two years  in the period then ended,  and
the  financial  highlights  for each  of  the periods  indicated  therein. These
financial statements  and financial  highlights are  the responsibility  of  the
Trust's  management.  Our  responsibility  is to  express  an  opinion  on these
financial statements and financial highlights based on our audits.
   We conducted  our  audits  in accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance  about  whether  the  financial  statements  and  financial
highlights  are free of material misstatement. An audit includes examining, on a
test basis, evidence  supporting the  amounts and disclosures  in the  financial
statements.  An audit also includes assessing the accounting principles used and
significant estimates  made by  management, as  well as  evaluating the  overall
financial   statement  presentation.  We  believe  that  our  audits  provide  a
reasonable basis for our opinion.
   In our opinion, the financial statements and financial highlights referred to
above present  fairly,  in all  material  respects, the  financial  position  of
Neuberger&Berman  Manhattan  Trust as  of August  31, 1996,  the results  of its
operations for the year then  ended, the changes in its  net assets for each  of
the two years in the period then ended, and the financial highlights for each of
the  periods indicated therein, in conformity with generally accepted accounting
principles.
 
                                                        COOPERS & LYBRAND L.L.P.
Boston, Massachusetts
October 4, 1996
 
                                                                              43
<PAGE>
REPORT OF INDEPENDENT AUDITORS
 
To the Board of Trustees
Neuberger&Berman Equity Trust and
Shareholders of:
             Neuberger&Berman Focus Trust
             Neuberger&Berman Genesis Trust
             Neuberger&Berman Guardian Trust and
             Neuberger&Berman Partners Trust
 
   We have audited the accompanying statements of assets and liabilities of  the
Neuberger&Berman  Focus Trust, Neuberger&Berman  Genesis Trust, Neuberger&Berman
Guardian  Trust,  and  Neuberger&Berman  Partners  Trust,  four  of  the  series
comprising  Neuberger&Berman Equity Trust (the "Trust"),  as of August 31, 1996,
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, and
the financial  highlights  for each  of  the periods  indicated  therein.  These
financial  statements  and financial  highlights are  the responsibility  of the
Trust's management.  Our  responsibility  is  to express  an  opinion  on  these
financial statements and financial highlights based on our audits.
   We  conducted  our  audits  in accordance  with  generally  accepted auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable  assurance  about  whether  the  financial  statements  and financial
highlights are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements and  financial  highlights.  An audit  also  includes  assessing  the
accounting principles used and significant estimates made by management, as well
as  evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
   In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material  respects, the financial position of  each
of  the above  mentioned series of  Neuberger&Berman Equity Trust  at August 31,
1996, the results of their  operations for the year  then ended, the changes  in
their  net assets for  each of the two  years in the period  then ended, and the
financial highlights for each  of the periods  indicated therein, in  conformity
with generally accepted accounting principles.
 
                                                        /s/ Ernst & Young L.L.P.
Boston, Massachusetts
October 3, 1996
 
44
<PAGE>
                 (This page has been left blank intentionally.)
 
                                                                              45
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Focus Portfolio
 
<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
      --------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Neiman-Marcus Group                             4.2%
 2.  CITICORP                                        3.7%
 3.  Compaq Computer                                 3.0%
 4.  Chrysler Corp.                                  3.0%
 5.  General Motors                                  2.9%
 6.  UCAR International                              2.8%
 7.  Federal National Mortgage Association           2.7%
 8.  Federal Home Loan Mortgage                      2.5%
 9.  Aetna Inc.                                      2.4%
10.  Travelers Group                                 2.4%
</TABLE>
<TABLE>
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  ------------
<C>         <S>                             <C>
COMMON STOCKS (96.1%)
AUTOMOTIVE (6.9%)
   445,900  Cabot Corp.                     $    12,262
 1,146,000  Chrysler Corp.                       33,377
   645,000  General Motors                       32,089
                                            ------------
                                                 77,728
                                            ------------
FINANCIAL SERVICES (31.8%)
   330,000  ADVANTA Corp. Class B                14,685
   231,700  Allmerica Property & Casualty         6,545
   185,000  American International Group         17,575
   300,000  Bank of Boston                       15,825
   690,000  Capital One Financial                20,786
   495,000  CITICORP                             41,209
 1,100,000  Countrywide Credit Industries        26,537
   200,000  Dean Witter, Discover                10,000
   315,000  Federal Home Loan Mortgage           27,838
   992,000  Federal National Mortgage
             Association                         30,752
   410,000  First USA                       $    21,730
 
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  ------------
<C>         <S>                             <C>
   102,500  Horace Mann Educators                 3,523
   232,200  ITT Hartford Group                   12,249
   157,500  MBNA Corp.                            4,784
   250,000  Merrill Lynch                        15,312
   495,000  PartnerRe Ltd.                       13,984
   450,000  PennCorp Financial Group             13,725
   226,800  Signet Banking                        5,472
   272,500  Sphere Drake Holdings                 2,555
   615,000  Travelers Group                      26,676
   100,000  Wells Fargo                          24,875
                                            ------------
                                                356,637
                                            ------------
HEALTH CARE (9.3%)
   410,000  Aetna Inc.                           27,111
   705,000  FHP International                    25,556 (2)
   730,000  Foundation Health                    21,900 (2)
   220,000  Healthsource Inc.                     3,300 (2)
   860,000  Humana Inc.                          16,125 (2)
   815,000  Mid Atlantic Medical Services        11,003 (2)
                                            ------------
                                                104,995
                                            ------------
HEAVY INDUSTRY (14.4%)
   935,800  AGCO Corp.                           22,108
   150,000  Aluminum Co. of America               9,319
   275,600  American Standard                     9,405 (2)
    80,000  Champion International                3,440
   205,000  Cleveland-Cliffs                      7,995
   881,500  LTV Corp.                            10,358
   165,000  Mead Corp.                            9,446
 1,100,000  Rollins Truck Leasing                13,063
   100,000  Temple-Inland                         4,938
   804,600  UCAR International                   31,379 (2)
   150,000  Union Camp                            7,275
   170,000  USFreightways Corp.                   3,527
   379,000  Varity Corp.                         19,045 (2)
   175,000  Willamette Industries                10,806
                                            ------------
                                                162,104
                                            ------------
</TABLE>
 
46
<PAGE>
                                                                 August 31, 1996
- --------------------------------------------------------------------------------
 
          Focus Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  ------------
<C>         <S>                             <C>
MEDIA & ENTERTAINMENT (10.9%)
   178,000  A.H. Belo                       $     7,142
   445,000  Bell Cablemedia ADR                   6,550 (2)
    25,000  Comcast Corp. Class A                   397
   915,000  Comcast Corp. Class A Special        14,754
   530,000  Comcast UK Cable Partners
             Limited                              5,698 (2)
   325,000  Harcourt General                     15,559
   436,000  International CableTel               10,573 (2)
   450,000  Jones Intercable Inc. Class A         5,738 (2)
   310,000  Scandinavian Broadcasting
             System                               6,471 (2)
   500,000  Tele-Communications, Inc.
             Class A                              7,438 (2)
   150,000  Time Warner                           5,006
   550,000  U.S. West Media Group                 9,969 (2)
   500,000  United International Holdings         6,875 (2)
   300,000  Viacom Inc. Class B                   9,450 (2)
   276,600  Vodafone Group ADR                   10,476
                                            ------------
                                                122,096
                                            ------------
RETAIL (4.2%)
 1,577,800  Neiman-Marcus Group                  46,742 (2)
                                            ------------
TECHNOLOGY (18.4%)
   425,000  Airtouch Communications              11,688 (2)
   250,000  Altera Corp.                         11,000 (2)
   200,000  Applied Materials                     4,850 (2)
   330,000  Arrow Electronics                    15,056 (2)
   250,000  Avnet, Inc.                          11,687
   600,000  Compaq Computer                      33,975 (2)
   350,000  Digital Equipment                    13,519 (2)
   550,000  KLA Instruments                      10,862 (2)
   250,000  Komag, Inc.                           5,312 (2)
   375,000  MEMC Electronic Materials            13,219 (2)
   400,000  Microchip Technology                 14,700 (2)
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  ------------
<C>         <S>                             <C>
   230,000  Micron Technology                $    5,232
   200,000  Palmer Wireless                       3,900(2)
   197,500  PriCellular Corp.                     2,642(2)
   300,000  Seagate Technology                   14,400(2)
   670,000  Tele-Communications
             International                       11,139(2)
   286,000  Texas Instruments                    13,371
   225,000  Varian Associates                    10,266
                                            ------------
                                                206,818
                                            ------------
UTILITIES (0.2%)
    35,000  AT&T Corp.                            1,837
                                            ------------
            TOTAL COMMON STOCKS (COST
             $792,860)                        1,078,957
                                            ------------
<CAPTION>
Principal
  Amount
- ----------
<C>         <S>                             <C>
CONVERTIBLE BONDS (0.1%)
$1,000,000  Scandinavian Broadcasting
             System SA, Cv. Sub. Deb.,
             7.25%, due 8/1/05  (COST
             $1,000)                                985
                                            ------------
U.S. TREASURY SECURITIES (1.4%)
15,345,000  U.S. Treasury Bills, 4.965% &
             5.24%, due 9/5/96 & 12/19/96
              (COST $15,242)                     15,250
                                            ------------
SHORT-TERM CORPORATE NOTES (2.6%)
29,400,000  General Electric Capital
             Corp., 5.10%, due 9/3/96
             (COST $29,400)                      29,400 (3)
                                            ------------
            TOTAL INVESTMENTS (100.2%)
             (COST $838,502)                  1,124,592 (4)
            Liabilities, less cash,
             receivables and other assets
             [(0.2%)]                            (2,221 )
                                            ------------
            TOTAL NET ASSETS (100.0%)       $ 1,122,371
                                            ------------
</TABLE>
 
                                                                              47
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman
- --------------------------------------------------------------------------------
          Genesis Portfolio
 
<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
      --------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  BMC Industries                                  4.0%
 2.  Texas Industries                                2.8%
 3.  DH Technology                                   2.5%
 4.  Wolverine Tube                                  2.4%
 5.  Dallas Semiconductor                            2.1%
 6.  Reynolds & Reynolds                             2.1%
 7.  SCI Systems                                     2.0%
 8.  Apogee Enterprises                              1.9%
 9.  Prime Hospitality                               1.9%
10.  Alumax Inc.                                     1.8%
</TABLE>
<TABLE>
<CAPTION>
                                              Market
                                             Value(1)
 Number                                       (000's
of Shares                                    omitted)
- ---------                                  -------------
<C>        <S>                             <C>
COMMON STOCKS (96.4%)
AEROSPACE (2.9%)
  180,300  AAR Corp.                       $     3,899
   80,100  Thiokol Corp.                         3,594
                                           -------------
                                                 7,493
                                           -------------
AGRICULTURE (0.9%)
   79,149  Delta & Pine Land                     2,246
                                           -------------
AUTOMOTIVE (2.5%)
  108,400  Donaldson Co.                         2,791
   67,800  Monaco Coach                            898  (2)
  115,900  Tower Automotive                      2,782  (2)
                                           -------------
                                                 6,471
                                           -------------
BANKING & FINANCIAL (7.2%)
  107,100  Bank United                           2,584  (2)
   63,000  Charter One Financial                 2,398
   70,000  First Commerce                        2,502
   45,250  Mark Twain Bancshares                 1,753
   42,777  ONBANCorp, Inc.                       1,380
  155,000  Reliance Bancorp                      2,654
 
<CAPTION>
                                              Market
                                             Value(1)
 Number                                       (000's
of Shares                                    omitted)
- ---------                                  -------------
<C>        <S>                             <C>
   70,500  Texas Regional Bancshares         $   2,027
  105,200  Webster Financial                     3,393
                                           -------------
                                                18,691
                                           -------------
BUILDING, CONSTRUCTION & FURNISHINGS (6.5%)
  142,500  Apogee Enterprises                    4,881
   73,000  Lincoln Electric Class A              1,989
  125,000  Oakwood Homes                         2,937
  110,000  Texas Industries                      7,164
                                           -------------
                                                16,971
                                           -------------
 
CHEMICALS (2.5%)
  112,000  Lawter International                  1,330
  232,000  Lilly Industries                      3,683
   85,400  McWhorter Technologies                1,527  (2)
                                           -------------
                                                 6,540
                                           -------------
 
COMMUNICATIONS (1.3%)
  124,700  Black Box                             3,289  (2)
                                           -------------
 
CONSUMER PRODUCTS & SERVICES (7.1%)
   92,000  Alltrista Corp.                       2,070  (2)
   51,500  Block Drug                            2,292
   60,800  Bush Boake Allen                      1,368  (2)
  108,200  Coachmen Industries                   2,015
   40,000  First Brands                            910
   24,000  Marcus Corp.                            570
  253,600  Prime Hospitality                     4,818  (2)
   89,000  Richfood Holdings                     3,382
   75,000  The First Years                       1,003
                                           -------------
                                                18,428
                                           -------------
DIAGNOSTIC EQUIPMENT (0.9%)
  105,700  ADAC Laboratories                     2,431
                                           -------------
DIVERSIFIED (0.4%)
   40,200  Raven Industries                        915
                                           -------------
ELECTRONICS (12.4%)
  350,200  BMC Industries                       10,506
</TABLE>
 
48
<PAGE>
                                                                 August 31, 1996
- --------------------------------------------------------------------------------
 
          Genesis Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                              Market
                                             Value(1)
 Number                                       (000's
of Shares                                    omitted)
- ---------                                  -------------
<C>        <S>                             <C>
  224,800  Continental Circuits              $   2,810(2)
  291,900  Dallas Semiconductor                  5,546
   76,000  Fusion Systems                        1,463(2)
  136,900  Kent Electronics                      3,029(2)
   70,000  Nu Horizons                             578(2)
  232,500  Pioneer Standard Electronics          3,081
  119,000  SCI Systems                           5,310(2)
                                           -------------
                                                32,323
                                           -------------
ENERGY (6.6%)
  127,300  Aquila Gas Pipeline                   1,559
  623,000  Coho Energy                           3,894  (2)
   81,200  Cross Timbers Oil                     1,847
  108,100  Dreco Energy Services                 2,784  (2)
  247,000  Offshore Logistics                    3,087  (2)
  112,400  Smith International                   3,906  (2)
                                           -------------
                                                17,077
                                           -------------
ENTERTAINMENT (0.9%)
  126,375  Casino Data Systems                   2,322  (2)
                                           -------------
INDUSTRIAL & COMMERCIAL
PRODUCTS & SERVICES (14.9%)
  105,000  Alamo Group                           1,549
   80,500  AMTROL, Inc.                          2,196
  103,300  CLARCOR Inc.                          2,221
   88,200  Dionex Corp.                          3,153  (2)
  142,850  Holophane Corp.                       2,179  (2)
   54,000  Kaydon Corp.                          2,423
   79,300  Libbey Inc.                           2,220
  117,400  Material Sciences                     1,878  (2)
  191,700  NN Ball & Roller                      2,876
  107,000  Pentair, Inc.                         2,916
   40,000  Roper Industries                      1,660
   22,800  U.S. Can                                345  (2)
  149,800  W.H. Brady                            3,408
   50,000  Wallace Computer Services             1,356
  153,000  Wolverine Tube                        6,273  (2)
  155,750  Woodhead Industries                   2,005
                                           -------------
                                                38,658
                                           -------------
<CAPTION>
                                              Market
                                             Value(1)
 Number                                       (000's
of Shares                                    omitted)
- ---------                                  -------------
<C>        <S>                             <C>
INSURANCE (1.8%)
   63,300  American Heritage Life          $     1,227
   68,300  FBL Financial Group                   1,383  (2)
   40,000  Orion Capital                         2,010
                                           -------------
                                                 4,620
                                           -------------
MACHINERY & EQUIPMENT (1.2%)
   59,000  Allied Products                       1,527
   90,450  Graco Inc.                            1,696
                                           -------------
                                                 3,223
                                           -------------
METALS (3.9%)
  145,000  Alumax Inc.                           4,785  (2)
   92,800  Commonwealth Aluminum                 1,485
  118,500  Kentucky Electric Steel                 844  (2)
  105,000  Steel of West Virginia                  682  (2)
  104,170  Varlen Corp.                          2,240
                                           -------------
                                                10,036
                                           -------------
OFFICE EQUIPMENT (2.5%)
  261,600  DH Technology                         6,409  (2)
                                           -------------
OIL & GAS (8.8%)
  115,000  Apache Corp.                          3,378
  178,500  Cairn Energy USA                      1,830  (2)
   54,200  Flores & Rucks                        1,782  (2)
  288,100  Nabors Industries                     4,285  (2)
  267,300  Oceaneering International             4,577  (2)
  310,800  Pride Petroleum Services              4,468  (2)
   55,000  Production Operators                  1,925
   53,500  Tuboscope VETCO                         669  (2)
                                           -------------
                                                22,914
                                           -------------
PACKING & CONTAINERS (0.4%)
   32,100  AptarGroup Inc.                       1,124
                                           -------------
PUBLISHING & BROADCASTING (3.1%)
   86,000  Central Newspapers                    3,139
   25,000  Houghton Mifflin                      1,187
</TABLE>
 
                                                                              49
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                 August 31, 1996
 
- --------------------------------------------------------------------------------
 
          Genesis Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                              Market
                                             Value(1)
 Number                                       (000's
of Shares                                    omitted)
- ---------                                  -------------
<C>        <S>                             <C>
   65,000  McClatchy Newspapers              $   1,812
   34,250  Pulitzer Publishing                   1,858
                                           -------------
                                                 7,996
                                           -------------
RETAILING (0.8%)
   37,800  99 Cents Only Stores                    557  (2)
  119,000  Schultz Sav-O Stores                  1,577
                                           -------------
                                                 2,134
                                           -------------
TECHNOLOGY (4.1%)
   21,900  Analysts International                  805
  161,400  Auspex Systems                        2,542  (2)
   12,000  Computer Horizons                       285
   85,800  Methode Electronics Class A           1,630
  109,000  Reynolds & Reynolds                   5,464
                                           -------------
                                                10,726
                                           -------------
TEXTILES & APPAREL (1.0%)
   66,000  St. John Knits                        2,632
                                           -------------
TRANSPORTATION, SHIPPING & FREIGHT (1.8%)
   52,250  Air Express International             1,457
  120,000  Harmon Industries                     2,040
  213,600  Maritrans Inc.                        1,308
                                           -------------
                                                 4,805
                                           -------------
           TOTAL COMMON STOCKS (COST
            $189,255)                          250,474
                                           -------------
<CAPTION>
 
                                              Market
                                             Value(1)
Principal                                     (000's
 Amount                                      omitted)
- ---------                                  -------------
<C>        <S>                             <C>
U.S. TREASURY SECURITIES (3.0%)
$7,800,000 U.S. Treasury Bills, 4.94% -
            5.105%, due 10/10/96 -
            11/14/96  (COST $7,742)          $   7,744
                                           -------------
 
SHORT-TERM CORPORATE NOTES (0.8%)
2,200,000  General Electric Capital
            Corp., 5.10%, due 9/3/96
            (COST $2,200)                        2,200  (3)
                                           -------------
           TOTAL INVESTMENTS (100.2%)
            (COST $199,197)                    260,418  (4)
           Liabilities, less cash,
            receivables and other assets
            [(0.2%)]                              (554  )
                                           -------------
           TOTAL NET ASSETS (100.0%)       $   259,864
                                           -------------
</TABLE>
 
50
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                 August 31, 1996
 
- --------------------------------------------------------------------------------
          Guardian Portfolio
 
<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
      --------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  CITICORP                                        2.4%
 2.  Chrysler Corp.                                  2.2%
 3.  Aetna Inc.                                      2.1%
 4.  General Motors                                  2.1%
 5.  Compaq Computer                                 2.0%
 6.  Federal National Mortgage Association           2.0%
 7.  Countrywide Credit Industries                   1.9%
 8.  First USA                                       1.6%
 9.  IMC Global                                      1.6%
10.  Wells Fargo                                     1.6%
</TABLE>
<TABLE>
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
COMMON STOCKS (93.9%)
AUTO RELATED (3.3%)
  2,500,000  Cabot Corp.                     $    68,750
    883,500  Magna International Class A          42,629
  1,889,700  Varity Corp.                         94,957 (2)
                                             ------------
                                                 206,336
                                             ------------
AUTOMOTIVE (4.3%)
  4,800,000  Chrysler Corp.                      139,800
  2,570,000  General Motors                      127,858
                                             ------------
                                                 267,658
                                             ------------
BANKING (5.7%)
  1,340,000  Bank of Boston                       70,685
  1,820,000  CITICORP                            151,515
    504,000  First Tennessee National             17,199
    900,000  Signet Banking                       21,713
    389,600  Wells Fargo                          96,913
                                             ------------
                                                 358,025
                                             ------------
CHEMICALS (1.6%)
  2,325,000  IMC Global                           99,975
                                             ------------
 
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
CONSUMER GOODS & SERVICES (0.8%)
    185,000  Kellwood Co.                    $     2,983
  3,236,900  Owens-Illinois                       49,767 (2)
                                             ------------
                                                  52,750
                                             ------------
DRUGS (0.6%)
    480,000  Zeneca Group ADR                     34,620
                                             ------------
FINANCIAL SERVICES (12.6%)
    857,000  ADVANTA Corp. Class B                38,136
    216,485  Alleghany Corp.                      43,730 (2)
  2,424,000  Capital One Financial                73,023
  4,800,000  Countrywide Credit Industries       115,800
  1,020,000  Dean Witter, Discover                51,000
    775,000  Federal Home Loan Mortgage           68,491
  4,080,000  Federal National Mortgage
              Association                        126,480
  1,920,000  First USA                           101,760
    270,000  Household International              21,398
  1,167,650  MBNA Corp.                           35,467
  1,250,000  Merrill Lynch                        76,562
    492,300  MGIC Investment                      31,200
                                             ------------
                                                 783,047
                                             ------------
FOOD PRODUCTS (1.0%)
  2,625,000  IBP, Inc.                            61,359
                                             ------------
FOREST PRODUCTS & PAPER (5.1%)
  1,400,000  Champion International               60,200
  1,200,000  Fort Howard                          28,350 (2)
    600,000  Mead Corp.                           34,350
    676,300  Rayonier Inc.                        26,798
  1,995,000  Stone Container                      27,681
    765,000  Temple-Inland                        37,772
</TABLE>
 
                                                                              51
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman
 
- --------------------------------------------------------------------------------
 
          Guardian Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
    900,000  Union Camp                       $   43,650
    907,000  Willamette Industries                56,007
                                             ------------
                                                 314,808
                                             ------------
HEALTH CARE (5.5%)
  1,652,900  FHP International                    59,918 (2)
  3,020,000  Foundation Health                    90,600 (2,5)
  4,190,000  Healthsource Inc.                    62,850 (2,5)
  4,190,400  Humana Inc.                          78,570 (2)
  1,380,800  Mid Atlantic Medical Services        18,641 (2)
  1,066,396  Wellpoint Health Networks            33,058 (2)
                                             ------------
                                                 343,637
                                             ------------
HEAVY INDUSTRY (1.7%)
  4,778,900  Coltec Industries                    71,684 (2,5)
    600,000  Rockwell International               31,200
                                             ------------
                                                 102,884
                                             ------------
INDUSTRIAL GOODS & SERVICES (3.8%)
  1,050,000  Aluminum Co. of America              65,231
  2,223,500  American Standard                    75,877 (2)
    663,800  Phelps Dodge                         40,160
  2,002,500  USG Corp.                            57,071 (2)
                                             ------------
                                                 238,339
                                             ------------
INSURANCE (5.6%)
  1,952,220  Aetna Inc.                          129,091
    520,000  American International Group         49,400
    508,600  Chubb Corp.                          22,569
    561,800  ITT Hartford Group                   29,635
    264,300  National Re                          13,909
    263,500  Transatlantic Holdings               18,280
  2,045,000  Travelers Group                      88,702
                                             ------------
                                                 351,586
                                             ------------
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
MEDIA & ENTERTAINMENT (6.3%)
    870,000  A.H. Belo                       $    34,909
  1,100,000  Comcast Corp. Class A                17,462
  3,200,000  Comcast Corp. Class A Special        51,600
  1,450,000  Harcourt General                     69,419
    730,900  Jones Intercable Inc. Class A         9,319 (2)
     49,500  Knight-Ridder                         1,671
    389,600  Omnicom Group                        17,678
    401,700  R.R. Donnelley                       13,105
  1,700,000  Time Warner                          56,737
  1,352,000  United International Holdings        18,590 (2)
  1,500,000  Viacom Inc. Class B                  47,250 (2)
  1,530,000  Vodafone Group ADR                   57,949
                                             ------------
                                                 395,689
                                             ------------
OIL & GAS (6.0%)
    267,833  British Petroleum ADR                31,537
    832,150  Kerr-McGee                           47,745
    800,000  Murphy Oil                           35,000
    928,800  Norsk Hydro ADR                      42,376
  1,104,500  Parker & Parsley Petroleum           27,336
    621,900  Union Pacific Resources Group        16,947
  1,980,000  Unocal Corp.                         67,815
  1,542,500  Vastar Resources                     53,795
    398,600  Western Atlas                        24,215 (2)
  1,702,000  Zeigler Coal Holding                 25,530 (5)
                                             ------------
                                                 372,296
                                             ------------
REAL ESTATE INVESTMENT TRUSTS (1.6%)
  1,159,500  CWM Mortgage Holdings                21,306
  1,442,600  Hospitality Properties Trust         38,589 (5)
</TABLE>
 
52
<PAGE>
                                                                 August 31, 1996
- --------------------------------------------------------------------------------
 
          Guardian Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
    510,000  Security Capital Industrial
              Trust                           $    9,180
  1,040,000  Spieker Properties                   31,070
                                             ------------
                                                 100,145
                                             ------------
RETAIL (2.5%)
    260,500  Barnes & Noble                        8,564 (2)
  3,241,700  Fingerhut Cos.                       43,358 (5)
    510,000  May Department Stores                23,205
     84,800  Payless ShoeSource                    2,978 (2)
  2,860,000  Wal-Mart Stores                      75,790
                                             ------------
                                                 153,895
                                             ------------
STEEL (1.7%)
    553,100  AK Steel Holding                     20,603
    763,100  Allegheny Teledyne                   15,453
  3,278,200  J & L Specialty Steel                44,665 (5)
  2,175,500  LTV Corp.                            25,562
                                             ------------
                                                 106,283
                                             ------------
TECHNOLOGY (13.9%)
  1,165,000  Altera Corp.                         51,260 (2)
  1,500,000  Applied Materials                    36,375 (2)
  1,475,000  Arrow Electronics                    67,297 (2)
  1,367,500  Avnet, Inc.                          63,931
    600,000  Cabletron Systems                    36,600 (2)
  2,250,000  Compaq Computer                     127,406 (2)
  1,660,000  Digital Equipment                    64,118 (2)
    575,000  Intel Corp.                          45,892
  2,400,000  KLA Instruments                      47,400 (2)
  1,752,000  Komag, Inc.                          37,230 (2)
  1,600,000  Linear Technology                    54,400
  1,123,300  LSI Logic                            24,572 (2)
  1,100,000  Micron Technology                    25,025
  1,035,200  National Semiconductor               19,022 (2)
  1,285,000  Seagate Technology                   61,680 (2)
  1,560,000  Texas Instruments                    72,930
    853,200  Xilinx Inc.                          29,862 (2)
                                             ------------
                                                 865,000
                                             ------------
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
TELECOMMUNICATIONS (4.9%)
  2,143,000  360 Communications              $    51,164 (2)
  2,375,000  Airtouch Communications              65,312 (2)
  1,000,000  Frontier Corp.                       29,500
  2,140,000  Tele-Communications
              International                       35,578 (2)
  4,000,000  Tele-Communications, Inc.
              Class A                             59,500 (2)
  3,683,400  U.S. West Media Group                66,762 (2)
                                             ------------
                                                 307,816
                                             ------------
TELEPHONE UTILITIES (1.2%)
  1,400,000  AT&T Corp.                           73,500
                                             ------------
TRANSPORTATION (4.2%)
    360,759  AMR Corp.                            29,582 (2)
    700,000  Canadian Pacific                     15,750
  1,009,000  CSX Corp.                            51,081
    500,000  Delta Air Lines                      35,437
  2,000,000  Ryder System                         56,750
    650,000  Union Pacific                        47,369
  1,257,000  USFreightways Corp.                  26,083 (5)
                                             ------------
                                                 262,052
                                             ------------
             TOTAL COMMON STOCKS (COST
              $4,834,551)                      5,851,700
                                             ------------
PREFERRED STOCKS (0.8%)
    250,000  FHP International, 5.00%              7,531
     52,430  Aetna Inc., Ser. C, Cv., 6.25%        3,644
    605,700  Airtouch Communications, Ser.
              B, Cv., 6.00%                       17,414
</TABLE>
 
                                                                              53
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                 August 31, 1996
 
- --------------------------------------------------------------------------------
 
          Guardian Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
    388,994  Airtouch Communications, Ser.
              C, Cv., 4.25%                   $   18,526
                                             ------------
             TOTAL PREFERRED STOCKS (COST
              $41,123)                            47,115
                                             ------------
RIGHTS (0.0%)
    510,000  Security Capital Industrial
              Trust, Expire 9/24/96 (COST
              $0)                                     48 (2)
                                             ------------
<CAPTION>
 Principal
  Amount
- -----------
<C>          <S>                             <C>
CONVERTIBLE BONDS (0.2%)
$15,000,000  International CableTel Inc.,
              Cv. Sub. Notes, 7.25%, due
              4/15/05 (COST $14,997)              15,843(6)
                                             ------------
<CAPTION>
                                                Market
                                               Value(1)
 Principal                                      (000's
  Amount                                       omitted)
- -----------                                  ------------
<C>          <S>                             <C>
U.S. TREASURY SECURITIES (5.8%)
$347,780,000 U.S. Treasury Bills, 4.965% -
              5.26%, due 9/5/96 - 12/12/96    $  347,034
 15,000,000  U.S. Treasury Notes, 8.00%,
              due 5/15/01                         15,759
                                             ------------
             TOTAL U.S. TREASURY SECURITIES
              (COST $361,808)                    362,793
                                             ------------
             TOTAL INVESTMENTS (100.7%)
              (COST $5,252,479)                6,277,499(4)
             Liabilities, less cash,
              receivables and other assets
              [(0.7%)]                           (44,957)
                                             ------------
             TOTAL NET ASSETS (100.0%)        $6,232,542
                                             ------------
</TABLE>
 
54
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                 August 31, 1996
 
- --------------------------------------------------------------------------------
          Manhattan Portfolio
 
<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
      --------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  CITICORP                                        2.9%
 2.  First USA                                       2.8%
 3.  General Nutrition                               2.7%
 4.  Harrah's Entertainment                          2.5%
 5.  Healthsource Inc.                               2.5%
 6.  Intel Corp.                                     2.5%
 7.  GTECH Holdings                                  2.4%
 8.  Capital One Financial                           2.3%
 9.  Wells Fargo                                     2.2%
10.  United Healthcare                               2.2%
</TABLE>
<TABLE>
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  -------------
<C>         <S>                             <C>
COMMON STOCKS (100.3%)
CHEMICALS (1.2%)
   100,000  Hercules Inc.                   $     4,975
    40,000  SGL Carbon ADR                        1,610  (2)
                                            -------------
                                                  6,585
                                            -------------
COMMUNICATIONS (12.1%)
   385,000  Airtouch Communications              10,587  (2)
   585,000  Comcast Corp. Class A Special         9,433
   680,000  Comcast UK Cable Partners
             Limited                              7,310  (2)
   280,000  ECI Telecommunications                5,775
   380,000  International CableTel                9,215  (2)
   480,000  Tele-Communications,
             Inc. Class A                         7,140  (2)
    87,500  Tele-Communications,
             Inc. Class A Liberty
             Media Group                          2,308  (2)
 
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  -------------
<C>         <S>                             <C>
   280,000  Vanguard Cellular Systems         $   5,355(2)
   305,000  Vodafone Group ADR                   11,552
                                            -------------
                                                 68,675
                                            -------------
CONSUMER GOODS & SERVICES (9.3%)
   510,000  Authentic Fitness                     6,758
   345,000  CUC International                    11,859  (2)
    85,000  Industrie Natuzzi ADR                 4,292
    90,000  Luxottica Group ADR                   6,874
   125,000  Nine West                             6,438  (2)
   480,000  Nu-Kote Holding                       5,820  (2)
    50,000  Philip Morris                         4,487
   245,000  Regis Corp.                           6,125
                                            -------------
                                                 52,653
                                            -------------
DRUGS & HEALTH CARE (12.9%)
   510,000  Coventry Corp.                        6,726  (2)
   941,000  Healthsource Inc.                    14,115  (2)
   155,000  Nellcor Puritan Bennett               3,991  (2)
   130,000  PacifiCare Health Systems
             Class B                             10,465  (2)
   110,000  R.P. Scherer                          5,294  (2)
   211,000  Teva Pharmaceutical ADR               7,688
   320,000  United Healthcare                    12,360
   100,000  Warner-Lambert                        5,950
   225,000  Watson Pharmaceuticals                6,525  (2)
                                            -------------
                                                 73,114
                                            -------------
ENTERTAINMENT (8.9%)
   490,000  GTECH Holdings                       13,598  (2)
   760,000  Harrah's Entertainment               14,440  (2)
   750,000  Players International                 4,875  (2)
   225,000  Promus Hotel                          6,778  (2)
   545,000  Showboat, Inc.                       10,832
                                            -------------
                                                 50,523
                                            -------------
</TABLE>
 
                                                                              55
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                 August 31, 1996
 
- --------------------------------------------------------------------------------
 
          Manhattan Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  -------------
<C>         <S>                             <C>
FINANCIAL SERVICES (16.4%)
   220,000  Bear Stearns                    $     5,143
   430,000  Capital One Financial                12,954
   200,000  CITICORP                             16,650
   185,000  Finova Group                         10,175
   295,000  First USA                            15,635
   320,000  MBNA Corp.                            9,720
   215,000  Morgan Stanley Group                 10,266
    51,000  Wells Fargo                          12,686
                                            -------------
                                                 93,229
                                            -------------
 
INSURANCE (8.2%)
   200,000  ACE Ltd.                              9,325
   365,000  Highlands Insurance                   6,935  (2)
    85,000  Loews Corp.                           6,354
   324,000  PennCorp Financial Group              9,882
   143,000  Sphere Drake Holdings                 1,341
    48,500  Transatlantic Holdings                3,365
   220,000  Travelers Group                       9,542
                                            -------------
                                                 46,744
                                            -------------
 
REAL ESTATE (0.1%)
    25,000  JDN Realty                              584
                                            -------------
 
RESTAURANTS (8.4%)
    55,000  Buffets Inc.                            756  (2)
   410,000  Cheesecake Factory                    9,635  (2)
   425,000  CKE Restaurants                      11,794
   470,000  HomeTown Buffet                       7,285  (2)
   416,000  IHOP Corp.                           10,296  (2)
   335,000  Sonic Corp.                           7,872  (2)
                                            -------------
                                                 47,638
                                            -------------
 
SPECIALTY RETAIL (7.0%)
 1,020,000  General Nutrition                    15,045  (2)
   450,000  Office Depot                          7,144  (2)
<CAPTION>
                                               Market
                                              Value(1)
  Number                                       (000's
of Shares                                     omitted)
- ----------                                  -------------
<C>         <S>                             <C>
   500,000  Staples Inc.                      $   9,875(2)
   300,000  Viking Office Products                7,762(2)
                                            -------------
                                                 39,826
                                            -------------
TECHNOLOGY (14.8%)
   130,000  Informix Corp.                        2,925  (2)
   175,000  Intel Corp.                          13,967
   550,000  KLA Instruments                      10,863  (2)
   295,000  Micron Technology                     6,711
   155,000  Motorola, Inc.                        8,273
   245,000  Nokia Corp. ADR                      10,351
    55,000  SAP AG (Ordinary Shares)              9,163
   205,000  Seagate Technology                    9,840  (2)
   230,000  Texas Instruments                    10,753
   100,000  Xeikon N.V. ADR                       1,125  (2)
                                            -------------
                                                 83,971
                                            -------------
TRANSPORTATION (1.0%)
   250,000  RailTex Inc.                          5,500  (2)
                                            -------------
            TOTAL COMMON STOCKS (COST
             $486,409)                          569,042
                                            -------------
<CAPTION>
Principal
  Amount
- ----------
<C>         <S>                             <C>
U.S. TREASURY SECURITIES (1.9%)
$11,010,000 U.S. Treasury Bills, 4.97% &
             4.94%, due 9/19/96 & 10/10/96
             (COST $10,980)                      10,983
                                            -------------
            TOTAL INVESTMENTS (102.2%)
             (COST $497,389)                    580,025(4)
            Liabilities, less cash,
             receivables and other assets
             [(2.2%)]                           (12,599)
                                            -------------
            TOTAL NET ASSETS (100.0%)         $ 567,426
                                            -------------
</TABLE>
 
56
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman                                                 August 31, 1996
 
- --------------------------------------------------------------------------------
          Partners Portfolio
 
<TABLE>
<CAPTION>
                   TOP TEN EQUITY HOLDINGS
      --------------------------------------------------
     HOLDING                                   PERCENTAGE
<C>  <S>                                       <C>
 1.  Wells Fargo                                     2.4%
 2.  Price/Costco                                    2.3%
 3.  Columbia/HCA Healthcare                         2.3%
 4.  Travelers Group                                 2.1%
 5.  W.R. Grace                                      2.1%
 6.  Knight-Ridder                                   2.1%
 7.  Progressive Corp.                               2.1%
 8.  Revco D.S.                                      2.0%
 9.  Warner-Lambert                                  2.0%
10.  Comcast Corp. Class A Special                   2.0%
</TABLE>
<TABLE>
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
COMMON STOCKS (89.8%)
AEROSPACE (2.7%)
    559,400  Litton Industries               $    26,082
    322,400  Lockheed Martin                      27,122
                                             ------------
                                                  53,204
                                             ------------
BANKING & FINANCIAL SERVICES (9.0%)
    630,300  American Express                     27,576
    782,100  Capital One Financial                23,561
    459,100  CITICORP                             38,220
  1,403,400  Countrywide Credit Industries        33,857
    410,100  H & R Block                          10,252
    190,566  Wells Fargo                          47,403
                                             ------------
                                                 180,869
                                             ------------
BUILDING, CONSTRUCTION & REFURNISHING (1.9%)
  1,300,000  USG Corp.                            37,050 (2)
                                             ------------
BUSINESS SERVICES (0.9%)
    300,000  Dun & Bradstreet                     17,288
                                             ------------
 
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
CHEMICALS (3.4%)
    300,000  duPont                          $    24,637
     11,000  Eastman Chemical                        615
    648,500  W.R. Grace                           42,558
                                             ------------
                                                  67,810
                                             ------------
COMMUNICATIONS (0.9%)
    500,000  Vodafone Group ADR                   18,938
                                             ------------
CONSUMER GOODS & SERVICES (1.3%)
    610,000  Tupperware Corp.                     26,687
                                             ------------
DIVERSIFIED (1.9%)
    210,000  Anheuser Busch                       15,907
     60,000  Mannesmann AG ADR                    21,681
                                             ------------
                                                  37,588
                                             ------------
ELECTRONICS (2.1%)
    900,000  KLA Instruments                      17,775 (2)
    500,000  Loral Space & Communications          7,000
    450,300  Sundstrand Corp.                     16,830
                                             ------------
                                                  41,605
                                             ------------
ENTERTAINMENT (4.0%)
  1,000,000  Mirage Resorts                       23,250 (2)
    760,300  Royal Caribbean Cruises              20,053
  1,071,700  Time Warner                          35,768
                                             ------------
                                                  79,071
                                             ------------
FOOD & DRUG STORES (2.1%)
  1,590,500  Revco D.S.                           40,955 (2)
                                             ------------
FOOD & TOBACCO (2.5%)
  1,200,000  IBP, Inc.                            28,050
    800,000  RJR Nabisco Holdings                 21,100
                                             ------------
                                                  49,150
                                             ------------
</TABLE>
 
                                                                              57
<PAGE>
SCHEDULE OF INVESTMENTS
Neuberger&Berman
 
- --------------------------------------------------------------------------------
 
          Partners Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
HEALTH CARE (4.0%)
    550,000  Ciba-Geigy ADR                  $    34,513
    799,900  Columbia/HCA Healthcare              45,094
                                             ------------
                                                  79,607
                                             ------------
INDUSTRIAL GOODS & SERVICES (6.4%)
    702,500  AK Steel Holding                     26,168
    600,000  Crown Cork & Seal                    28,050
    357,400  Goodyear Tire & Rubber               16,306
  1,455,000  Owens-Illinois                       22,371 (2)
    326,300  Varity Corp.                         16,396 (2)
    450,000  XTRA Corp.                           19,519
                                             ------------
                                                 128,810
                                             ------------
INSURANCE (12.1%)
    722,400  Allstate Corp.                       32,237
  1,142,500  Equitable Cos.                       28,134
  1,164,200  EXEL Ltd.                            39,001
    325,000  MBIA, Inc.                           26,487
    641,775  Orion Capital                        32,249
    770,000  Progressive Corp.                    41,869
    988,200  Travelers Group                      42,863
                                             ------------
                                                 242,840
                                             ------------
MEDIA (4.9%)
  8,671,205  Australis Media (Ordinary
              Shares)                              1,235 (2)
  2,500,000  Comcast Corp. Class A Special        40,312
  1,245,000  Knight-Ridder                        42,019
    450,000  Viacom Inc. Class B                  14,175 (2)
                                             ------------
                                                  97,741
                                             ------------
MINING (1.4%)
    798,200  Freeport-McMoRan                     27,438
                                             ------------
OIL & GAS (4.2%)
  2,400,000  Gulf Canada Resources                14,400
    467,600  Noble Affiliates                     18,763
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
    269,800  Schlumberger, Ltd.               $   22,764
    800,950  Tejas Gas                            27,833(2)
                                             ------------
                                                  83,760
                                             ------------
PAPER & FOREST PRODUCTS (1.7%)
  1,475,000  Fort Howard                          34,847 (2)
                                             ------------
PHARMACEUTICAL (2.0%)
    680,000  Warner-Lambert                       40,460
                                             ------------
PUBLISHING & BROADCASTING (0.5%)
    961,000  Hollinger International              10,451
                                             ------------
RAILROADS (1.6%)
    427,100  Union Pacific                        31,125
                                             ------------
REAL ESTATE (6.0%)
    400,000  Beacon Properties                    10,900
    350,700  CBL & Associates Properties           8,066
    575,000  Del Webb                             10,350
    742,300  Hospitality Properties Trust         19,857
  2,555,100  Host Marriott                        35,133 (2)
    316,700  Irvine Apartment Communities          7,126
    377,000  Macerich Co.                          8,105
    367,300  Starwood Lodging Trust               13,957
    155,000  Vornado Realty Trust                  6,452
                                             ------------
                                                 119,946
                                             ------------
RETAILING (1.8%)
    475,000  Harcourt General                     22,741
    300,000  Melville Corp.                       12,675
                                             ------------
                                                  35,416
                                             ------------
RETAILING & APPAREL (3.4%)
    555,200  Nordstrom, Inc.                      21,653
  2,350,000  Price/Costco                         46,706 (2)
                                             ------------
                                                  68,359
                                             ------------
SPECIALTY CHEMICAL (0.3%)
    180,000  Millipore Corp.                       6,885
                                             ------------
</TABLE>
 
58
<PAGE>
                                                                 August 31, 1996
- --------------------------------------------------------------------------------
 
          Partners Portfolio (Cont'd)
<TABLE>
<CAPTION>
                                                Market
                                               Value(1)
  Number                                        (000's
 of Shares                                     omitted)
- -----------                                  ------------
<C>          <S>                             <C>
TECHNOLOGY (6.8%)
    400,000  Applied Materials               $     9,700 (2)
    474,700  Autodesk, Inc.                       10,918
  1,200,000  Komag, Inc.                          25,500 (2)
    500,000  Seagate Technology                   24,000 (2)
    600,000  Texas Instruments                    28,050
    702,500  Xerox Corp.                          38,550
                                             ------------
                                                 136,718
                                             ------------
 
             TOTAL COMMON STOCKS (COST
              $1,563,649)                      1,794,618
                                             ------------
 
PREFERRED STOCKS (0.6%)
  2,277,000  RJR Nabisco, Ser. C, Dep.
              Shares  (COST $15,318)              12,239
                                             ------------
<CAPTION>
 
                                                Market
                                               Value(1)
 Principal                                      (000's
  Amount                                       omitted)
- -----------                                  ------------
<C>          <S>                             <C>
U.S. TREASURY SECURITIES (8.4%)
$169,230,000 U.S. Treasury Bills, 4.925% -
              5.26%, due 9/19/96 - 12/12/96
              (COST $167,943)                 $  168,009
                                             ------------
SHORT-TERM CORPORATE NOTES (1.5%)
 30,000,000  General Electric Capital
              Corp., 5.233%, due 9/9/96
              (COST $30,000)                      30,000 (3)
                                             ------------
             TOTAL INVESTMENTS (100.3%)
              (COST $1,776,910)                2,004,866 (4)
             Liabilities, less cash,
              receivables and other assets
              [(0.3%)]                            (5,263 )
                                             ------------
             TOTAL NET ASSETS (100.0%)       $ 1,999,603
                                             ------------
</TABLE>
 
                                                                              59
<PAGE>
NOTES TO SCHEDULE OF INVESTMENTS
                                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Equity Managers Trust
1)Investment  securities of each Portfolio are valued at the latest sales price;
  securities for  which no  sales  were reported,  unless otherwise  noted,  are
  valued  at the mean between  the closing bid and  asked prices. The Portfolios
  value all other securities  by a method that  the trustees of Equity  Managers
  Trust  believe  accurately reflects  fair value.  Foreign security  prices are
  furnished by  independent  quotation  services  expressed  in  local  currency
  values.  Foreign securities are  translated from the  local currency into U.S.
  dollars using current  exchange rates.  Short-term debt  securities with  less
  than  60 days  until maturity at  the time of  purchase may be  valued at cost
  which, when combined with interest earned, approximates market value.
2)Non-income producing security.
3)At cost, which approximates market value.
4)At August 31,  1996, selected Portfolio  information on a  Federal income  tax
  basis was as follows:
 
<TABLE>
<CAPTION>
                                                 GROSS          GROSS
                                              UNREALIZED      UNREALIZED   NET UNREALIZED
NEUBERGER&BERMAN                COST         APPRECIATION    DEPRECIATION   APPRECIATION
                           ---------------  ---------------  ------------  ---------------
<S>                        <C>              <C>              <C>           <C>
FOCUS PORTFOLIO            $   838,896,000  $  306,179,000   $20,483,000   $  285,696,000
GENESIS PORTFOLIO              199,260,000      65,714,000     4,556,000       61,158,000
GUARDIAN PORTFOLIO           5,253,794,000   1,160,256,000   136,551,000    1,023,705,000
MANHATTAN PORTFOLIO            497,446,000     113,133,000    30,554,000       82,579,000
PARTNERS PORTFOLIO           1,781,852,000     268,475,000    45,461,000      223,014,000
</TABLE>
 
5)Affiliated Issuer (see Note E of Notes to Financial Statements).
6)Security  exempt  from registration  under the  Securities  Act of  1933. This
  security may be resold in  transactions exempt from registration, normally  to
  qualified  institutional  buyers under  Rule 144A.  At  August 31,  1996, this
  security amounted to  $15,843,000 or  .2% of net  assets for  Neuberger&Berman
  Guardian Portfolio.
 
SEE NOTES TO FINANCIAL STATEMENTS
 
60
<PAGE>
                  (This page has been left blank intentionally.)
 
                                                                              61
<PAGE>
STATEMENTS OF ASSETS AND LIABILITIES
- ----------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                                        FOCUS           GENESIS
(000'S OMITTED)                                       PORTFOLIO        PORTFOLIO
                                                    -------------------------------
<S>                                                 <C>              <C>
ASSETS
      Investments in securities, at market value*
        (Notes A & E) -- see Schedule of
        Investments:
          Unaffiliated issuers                      $   1,124,592    $     260,418
          Non-controlled affiliated issuers                    --               --
                                                    -------------------------------
                                                        1,124,592          260,418
      Cash                                                     95               50
      Deferred organization costs (Note A)                     17                4
      Dividends and interest receivable                       982              112
      Prepaid expenses and other assets                        35                9
      Receivable for securities sold                        1,077              792
                                                    -------------------------------
                                                        1,126,798          261,385
                                                    -------------------------------
LIABILITIES
      Payable for collateral on securities loaned
        (Note A)                                               --               --
      Payable for securities purchased                      3,863            1,319
      Payable to investment manager (Note B)                  479              156
      Accrued expenses                                         85               46
                                                    -------------------------------
                                                            4,427            1,521
                                                    -------------------------------
NET ASSETS Applicable to Investors' Beneficial
  Interests                                         $   1,122,371    $     259,864
                                                    -------------------------------
 
NET ASSETS consist of:
      Paid-in capital                               $     836,281    $     198,643
      Net unrealized appreciation in value of
        investment securities                             286,090           61,221
                                                    -------------------------------
NET ASSETS                                          $   1,122,371    $     259,864
                                                    -------------------------------
*Cost of investments:
Unaffiliated issuers                                $     838,502    $     199,197
Non-controlled affiliated issuers                              --               --
                                                    -------------------------------
      Total cost of investments                     $     838,502    $     199,197
                                                    -------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
62
<PAGE>
                                                                 August 31, 1996
- ----------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                                       GUARDIAN        MANHATTAN         PARTNERS
                                                      PORTFOLIO        PORTFOLIO        PORTFOLIO
                                                    ------------------------------------------------
<S>                                                 <C>              <C>              <C>
ASSETS
    Investments in securities, at market value*
      (Notes A & E) -- see Schedule of
      Investments:
          Unaffiliated issuers                      $   5,874,140    $     580,025    $   2,004,866
          Non-controlled affiliated issuers               403,359               --               --
                                                    ------------------------------------------------
                                                        6,277,499          580,025        2,004,866
      Cash                                                     69               --               49
      Deferred organization costs (Note A)                     49               19               34
      Dividends and interest receivable                     6,667              133            1,710
      Prepaid expenses and other assets                       180               22               73
      Receivable for securities sold                        4,294               --            3,761
                                                    ------------------------------------------------
                                                        6,288,758          580,199        2,010,493
                                                    ------------------------------------------------
LIABILITIES
      Payable for collateral on securities loaned
        (Note A)                                           35,520           10,790               --
      Payable for securities purchased                     18,006            1,618            9,975
      Payable to investment manager (Note B)                2,326              259              802
      Accrued expenses                                        364              106              113
                                                    ------------------------------------------------
                                                           56,216           12,773           10,890
                                                    ------------------------------------------------
NET ASSETS Applicable to Investors' Beneficial
  Interests                                         $   6,232,542    $     567,426    $   1,999,603
                                                    ------------------------------------------------
 
NET ASSETS consist of:
      Paid-in capital                               $   5,207,522    $     484,790    $   1,771,647
      Net unrealized appreciation in value of
        investment securities                           1,025,020           82,636          227,956
                                                    ------------------------------------------------
NET ASSETS                                          $   6,232,542    $     567,426    $   1,999,603
                                                    ------------------------------------------------
*Cost of investments:
Unaffiliated issuers                                $   4,820,642    $     497,389    $   1,776,910
Non-controlled affiliated issuers                         431,837               --               --
                                                    ------------------------------------------------
      Total cost of investments                     $   5,252,479    $     497,389    $   1,776,910
                                                    ------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
                                                                              63
<PAGE>
STATEMENTS OF OPERATIONS
- ----------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                                       FOCUS         GENESIS
(000'S OMITTED)                                      PORTFOLIO      PORTFOLIO
                                                    ---------------------------
<S>                                                 <C>            <C>
INVESTMENT INCOME
    Income:
      Dividend income -- unaffiliated issuers       $    15,806    $     1,711
      Dividend income -- non-controlled affiliated
        issuers                                              --             --
      Interest income                                     1,599            263
      Foreign taxes withheld (Note A)                      (101)            --
                                                    ---------------------------
        Total income                                     17,304          1,974
                                                    ---------------------------
    Expenses:
      Investment management fee (Note B)                  5,565          1,506
      Accounting fees                                        10             10
      Amortization of deferred organization and
        initial offering expenses (Note A)                    8              2
      Auditing fees                                          41             22
      Custodian fees (Note B)                               229             94
      Insurance expense                                      24              4
      Legal fees                                             15             15
      Trustees' fees and expenses                            20              7
      Miscellaneous                                           2             20
                                                    ---------------------------
        Total expenses                                    5,914          1,680
      Fee waived by the investment manager (Note
        B)                                                   --           (177)
                                                    ---------------------------
        Total net expenses                                5,914          1,503
                                                    ---------------------------
        Net investment income                            11,390            471
                                                    ---------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
    Net realized gain on investment securities
      sold in
      unaffiliated issuers                               51,999          5,660
    Net realized loss on investment securities
      sold in
      non-controlled affiliated issuers                      --             --
    Net realized loss on option contracts written
      (Note A)                                             (298)            --
    Change in net unrealized appreciation of
      investment securities and option contracts
      written                                           (21,728)        27,635
                                                    ---------------------------
        Net gain (loss) on investments                   29,973         33,295
                                                    ---------------------------
        Net increase (decrease) in net assets
          resulting from operations                 $    41,363    $    33,766
                                                    ---------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
64
<PAGE>
                                              For the Year Ended August 31, 1996
- ----------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                                      GUARDIAN        MANHATTAN         PARTNERS
                                                     PORTFOLIO        PORTFOLIO         PORTFOLIO
                                                    -----------------------------------------------
<S>                                                 <C>            <C>                <C>
INVESTMENT INCOME
    Income:
      Dividend income -- unaffiliated issuers       $    82,054      $       4,391    $     29,261
      Dividend income -- non-controlled affiliated
        issuers                                           2,834                 --              --
      Interest income                                    40,556                246           3,659
      Foreign taxes withheld (Note A)                    (1,170)              (103)           (150)
                                                    -----------------------------------------------
        Total income                                    124,274              4,534          32,770
                                                    -----------------------------------------------
    Expenses:
      Investment management fee (Note B)                 25,172              3,402           8,868
      Accounting fees                                        10                 10              10
      Amortization of deferred organization and
        initial offering expenses (Note A)                   26                  9              18
      Auditing fees                                          50                 40              43
      Custodian fees (Note B)                               872                197             349
      Insurance expense                                     113                 17              43
      Legal fees                                             14                 15              14
      Trustees' fees and expenses                            75                 13              28
      Miscellaneous                                           8                  2               3
                                                    -----------------------------------------------
        Total expenses                                   26,340              3,705           9,376
      Fee waived by the investment manager (Note
        B)                                                   --                 --              --
                                                    -----------------------------------------------
        Total net expenses                               26,340              3,705           9,376
                                                    -----------------------------------------------
        Net investment income                            97,934                829          23,394
                                                    -----------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
    Net realized gain on investment securities
      sold in
      unaffiliated issuers                              322,951             63,165         240,765
    Net realized loss on investment securities
      sold in
      non-controlled affiliated issuers                  (8,835)            (3,656)             --
    Net realized loss on option contracts written
      (Note A)                                           (6,706)                --              --
    Change in net unrealized appreciation of
      investment securities and option contracts
      written                                          (111,192)           (74,167)        (30,217)
                                                    -----------------------------------------------
        Net gain (loss) on investments                  196,218            (14,658)        210,548
                                                    -----------------------------------------------
        Net increase (decrease) in net assets
          resulting from operations                 $   294,152      $     (13,829)   $    233,942
                                                    -----------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
                                                                              65
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS
- ----------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                                      FOCUS                          GENESIS
                                                    PORTFOLIO                       PORTFOLIO
                                                      Year                            Year
                                                      Ended                           Ended
                                                   August 31,                      August 31,
(000'S OMITTED)                               1996            1995            1996            1995
                                          -------------------------------------------------------------
<S>                                       <C>             <C>             <C>             <C>
INCREASE (DECREASE) IN NET ASSETS:
 
FROM OPERATIONS:
    Net investment income                 $      11,390   $       7,496   $         471   $         335
    Net realized gain on investments
      sold                                       51,701          50,732           5,660           6,666
    Change in net unrealized
      appreciation of investments               (21,728)        139,750          27,635          17,448
                                          -------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations           41,363         197,978          33,766          24,449
                                          -------------------------------------------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL
  INTERESTS:
    Additions                                   231,514         157,842         110,968          34,636
    Reductions                                 (119,679)        (31,658)        (27,030)        (55,494)
                                          -------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from transactions
      in investors' beneficial interests        111,835         126,184          83,938         (20,858)
                                          -------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS           153,198         324,162         117,704           3,591
NET ASSETS:
    Beginning of year                           969,173         645,011         142,160         138,569
                                          -------------------------------------------------------------
    End of year                           $   1,122,371   $     969,173   $     259,864   $     142,160
                                          -------------------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
66
<PAGE>
- ----------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                                  GUARDIAN                    MANHATTAN                   PARTNERS
                                                  PORTFOLIO                   PORTFOLIO                   PORTFOLIO
                                                    Year                        Year                        Year
                                                    Ended                       Ended                       Ended
                                                 August 31,                  August 31,                  August 31,
                                             1996          1995          1996          1995          1996          1995
                                          ---------------------------------------------------------------------------------
<S>                                       <C>           <C>           <C>           <C>           <C>           <C>
INCREASE (DECREASE) IN NET ASSETS:
 
FROM OPERATIONS:
    Net investment income                 $    97,934   $    53,790   $       829   $     2,206   $    23,394   $    15,524
    Net realized gain on investments
      sold                                    307,410       124,394        59,509        44,742       240,765       165,254
    Change in net unrealized
      appreciation of investments            (111,192)      627,968       (74,167)       85,917       (30,217)      109,257
                                          ---------------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from operations        294,152       806,152       (13,829)      132,865       233,942       290,035
                                          ---------------------------------------------------------------------------------
TRANSACTIONS IN INVESTORS' BENEFICIAL
  INTERESTS:
    Additions                               1,540,028     1,413,464        70,833        75,821       309,196       100,895
    Reductions                               (214,834)      (86,756)     (134,984)      (85,015)     (167,061)     (107,688)
                                          ---------------------------------------------------------------------------------
    Net increase (decrease) in net
      assets resulting from transactions
      in investors' beneficial interests    1,325,194     1,326,708       (64,151)       (9,194)      142,135        (6,793)
                                          ---------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN NET ASSETS       1,619,346     2,132,860       (77,980)      123,671       376,077       283,242
NET ASSETS:
    Beginning of year                       4,613,196     2,480,336       645,406       521,735     1,623,526     1,340,284
                                          ---------------------------------------------------------------------------------
    End of year                           $ 6,232,542   $ 4,613,196   $   567,426   $   645,406   $ 1,999,603   $ 1,623,526
                                          ---------------------------------------------------------------------------------
</TABLE>
 
SEE NOTES TO FINANCIAL STATEMENTS
 
                                                                              67
<PAGE>
NOTES TO FINANCIAL STATEMENTS
                                                                 August 31, 1996
 
- ----------------------------------------------------------------------
 
          Equity Managers Trust
 
NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
1) GENERAL:  Neuberger&Berman  Focus  Portfolio  ("Focus,"  formerly  Neuberger&
   Berman  Selected  Sectors  Portfolio),  Neuberger&Berman  Genesis   Portfolio
   ("Genesis"),  Neuberger&Berman  Guardian  Portfolio  ("Guardian"), Neuberger&
   Berman  Manhattan  Portfolio  ("Manhattan"),  and  Neuberger&Berman  Partners
   Portfolio   ("Partners"),  (collectively,  the   "Portfolios")  are  separate
   operating series  of Equity  Managers Trust  ("Managers Trust"),  a New  York
   common  law  trust  organized  as  of December  1,  1992.  Managers  Trust is
   registered as a diversified, open-end management investment company under the
   Investment Company Act of 1940, as amended (the "1940 Act"). The trustees  of
   Managers   Trust  changed  the  name  of  Neuberger&Berman  Selected  Sectors
   Portfolio to Neuberger&  Berman Focus Portfolio,  effective January 1,  1995.
   Other regulated investment companies sponsored by Neuberger&Berman Management
   Incorporated  ("Management"),  whose financial  statements are  not presented
   herein, also invest in Managers Trust.
      The assets of each series belong only to that series, and the  liabilities
   of each series are borne solely by that series and no other.
2) PORTFOLIO  VALUATION: Investment  securities are  valued as  indicated in the
   notes following the Portfolios' Schedule of Investments.
3) FOREIGN CURRENCY TRANSLATION:  The accounting records  of the Portfolios  are
   maintained in U.S. dollars. Foreign currency amounts are translated into U.S.
   dollars  at the current  rate of exchange  of such currency  against the U.S.
   dollar to determine the value  of investments, other assets and  liabilities.
   Purchase  and  sale  prices  of  securities,  and  income  and  expenses  are
   translated into  U.S. dollars  at  the prevailing  rate  of exchange  on  the
   respective dates of such transactions.
4) SECURITIES  TRANSACTIONS AND  INVESTMENT INCOME:  Securities transactions are
   recorded  on  a  trade  date  basis.  Dividend  income  is  recorded  on  the
   ex-dividend  date or, for certain foreign dividends, as soon as the Portfolio
   becomes aware of  the dividends.  Interest income,  including original  issue
   discount,   where  applicable,  and  accretion   of  discount  on  short-term
   investments, is recorded on the accrual basis. Realized gains and losses from
   securities transactions are recorded on the basis of identified cost.
5) FEDERAL  INCOME   TAXES:  Managers   Trust  intends   to  comply   with   the
requirements of the Internal Revenue Code of 1986, as amended. Each Portfolio of
   Managers  Trust also intends  to conduct its  operations so that  each of its
   investors
 
68
<PAGE>
   will be able  to qualify as  a regulated investment  company. Each  Portfolio
   will  be treated as a partnership for U.S. Federal income tax purposes and is
   therefore not subject to U.S. Federal income tax.
6) FOREIGN TAXES: Foreign taxes withheld  represent amounts withheld by  foreign
   tax authorities, net of refunds recoverable.
7) ORGANIZATION  EXPENSES:  Expenses incurred  by  each Portfolio  in connection
   with  its  organization  are   being  amortized  by   each  Portfolio  on   a
   straight-line  basis  over  a  five-year  period.  At  August  31,  1996, the
   unamortized balance of  such expenses amounted  to $16,728, $3,687,  $49,070,
   $18,675,  and $34,014, for Focus, Genesis, Guardian, Manhattan, and Partners,
   respectively.
8) EXPENSE ALLOCATION:  Each  Portfolio  bears  all  costs  of  its  operations.
   Expenses  incurred  by  Managers  Trust  with  respect  to  any  two  or more
   Portfolios are allocated in proportion to the net assets of such  Portfolios,
   except  where a more appropriate allocation of expenses to each Portfolio can
   otherwise be made fairly. Expenses  directly attributable to a Portfolio  are
   charged to that Portfolio.
9) CALL OPTIONS: Premiums received by each Portfolio upon writing a covered call
   option are recorded in the liability section of each Portfolio's Statement of
   Assets  and Liabilities and  are subsequently adjusted  to the current market
   value. When  an option  expires, is  exercised or  is closed,  the  Portfolio
   realizes  a gain or loss  and the liability is  eliminated. A Portfolio bears
   the risk  of a  decline  in the  price of  the  security during  the  period,
   although  any potential loss during the period would be reduced by the amount
   of the option premium received. In general, written call options may serve as
   a partial hedge against  decreases in value in  the underlying securities  to
   the  extent  of the  premium  received. All  securities  covering outstanding
   options are held in escrow by the custodian bank.
 
   Summary of Option Transactions for the Year Ended August 31, 1996:
 
<TABLE>
<CAPTION>
                                                       VALUE
                                                       WHEN
FOCUS                                 NUMBER          WRITTEN
- ---------------------------------------------------------------
<S>                                  <C>            <C>
CONTRACTS OUTSTANDING 8/31/95             850       $   737,316
CONTRACTS WRITTEN                       3,800         1,705,364
CONTRACTS EXPIRED                      (2,300)         (281,841)
CONTRACTS EXERCISED                      (500)         (154,745)
CONTRACTS CLOSED                       (1,850)       (2,006,094)
                                     --------------------------
CONTRACTS OUTSTANDING 8/31/96               0       $         0
                                     --------------------------
</TABLE>
 
                                                                              69
<PAGE>
 
<TABLE>
<CAPTION>
                                                         VALUE
GUARDIAN                               NUMBER         WHEN WRITTEN
- ------------------------------------------------------------------
<S>                                  <C>              <C>
CONTRACTS OUTSTANDING 8/31/95             8,650       $  7,625,995
CONTRACTS WRITTEN                        16,150          9,878,556
CONTRACTS EXPIRED                             0                  0
CONTRACTS EXERCISED                      (7,650)        (2,570,511)
CONTRACTS CLOSED                        (17,150)       (14,934,040)
                                     -----------------------------
CONTRACTS OUTSTANDING 8/31/96                 0       $          0
                                     -----------------------------
</TABLE>
 
10)SECURITY LENDING: Portfolio  securities loans  involve certain  risks in  the
   event  a borrower should  fail financially, including  delays or inability to
   recover  the  lent  securities  or  foreclose  against  the  collateral.  The
   investment  manager,  under  the  supervision  of  Manager  Trust's  Board of
   Trustees, monitors the creditworthiness of the parties to whom the Portfolios
   make security loans. The Portfolios will not lend securities on which covered
   call options  have been  written, or  lend securities  on terms  which  would
   prevent  each of  their investors from  qualifying as  a regulated investment
   company. Portfolio securities loans to Neuberger& Berman, L.P. ("Neuberger"),
   the Portfolios' principal broker,  are made in  accordance with an  exemptive
   order  issued by the  Securities and Exchange Commission  under the 1940 Act.
   The Portfolios receive cash as collateral against the lent securities,  which
   must  be maintained  at not less  than 100% of  the market value  of the lent
   securities during  the period  of  the loan.  The Portfolios  receive  income
   earned  on the lent securities and a portion of the income earned on the cash
   collateral.  During  the  year  ended  August  31,  1996,  Focus,   Guardian,
   Manhattan,  and Partners  lent securities to  Neuberger. At  August 31, 1996,
   cash collateral received by Guardian and Manhattan was equal to or in  excess
   of 100% of the market value of the loaned securities.
11)REPURCHASE  AGREEMENTS: Each  Portfolio may enter  into repurchase agreements
   with institutions that each Portfolio's investment manager has determined are
   creditworthy. Each  repurchase agreement  is recorded  at cost.  A  Portfolio
   requires  that  the  securities  purchased  in  a  repurchase  transaction be
   transferred to the custodian in a manner sufficient to enable a Portfolio  to
   obtain  those  securities in  the  event of  a  default under  the repurchase
   agreement. A  Portfolio  monitors,  on  a  daily  basis,  the  value  of  the
   securities   transferred  to  ensure  that  their  value,  including  accrued
   interest, is  greater  than amounts  owed  to  a Portfolio  under  each  such
   repurchase agreement.
 
NOTE B -- MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES:
   Each   Portfolio  retains  Management  as  its  investment  manager  under  a
Management Agreement. For  such investment management  services, each  Portfolio
(except  Genesis) pays Management a fee at the annual rate of 0.55% of the first
$250 million of that  Portfolio's average daily net  assets, 0.525% of the  next
$250 million, 0.50% of the
 
70
<PAGE>
next  $250 million,  0.475% of  the next  $250 million,  0.45% of  the next $500
million, and  0.425% of  average daily  net assets  in excess  of $1.5  billion.
Genesis  has  contracted  to  pay Management  a  fee  for  investment management
services at  the  annual  rate of  0.85%  of  the first  $250  million  of  that
Portfolio's  average daily net assets, 0.80% of  the next $250 million, 0.75% of
the next $250  million, 0.70% of  the next  $250 million, and  0.65% of  average
daily  net assets in excess of $1  billion. Management has voluntarily agreed to
waive a portion of the management  fee borne directly by Genesis and  indirectly
by Neuberger&Berman Genesis Trust to reduce the annual fee by 0.10% per annum of
average daily net assets of Genesis, effective May 1, 1995.
   All  of the capital stock of Management  is owned by individuals who are also
general partners of Neuberger, a member firm of The New York Stock Exchange  and
sub-adviser to each Portfolio. Neuberger is retained by Management to furnish it
with  investment recommendations and  research information without  cost to each
Portfolio. Several  individuals who  are officers  and/or trustees  of  Managers
Trust  are  also  partners  of Neuberger  and/or  officers  and/or  directors of
Management.
   Each Portfolio  has an  expense  offset arrangement  in connection  with  its
custodian  contract. The impact of this  arrangement, reflected in the Statement
of Operations, is less than .01% of each Portfolio's average daily net assets.
 
NOTE C -- SECURITIES TRANSACTIONS:
   During the  year  ended  August  31,  1996,  there  were  purchase  and  sale
transactions  (excluding short-term securities and  option contracts written) as
follows:
 
<TABLE>
<CAPTION>
                                        PURCHASES          SALES
- ---------------------------------------------------------------------
<S>                                  <C>              <C>
FOCUS                                $   527,099,223  $   416,382,149
GENESIS                                  111,738,992       35,561,645
GUARDIAN                               3,665,028,039    1,883,081,464
MANHATTAN                                336,006,035      397,529,041
PARTNERS                               1,715,861,680    1,705,874,758
</TABLE>
 
   During the year ended  August 31, 1996, there  were brokerage commissions  on
securities paid to Neuberger and other brokers as follows:
 
<TABLE>
<CAPTION>
                                        NEUBERGER      OTHER BROKERS        TOTAL
- --------------------------------------------------------------------------------------
<S>                                  <C>              <C>              <C>
FOCUS                                $      583,212   $       582,639  $     1,165,851
GENESIS                                      95,999           110,151          206,150
GUARDIAN                                  3,542,127         3,344,463        6,886,590
MANHATTAN                                   543,020           397,304          940,324
PARTNERS                                  2,741,666         1,956,188        4,697,854
</TABLE>
 
                                                                              71
<PAGE>
   In  addition, Neuberger's share  of the total interest  income earned for the
year ended August 31, 1996, from  the collateralization of securities loaned  to
or  through  Neuberger was  $330,001,  $2,129,341, $186,163,  and  $118,041, for
Focus, Guardian, Manhattan, and Partners, respectively.
 
NOTE D -- LINE OF CREDIT:
   Genesis had an unsecured $10,000,000 bank line of credit with Morgan Guaranty
Trust Company of New York  ("Morgan"), which expired on  August 31, 1996, to  be
used  only  as  a temporary  measure  for extraordinary  or  emergency purposes.
Borrowings under this agreement would have borne interest at a rate based on the
Morgan Bid Rate Program. For this line of credit, Genesis was assessed an annual
facility fee of .2%  of the available line  of credit. No compensating  balances
were  required. There were no loans outstanding  pursuant to this line of credit
at August 31,  1996, nor  did Genesis  utilize the  line of  credit at  anytime.
Beginning  August 31, 1996, Genesis established  a $20,000,000 unsecured line of
credit with  State Street  Bank and  Trust  Company for  the same  purpose.  Any
borrowings  under this  agreement will  bear interest  at the  overnight Federal
Funds Rate plus .75% per annum. For  this line of credit, Genesis is assessed  a
facility fee of .1% per annum.
 
NOTE E -- INVESTMENTS IN NON-CONTROLLED AFFILIATES*:
<TABLE>
<CAPTION>
GUARDIAN
                       BALANCE OF      GROSS                     BALANCE OF
                      SHARES HELD    PURCHASES    GROSS SALES   SHARES HELD
                       AUGUST 31,       AND           AND        AUGUST 31,   VALUE AUGUST
NAME OF ISSUER:           1995       ADDITIONS     REDUCTIONS       1996        31, 1996
- ------------------------------------------------------------------------------------------
<S>                   <C>           <C>           <C>           <C>           <C>
Coltec Industries       2,765,000     2,013,900             0     4,778,900   $71,683,500
Fingerhut Cos.          1,465,000     1,776,700             0     3,241,700    43,357,737
Foundation Health       2,230,000       790,000             0     3,020,000    90,600,000
Healthsource Inc.               0     4,190,000             0     4,190,000    62,850,000
Hospitality
 Properties Trust               0     1,458,900        16,300     1,442,600    38,589,550
J & L Specialty
 Steel                          0     3,278,200             0     3,278,200    44,665,475
USFreightways Corp.             0     1,257,000             0     1,257,000    26,082,750
Zeigler Coal Holding      565,500     1,136,500             0     1,702,000    25,530,000
 
<CAPTION>
 
MANHATTAN
                       BALANCE OF      GROSS                     BALANCE OF
                      SHARES HELD    PURCHASES    GROSS SALES   SHARES HELD
                       AUGUST 31,       AND           AND        AUGUST 31,   VALUE AUGUST
NAME OF ISSUER:           1995       ADDITIONS     REDUCTIONS       1996        31, 1996
- ------------------------------------------------------------------------------------------
<S>                   <C>           <C>           <C>           <C>           <C>
Spaghetti Warehouse       404,000        0            404,000        0             $0
</TABLE>
 
*AFFILIATED  ISSUERS, AS DEFINED IN  THE 1940 ACT, INCLUDE  ISSUERS IN WHICH THE
 PORTFOLIO HELD 5% OR MORE OF THE OUTSTANDING VOTING SECURITIES.
 
72
<PAGE>
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                               FOCUS                                             GENESIS
                                             PORTFOLIO                                          PORTFOLIO
                                                            Period from                                          Period from
                                                           August 2, 1993                                      August 2, 1993
                                                           (Commencement                                        (Commencement
                                                           of Operations)                                      of Operations)
                                                                 to                                                  to
                               Year Ended August 31,         August 31,          Year Ended August 31,           August 31,
                             1996       1995      1994          1993           1996        1995       1994          1993
                           ---------------------------------------------------------------------------------------------------
<S>                        <C>         <C>       <C>       <C>              <C>          <C>         <C>       <C>
RATIOS TO AVERAGE NET
 ASSETS:
    Expenses                     .54%      .57%      .58%          .58%(1)         .85%(2)       .94%(2)     .98%        1.07%(1)
                           ---------------------------------------------------------------------------------------------------
    Net Investment Income       1.04%     1.05%     1.16%         1.46%(1)         .27%(2)       .25%(2)     .18%         .37%(1)
                           ---------------------------------------------------------------------------------------------------
Portfolio Turnover Rate           39%       36%       52%            4%            21%         37%        63%            3%
                           ---------------------------------------------------------------------------------------------------
Average Commission Rate
 Paid                        $0.0578        --        --            --         $0.0576          --        --            --
                           ---------------------------------------------------------------------------------------------------
Net Assets, End of Year
 (in millions)              $1,122.4    $969.2    $645.0        $574.0          $259.9      $142.2    $138.6        $118.6
                           ---------------------------------------------------------------------------------------------------
</TABLE>
 
1) Annualized.
 
2) Had Management not waived a portion of the management fee, the annualized
ratios to average daily net assets would have been:
 
<TABLE>
<CAPTION>
                           Year Ended August 31,
GENESIS                    1996             1995
- ------------------------------------------------------
<S>                   <C>              <C>
Expenses                   .95%             .97%
Net Investment
Income                     .17%             .22%
</TABLE>
 
                                                                              73
<PAGE>
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                               GUARDIAN                                        MANHATTAN
                                              PORTFOLIO                                        PORTFOLIO
                                                               Period from                                   Period from
                                                                August 2,                                     August 2,
                                                                   1993                                          1993
                                                               (Commencement                                 (Commencement
                                                                    of                                            of
                                                               Operations)                                   Operations)
                                                                    to                                            to
                                 Year Ended August 31,          August 31,       Year Ended August 31,        August 31,
                             1996        1995        1994          1993         1996      1995      1994         1993
                           ----------------------------------------------------------------------------------------------
<S>                        <C>         <C>         <C>         <C>            <C>        <C>       <C>       <C>
RATIOS TO AVERAGE NET
 ASSETS:
    Expenses                     .46%        .48%        .50%       .51%(1)        .58%      .59%      .59%       .59%(1)
                           ----------------------------------------------------------------------------------------------
    Net Investment Income       1.72%       1.72%       1.66%      2.45%(1)        .13%      .42%      .53%       .55%(1)
                           ----------------------------------------------------------------------------------------------
Portfolio Turnover Rate           37%         26%         24%         3%            53%       44%       50%         3%
                           ----------------------------------------------------------------------------------------------
Average Commission Rate
 Paid                        $0.0580          --          --         --        $0.0373        --        --         --
                           ----------------------------------------------------------------------------------------------
Net Assets, End of Year
 (in millions)              $6,232.5    $4,613.2    $2,480.3   $1,777.6         $567.4    $645.4    $521.7     $536.8
                           ----------------------------------------------------------------------------------------------
</TABLE>
 
1) Annualized.
 
74
<PAGE>
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
          Equity Managers Trust
 
<TABLE>
<CAPTION>
                                                           PARTNERS
                                                           PORTFOLIO
                                                                            Period from
                                                                          August 2, 1993
                                                                           (Commencement
                                                                         of Operations) to
                                           Year Ended August 31,            August 31,
                                       1996        1995        1994            1993
                                     -----------------------------------------------------
<S>                                  <C>         <C>         <C>         <C>
RATIOS TO AVERAGE NET ASSETS:
    Expenses                               .51%        .53%        .54%            .54%(1)
                                     -----------------------------------------------------
    Net Investment Income                 1.26%       1.13%        .75%           1.19%(1)
                                     -----------------------------------------------------
Portfolio Turnover Rate                     96%         98%         75%              8%
                                     -----------------------------------------------------
Average Commission Rate Paid           $0.0494          --          --              --
                                     -----------------------------------------------------
Net Assets, End of Year (in
 millions)                            $1,999.6    $1,623.5    $1,340.3        $1,182.1
                                     -----------------------------------------------------
</TABLE>
 
1) Annualized.
 
                                                                              75
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
 
To the Board of Trustees of Equity Managers Trust and
Owners of Beneficial Interest of
Neuberger&Berman Manhattan Portfolio
 
   We  have  audited the  accompanying statement  of  assets and  liabilities of
Neuberger&Berman Manhattan Portfolio (the  "Portfolio"), including the  schedule
of  investments, as of August 31, 1996,  and the related statement of operations
for the year then ended, the statement of changes in net assets for each of  the
two  years in the period then ended and the financial highlights for each of the
periods indicated therein. These  financial statements and financial  highlights
are  the responsibility of the Portfolio's  management. Our responsibility is to
express an opinion on these financial statements and financial highlights  based
on our audits.
   We  conducted  our  audits  in accordance  with  generally  accepted auditing
standards. Those standards require that we plan and perform the audit to  obtain
reasonable  assurance  about  whether  the  financial  statements  and financial
highlights are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements. Our  procedures  included confirmation  of  securities owned  as  of
August  31, 1996 by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by  management,  as   well  as  evaluating   the  overall  financial   statement
presentation.  We believe  that our  audits provide  a reasonable  basis for our
opinion.
   In our opinion, the financial statements and financial highlights referred to
above present  fairly,  in all  material  respects, the  financial  position  of
Neuberger&Berman  Manhattan Portfolio as of August  31, 1996, the results of its
operations for the year then  ended, the changes in its  net assets for each  of
the  two years in the period then ended and the financial highlights for each of
the periods indicated therein, in conformity with generally accepted  accounting
principles.
 
                                                        COOPERS & LYBRAND L.L.P.
 
Boston, Massachusetts
October 4, 1996
 
76
<PAGE>
REPORT OF INDEPENDENT AUDITORS
 
To the Board of Trustees
Equity Managers Trust and
Owners of Beneficial Interest of
Neuberger&Berman Focus Portfolio
Neuberger&Berman Genesis Portfolio
Neuberger&Berman Guardian Portfolio and
Neuberger&Berman Partners Portfolio
 
   We  have  audited  the  accompanying statements  of  assets  and liabilities,
including the schedules of investments, of the Neuberger&Berman Focus Portfolio,
Neuberger&Berman Genesis  Portfolio,  Neuberger&Berman Guardian  Portfolio,  and
Neuberger&Berman  Partners  Portfolio,  four  of  the  series  comprising Equity
Managers Trust (the "Trust"), as of  August 31, 1996, 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, and the financial highlights for
each of the periods indicated therein. These financial statements and  financial
highlights  are the responsibility of the Trust's management. Our responsibility
is to express an opinion on these financial statements and financial  highlights
based on our audits.
   We  conducted  our  audits  in accordance  with  generally  accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance  about  whether  the  financial  statements  and  financial
highlights  are free of material misstatement. An audit includes examining, on a
test basis, evidence  supporting the  amounts and disclosures  in the  financial
statements  and financial  highlights. Our  procedures included  confirmation of
securities owned as of August 31, 1996, by correspondence with the custodian and
brokers or other appropriate auditing procedures where replies from brokers were
not received. An audit  also includes assessing  the accounting principles  used
and  significant estimates made by management, as well as evaluating the overall
financial  statement  presentation.  We  believe  that  our  audits  provide   a
reasonable basis for our opinion.
   In our opinion, the financial statements and financial highlights referred to
above  present fairly, in all material  respects, the financial position of each
of the above mentioned series of Equity  Managers Trust at August 31, 1996,  the
results  of their operations for  the year then ended,  the changes in their net
assets for each of  the two years  in the period then  ended, and the  financial
highlights  for  each  of  the periods  indicated  therein,  in  conformity with
generally accepted accounting principles.
 
Boston, Massachusetts                                      /s/ ERNST & YOUNG LLP
October 3, 1996
 
                                                                              77
<PAGE>
OTHER INFORMATION
 
DIRECTORY                               OFFICERS AND TRUSTEES
INVESTMENT MANAGER, ADMINISTRATOR       Stanley Egener
AND DISTRIBUTOR                         CHAIRMAN OF THE BOARD AND TRUSTEE
Neuberger&Berman Management             Lawrence Zicklin
Incorporated                            PRESIDENT AND TRUSTEE
605 Third Avenue 2nd Floor              Faith Colish
New York, NY 10158-0180                 TRUSTEE
800-877-9700                            Donald M. Cox
Institutional Services 800-366-6264     TRUSTEE
SUB-ADVISER                             Alan R. Gruber
Neuberger&Berman, L.P.                  TRUSTEE
605 Third Avenue                        Howard A. Mileaf
New York, NY 10158-3698                 TRUSTEE
CUSTODIAN AND SHAREHOLDER               Edward I. O'Brien
SERVICING AGENT                         TRUSTEE
State Street Bank and Trust Company     John T. Patterson, Jr.
225 Franklin Street                     TRUSTEE
Boston, MA 02110                        John P. Rosenthal
ADDRESS CORRESPONDENCE TO:              TRUSTEE
Neuberger&Berman Funds                  Cornelius T. Ryan
Institutional Services                  TRUSTEE
605 Third Avenue 2nd Floor              Gustave H. Shubert
New York, NY 10158-0180                 TRUSTEE
LEGAL COUNSEL                           Daniel J. Sullivan
Kirkpatrick & Lockhart LLP              VICE PRESIDENT
1800 Massachusetts Avenue, NW           Michael J. Weiner
2nd Floor                               VICE PRESIDENT
Washington, DC 20036-1800               Richard Russell
INDEPENDENT ACCOUNTANTS/AUDITORS        TREASURER
Coopers & Lybrand L.L.P.                Claudia A. Brandon
One Post Office Square                  SECRETARY
Boston, MA 02109Ernst & Young LLP       Barbara DiGiorgio
200 Clarendon Street                    ASSISTANT TREASURER
Boston, MA 02116                        Celeste Wischerth
                                        ASSISTANT TREASURER
                                        Stacy Cooper-Shugrue
                                        ASSISTANT SECRETARY
                                        C. Carl Randolph
                                        ASSISTANT SECRETARY
 
Notice to Shareholders (Unaudited)
 
    For  Neuberger&Berman Guardian Trust 63% of the dividends distributed during
the fiscal  year ended  August  31, 1996  qualifies  for the  dividend  received
deduction  for  corporate shareholders.  The  Fund will  notify  shareholders in
January 1997 of the applicable percentage of qualifying dividends for  corporate
shareholders for use in preparing 1996 income tax returns.
 
Neuberger&Berman Management Inc., Neuberger&Berman Focus Trust, Neuberger&Berman
Genesis Trust, Neuberger&Berman Guardian Trust, Neuberger&Berman Manhattan
Trust, and Neuberger&Berman Partners Trust are registered service marks of
Neuberger&Berman Management Inc.
- -C- 1996 Neuberger&Berman Management Inc.
 
78
<PAGE>

NEUBERGER&BERMAN MANAGEMENT INC.

   605 THIRD AVENUE 2ND FLOOR
   NEW YORK, NY 10158-0180
   SHAREHOLDER SERVICES
   800.877.9700
   INSTITUTIONAL SERVICES
   800.366.6264


Statistics and projections in this report are derived from sources
deemed to be reliable but cannot be regarded as a representation of
future results of the Funds. This report is prepared for the general infor-
mation of shareholders and is not an offer of shares of the Funds.
Shares are sold only through the currently effective prospectus, which
must precede or accompany this report.

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