UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549  FORM N-CSRS  Investment Company Act file number
        811-5385
  DWS Value Series, Inc. (Exact Name of Registrant as Specified in Charter)  345 Park Avenue New York, NY 10154-0004 (Address of Principal Executive Offices) (Zip Code)  Registrants Telephone Number, including Area Code:(212) 454-7190  Paul Schubert 345 Park Avenue New York, NY 10154-0004 (Name and Address of Agent for Service)  Date of fiscal year end:
        11/30
  Date of reporting period:
        05/31/09
   ITEM 1.REPORT TO STOCKHOLDERS


|MAY 31, 2009
Semiannual Report
to Shareholders
|----------------------------------------------
|                                              
|DWS Dreman Mid Cap Value Fund                 
|dmcv_cover270                                 

Contents

|4Performance Summary
10Information About Your Fund's Expenses
12Portfolio Summary
14Investment Portfolio
18Financial Statements
22Financial Highlights
27Notes to Financial Statements
36Summary of Management Fee Evaluation by Independent
Fee Consultant
41Summary of Administrative Fee Evaluation by Independent
Fee Consultant
42Account Management Resources
43Privacy Statement
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

This report must be preceded or accompanied by a prospectus. To obtain a
prospectus for any of our funds, refer to the Account Management Resources
information provided in the back of this booklet. We advise you to consider the
fund's objectives, risks, charges and expenses carefully before investing. The
prospectus contains this and other important information about the fund. Please
read the prospectus carefully before you invest.

Investments in mutual funds involve risk. Some funds have more risk than others. This
fund is subject to stock market risk. Stocks of mid-cap companies involve greater risk than
securities of larger, more-established companies, as they often have limited product lines,
markets or financial resources and may be exposed to more erratic and abrupt market
movements. The fund may focus its investments on certain economic sectors, thereby
increasing its vulnerability to any single economic, political or regulatory development.
This may result in greater share price volatility. Please read this fund's prospectus for
specific details regarding its risk profile.

DWS Investments is part of Deutsche Bank's Asset Management division and, within the US,
represents the retail asset management activities of Deutsche Bank AG, Deutsche Bank Trust
Company Americas, Deutsche Investment Management Americas Inc. and DWS Trust
Company.

NOT FDIC/NCUA INSURED NO BANK GUARANTEE MAY LOSE VALUE
NOT A DEPOSIT NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

Performance SummaryMay 31, 2009

Classes A, B, C and Institutional Class

All performance shown is historical, assumes reinvestment of all dividend and
capital gain distributions, and does not guarantee future results. Investment return
and principal value fluctuate with changing market conditions so that, when
redeemed, shares may be worth more or less than their original cost. Current
performance may be lower or higher than the performance quoted. Please visit
www.dws-investments.com for the Fund's most recent month-end performance.

The maximum sales charge for Class A shares is 5.75%. For Class B shares, the
maximum contingent deferred sales charge (CDSC) is 4% within the first year after
purchase, declining to 0% after six years. Class C shares have no front-end sales
charge but redemptions within one year of purchase may be subject to a CDSC of
1%. Unadjusted returns do not reflect sales charges and would have been lower if
they had. Institutional Class shares are not subject to sales charge.

The total annual fund operating expense ratios, gross of any fee waivers or expense
reimbursements, as stated in the fee table of the prospectus dated March 6, 2009
are 1.52%, 2.41%, 2.28% and 1.05% for Class A, Class B, Class C and Institutional
Class shares, respectively. Please see the Information About Your Fund's Expenses,
the Financial Highlights and Notes to the Financial Statements (Note C, Related
Parties) sections of this report for gross and net expense related disclosure for the
period ended May 31, 2009.

To discourage short-term trading, the Fund imposed a 2% redemption fee on
shareholders redeeming shares held less than 15 days, which had the effect of
lowering total return.

Returns and rankings during all periods shown reflect a fee waiver and/or expense
reimbursement. Without this waiver/reimbursement, returns and rankings would have
been lower.

Performance figures do not reflect the deduction of taxes that a shareholder would pay on
fund distributions or the redemption of fund shares. Returns and rankings may differ by
share class.

|Average Annual Total Returns(Unadjusted for Sales Charge) as of 5/31/09
|-----------------------------------------------------------------------
|DWS Dreman Mid Cap Value Fund                                          
|Class A                                                                
|Class B                                                                
|Class C                                                                
|Institutional Class                                                    
|Russell Midcap® Value Index+                                           

Sources: Lipper Inc. and Deutsche Investment Management Americas Inc.

|Growth of an Assumed $10,000 Investment(Adjusted for Maximum Sales Charge)
|--------------------------------------------------------------------------
|[]DWS Dreman Mid Cap Value Fund  Class A
[]Russell Midcap Value Index+   
|dmcv_g10k1d0                                                              
|                                                                          

The Fund's growth of an assumed $10,000 investment is adjusted for the maximum sales
charge of 5.75%. This results in a net initial investment of $9,425.

|Comparative Results(Adjusted for Maximum Sales Charge) as of 5/31/09
|--------------------------------------------------------------------
|DWS Dreman Mid Cap Value Fund                                       
|Class A                                                             
|Average annual total return                                         
|Class B                                                             
|Average annual total return                                         
|Class C                                                             
|Average annual total return                                         
|Russell Midcap Value Index+                                         
|Average annual total return                                         

The growth of $10,000 is cumulative.

|Growth of an Assumed $1,000,000 Investment                                         
|-----------------------------------------------------------------------------------
|[]DWS Dreman Mid Cap Value Fund  Institutional Class
[]Russell Midcap Value Index+
|dmcv_g10k1c0                                                                       
|                                                                                   

|Comparative Resultsas of 5/31/09
|--------------------------------
|DWS Dreman Mid Cap Value Fund   
|Institutional Class             
|Average annual total return     
|Russell Midcap
Value Index+     
|Average annual total return     

The growth of $1,000,000 is cumulative.

The minimum initial investment for Institutional Class is $1,000,000.

|Net Asset Value and Distribution Information                       
|-------------------------------------------------------------------
|                                                                   
|Net Asset Value:
5/31/09                                           
|11/30/08                                                           
|Distribution Information:
Six Months as of 5/31/09:Income Dividends

|Class A Lipper Rankings  Mid-Cap Value Funds Categoryas of 5/31/09
|-------------------------------------------------------------------
|Period                                                             
|1-Year                                                             
|3-Year                                                             

Source: Lipper Inc. Rankings are historical and do not guarantee future results. Rankings
are based on total return unadjusted for sales charges with distributions reinvested. If
sales charges had been included, rankings might have been less favorable. Rankings are
for Class A shares; other share classes may vary.

Class S

Class S shares are generally not available to new investors except under certain
circumstances. (Please refer to the Fund's Statement of Additional Information.)

All performance shown is historical, assumes reinvestment of all dividend and
capital gain distributions, and does not guarantee future results. Investment return
and principal value fluctuate with changing market conditions so that, when
redeemed, shares may be worth more or less than their original cost. Current
performance may be lower or higher than the performance quoted. Please visit
www.dws-investments.com for the Fund's most recent month-end performance.

The total annual fund operating expense ratio, gross of any fee waivers or expense
reimbursements, as stated in the fee table of the prospectus dated March 6, 2009 is
1.24% for Class S shares. Please see the Information About Your Fund's Expenses,
the Financial Highlights and Notes to the Financial Statements (Note C, Related
Parties) sections of this report for gross and net expense related disclosure for the
period ended May 31, 2009.

To discourage short-term trading, the Fund imposed a 2% redemption fee on
shareholders redeeming shares held less than 15 days, which had the effect of
lowering total return.

Returns and rankings during all periods shown reflect a fee waiver and/or expense
reimbursement. Without this waiver/reimbursement, returns and rankings would have
been lower.

Performance figures do not reflect the deduction of taxes that a shareholder would pay on
fund distributions or the redemptions of fund shares. Returns and rankings may differ by
share class.

|Average Annual Total Returnsas of 5/31/09
|-----------------------------------------
|DWS Dreman Mid Cap Value Fund            
|Class S                                  
|Russell Midcap Value Index+              

Sources: Lipper Inc. and Deutsche Investment Management Americas Inc.

|Net Asset Value and Distribution Information                       
|-------------------------------------------------------------------
|                                                                   
|Net Asset Value:
5/31/09                                           
|11/30/08                                                           
|Distribution Information:
Six Months as of 5/31/09:Income Dividends

|Class S Lipper Rankings  Mid-Cap Value Funds Categoryas of 5/31/09
|-------------------------------------------------------------------
|Period                                                             
|1-Year                                                             
|3-Year                                                             

Source: Lipper Inc. Rankings are historical and do not guarantee future results. Rankings
are based on total return with distributions reinvested. Rankings are for Class S shares;
other share classes may vary.

|Growth of an Assumed $10,000 Investment                                
|-----------------------------------------------------------------------
|[]DWS Dreman Mid Cap Value Fund  Class S
[]Russell Midcap Value Index+
|dmcv_g10k1b0                                                           
|                                                                       

|Comparative Resultsas of 5/31/09
|--------------------------------
|DWS Dreman Mid Cap Value Fund   
|Class S                         
|Average annual total return     
|Russell Midcap Value Index+     
|Average annual total return     

The growth of $10,000 is cumulative.

Information About Your Fund's Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses
and transaction costs. Ongoing expenses include management fees,
distribution and service (12b-1) fees and other Fund expenses. Examples of
transaction costs include sales charges (loads), redemption fees and
account maintenance fees, which are not shown in this section. The
following tables are intended to help you understand your ongoing expenses
(in dollars) of investing in the Fund and to help you compare these expenses
with the ongoing expenses of investing in other mutual funds. In the most
recent six-month period, the Fund limited these expenses; had it not done
so, expenses would have been higher. The example in the table is based on
an investment of $1,000 invested at the beginning of the six-month period
and held for the entire period(December 1, 2008 to May 31, 2009).

The tables illustrate your Fund's expenses in two ways:

•   Actual Fund Return. This helps you estimate the actual dollar amount of
ongoing expenses (but not transaction costs) paid on a $1,000
investment in the Fund using the Fund's actual return during the period.
To estimate the expenses you paid over the period, simply divide your
account value by $1,000 (for example, an $8,600 account value divided
by $1,000 = 8.6), then multiply the result by the number in the
"Expenses Paid per $1,000" line under the share class you hold.

•   Hypothetical 5% Fund Return. This helps you to compare your Fund's
ongoing expenses (but not transaction costs) with those of other mutual
funds using the Fund's actual expense ratio and a hypothetical rate of
return of 5% per year before expenses. Examples using a 5%
hypothetical fund return may be found in the shareholder reports of other
mutual funds. The hypothetical account values and expenses may not be
used to estimate the actual ending account balance or expenses you
paid for the period.

Please note that the expenses shown in these tables are meant to highlight
your ongoing expenses only and do not reflect any transaction costs. The
"Expenses Paid per $1,000" line of the tables is useful in comparing
ongoing expenses only and will not help you determine the relative total
expense of owning different funds. An account maintenance fee of $6.25
per quarter for Class S shares may apply for certain accounts whose
balances do not meet the applicable minimum initial investment. This fee is
not included in these tables. If it was, the estimate of expenses paid for
Class S shares during the period would be higher, and account value during
the period would be lower, by this amount.

|Expenses and Value of a $1,000 Investmentfor the six months ended May 31, 2009
|------------------------------------------------------------------------------
|Actual Fund Return                                                            
|Beginning Account Value 12/1/08                                               
|Ending Account Value 5/31/09                                                  
|Expenses Paid per $1,000*                                                     
|Hypothetical 5% Fund Return                                                   
|Beginning Account Value 12/1/08                                               
|Ending Account Value 5/31/09                                                  
|Expenses Paid per $1,000*                                                     

|Annualized Expense Ratios     | Class A | Class B | Class C | Class S | Institutional
Class
|----------------------------- | ------- | ------- | ------- | ------- | -------------------
|DWS Dreman Mid Cap Value Fund | 1.35%   | 2.05%   | 2.05%   | 1.00%   | 1.00%              

For more information, please refer to the Fund's prospectus.

Portfolio Summary

|Asset Allocation(As a % of Investment Portfolio excluding
Securities Lending Collateral) | 5/31/09 | 11/30/08
|---------------------------------------------------------------------------------------- | ------- | --------
|                                                                                         |         |         
|Common Stocks                                                                            | 97%     | 97%     
|Cash Equivalents                                                                         | 3%      | 3%      
|                                                                                         | 100%    | 100%    

|Sector Diversification(As a % of Common Stocks) | 5/31/09 | 11/30/08
|----------------------------------------------- | ------- | --------
|                                                |         |         
|Industrials                                     | 16%     | 18%     
|Financials                                      | 16%     | 16%     
|Consumer Discretionary                          | 13%     | 14%     
|Energy                                          | 12%     | 12%     
|Information Technology                          | 11%     | 8%      
|Health Care                                     | 8%      | 7%      
|Consumer Staples                                | 8%      | 3%      
|Utilities                                       | 7%      | 14%     
|Materials                                       | 7%      | 6%      
|Telecommunication Services                      | 2%      | 2%      
|                                                | 100%    | 100%    

Asset allocation and sector diversification are subject to change.

|Ten Largest Equity Holdings at May 31, 2009(18.9% of Net Assets)                                                              
|------------------------------------------------------------------------------------------------------------------------------
|1.      Arrow Electronics, Inc.
Distributes electronic components and computer products to industrial and
commercial customers
|2.      Cimarex Energy Co.
Producer of crude oil and natural gas                                                              
|3.      Parker Hannifin Corp.
Manufacturer of fluid control components                                                        
|4.      Newfield Exploration Co.
An independent oil and gas company                                                           
|5.      Cameco Corp.
Explorer, developer, miner and fabricator of uranium                                                     
|6.      BJ Services Co.
Provider of pressure and pumping and other oil field services for the petroleum
industry              
|7.      Autoliv, Inc.
Manufacturer of automotive safety systems for automobile manufacturers                                  
|8.      H.J. Heinz Co.
Manufacturer of processed foods                                                                        
|9.      HCC Insurance Holdings, Inc.
Underwrites property and casualty insurance                                              
|10.     Ameriprise Financial, Inc.
A financial planning and services firm                                                     

Portfolio holdings are subject to change.

For more complete details about the Fund's investment portfolio, see page 14. A quarterly Fact
Sheet is available upon request. A complete list of the Fund's portfolio holdings is posted as of
the month end on www.dws-investments.com on or about the 15th day of the following
month. More frequent posting of portfolio holdings information may be made from time to time
on www.dws-investments.com. Please see the Account Management Resources section for
contact information.

Following the Fund's fiscal first and third quarter-end, a complete portfolio
holdings listing is filed with the SEC on Form N-Q. The form will be available
on the SEC's Web site at www.sec.gov, and it also may be reviewed and
copied at the SEC's Public Reference Room in Washington, D.C. Information
on the operation of the SEC's Public Reference Room may be obtained by
calling (800) SEC-0330.

Investment Portfolioas of May 31, 2009 (Unaudited)

|                                                                   | Shares      | Value ($) 
|------------------------------------------------------------------ | ----------- | ----------
|                                                                   |            
|Common Stocks 97.3%                                               
|Consumer Discretionary 12.6%                                      
|Auto Components 1.8%                                              
|Autoliv, Inc. (a)                                                  | 97,200      | 2,700,216 
|Household Durables 2.7%                                           
|Fortune Brands, Inc.                                               | 62,650      | 2,193,376 
|Whirlpool Corp. (a)                                                | 43,950      | 1,852,053 
|                                                                   | 4,045,429  
|Leisure Equipment & Products 1.7%                                 
|Mattel, Inc. (a)                                                   | 170,350     | 2,659,163 
|Specialty Retail 4.9%                                             
|Best Buy Co., Inc. (a)                                             | 34,000      | 1,193,400 
|Staples, Inc.                                                      | 76,400      | 1,562,380 
|The Men's Wearhouse, Inc. (a)                                      | 135,550     | 2,316,550 
|TJX Companies, Inc.                                                | 79,150      | 2,335,716 
|                                                                   | 7,408,046  
|Textiles, Apparel & Luxury Goods 1.5%                             
|VF Corp.                                                           | 40,025      | 2,274,221 
|Consumer Staples 7.5%                                             
|Food & Staples Retailing 1.4%                                     
|SUPERVALU, Inc.                                                    | 130,450     | 2,165,470 
|Food Products 3.3%                                                
|Corn Products International, Inc.                                  | 85,600      | 2,260,696 
|H.J. Heinz Co.                                                     | 73,600      | 2,692,288 
|                                                                   | 4,952,984  
|Household Products 1.5%                                           
|Energizer Holdings, Inc.*                                          | 41,800      | 2,184,468 
|Tobacco 1.3%                                                      
|Lorillard, Inc.                                                    | 29,300      | 2,002,069 
|Energy 11.8%                                                      
|Energy Equipment & Services 3.0%                                  
|Baker Hughes, Inc.                                                 | 46,100      | 1,800,666 
|BJ Services Co.                                                    | 179,400     | 2,805,816 
|                                                                   | 4,606,482  
|Oil, Gas & Consumable Fuels 8.8%                                  
|Cameco Corp.                                                       | 102,950     | 2,841,420 
|Chesapeake Energy Corp.                                            | 101,800     | 2,306,788 
|Cimarex Energy Co.                                                 | 95,050      | 3,100,531 
|Newfield Exploration Co.*                                          | 82,400      | 2,976,288 
|Noble Energy, Inc.                                                 | 34,150      | 2,031,242 
|                                                                   | 13,256,269 
|Financials 15.1%                                                  
|Capital Markets 1.8%                                              
|Ameriprise Financial, Inc.                                         | 88,100      | 2,660,620 
|Commercial Banks 3.0%                                             
|Comerica, Inc. (a)                                                 | 96,950      | 2,101,876 
|Marshall & Ilsley Corp. (a)                                        | 192,549     | 1,266,972 
|SunTrust Banks, Inc. (a)                                           | 91,700      | 1,207,689 
|                                                                   | 4,576,537  
|Insurance 6.0%                                                    
|Allstate Corp.                                                     | 102,300     | 2,632,179 
|Cincinnati Financial Corp.                                         | 94,350      | 2,133,254 
|HCC Insurance Holdings, Inc.                                       | 108,400     | 2,676,396 
|RenaissanceRe Holdings Ltd.                                        | 37,013      | 1,694,085 
|                                                                   | 9,135,914  
|Real Estate Investment Trusts 4.3%                                
|Annaly Capital Management, Inc. (REIT)                             | 130,800     | 1,823,352 
|Hospitality Properties Trust (REIT)                                | 147,550     | 2,061,273 
|Ventas, Inc. (REIT)                                                | 85,350      | 2,591,226 
|                                                                   | 6,475,851  
|Health Care 8.2%                                                  
|Biotechnology 1.4%                                                
|Biogen Idec, Inc.*                                                 | 42,600      | 2,206,254 
|Health Care Equipment & Supplies 4.1%                             
|Kinetic Concepts, Inc.* (a)                                        | 75,100      | 1,947,343 
|The Cooper Companies, Inc.                                         | 76,450      | 2,026,690 
|Zimmer Holdings, Inc.*                                             | 49,700      | 2,214,135 
|                                                                   | 6,188,168  
|Pharmaceuticals 2.7%                                              
|Biovail Corp.                                                      | 186,550     | 2,372,916 
|Mylan, Inc.* (a)                                                   | 126,600     | 1,672,386 
|                                                                   | 4,045,302  
|Industrials 15.8%                                                 
|Aerospace & Defense 4.1%                                          
|Alliant Techsystems, Inc.*                                         | 27,850      | 2,403,177 
|L-3 Communications Holdings, Inc.                                  | 32,950      | 2,422,154 
|Northrop Grumman Corp.                                             | 30,600      | 1,457,172 
|                                                                   | 6,282,503  
|Construction & Engineering 1.3%                                   
|Fluor Corp.                                                        | 41,800      | 1,963,764 
|Electrical Equipment 4.5%                                         
|Cooper Industries Ltd. "A"                                         | 65,950      | 2,164,479 
|General Cable Corp.*                                               | 64,250      | 2,456,920 
|Hubbell, Inc. "B"                                                  | 65,050      | 2,160,310 
|                                                                   | 6,781,709  
|Machinery 3.1%                                                    
|Eaton Corp.                                                        | 38,950      | 1,694,325 
|Parker Hannifin Corp.                                              | 70,825      | 2,993,065 
|                                                                   | 4,687,390  
|Road & Rail 1.4%                                                  
|Norfolk Southern Corp.                                             | 56,500      | 2,101,800 
|Trading Companies & Distributors 1.4%                             
|WESCO International, Inc.*                                         | 76,700      | 2,050,191 
|Information Technology 10.9%                                      
|Electronic Equipment, Instruments & Components 3.4%               
|Anixter International, Inc.*                                       | 50,150      | 2,057,153 
|Arrow Electronics, Inc.*                                           | 130,150     | 3,148,329 
|                                                                   | 5,205,482  
|IT Services 3.3%                                                  
|Fiserv, Inc.*                                                      | 54,600      | 2,312,856 
|Western Union Co.                                                  | 149,300     | 2,632,159 
|                                                                   | 4,945,015  
|Semiconductors & Semiconductor Equipment 2.9%                     
|National Semiconductor Corp.                                       | 166,500     | 2,311,020 
|Xilinx, Inc.                                                       | 100,300     | 2,080,222 
|                                                                   | 4,391,242  
|Software 1.3%                                                     
|Check Point Software Technologies Ltd.*                            | 83,500      | 1,949,725 
|Materials 6.9%                                                    
|Chemicals 2.4%                                                    
|CF Industries Holdings, Inc.                                       | 17,400      | 1,350,936 
|PPG Industries, Inc.                                               | 51,000      | 2,267,970 
|                                                                   | 3,618,906  
|Metals & Mining 4.5%                                              
|Freeport-McMoRan Copper & Gold, Inc.                               | 41,400      | 2,253,402 
|Nucor Corp.                                                        | 49,300      | 2,164,763 
|Yamana Gold, Inc.                                                  | 208,600     | 2,455,222 
|                                                                   | 6,873,387  
|Telecommunication Services 1.4%                                   
|Diversified Telecommunication Services                            
|Windstream Corp.                                                   | 254,500     | 2,140,345 
|Utilities 7.1%                                                    
|Electric Utilities 4.1%                                           
|American Electric Power Co., Inc.                                  | 82,000      | 2,159,880 
|PPL Corp.                                                          | 70,325      | 2,283,453 
|Progress Energy, Inc.                                              | 51,400      | 1,825,214 
|                                                                   | 6,268,547  
|Multi-Utilities 3.0%                                              
|Ameren Corp.                                                       | 94,850      | 2,206,211 
|Integrys Energy Group, Inc.                                        | 83,750      | 2,268,787 
|                                                                   | 4,474,998  
|Total Common Stocks (Cost $174,208,847)                            | 147,278,467
|                                                                  
|Securities Lending Collateral 7.3%                                
|Daily Assets Fund Institutional., 0.53% (b) (c)
(Cost $11,110,230) | 11,110,230  | 11,110,230
|                                                                  
|Cash Equivalents 2.6%                                             
|Cash Management QP Trust, 0.39% (b) (Cost $3,855,882)              | 3,855,882   | 3,855,882 

|                                               | % of Net
Assets | Value ($)   
|---------------------------------------------- | --------------- | ------------
|                                               |                
|Total Investment Portfolio(Cost $189,174,959)+ | 107.2           | 162,244,579 
|Other Assets and Liabilities, Net              | (7.2)           | (10,901,367)
|Net Assets                                     | 100.0           | 151,343,212 

REIT: Real Estate Investment Trust

Fair Value Measurements

Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157,
"Fair Value Measurements," establishes a three-tier hierarchy for measuring fair value and
requires additional disclosure about the classification of fair value measurements.

Various inputs are used in determining the value of the Fund's investments. These inputs are
summarized in three broad levels. Level 1 includes quoted prices in active markets for identical
securities. Level 2 includes other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes
significant unobservable inputs (including the Fund's own assumptions in determining the fair
value of investments). The inputs or methodology used for valuing securities are not
necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used as of May 31, 2009 in valuing the Fund's
investments. For information on the Fund's policy regarding the valuation of investments,
please refer to the Security Valuation section of Note A in the accompanying Notes to the
Financial Statements.

|Valuation Inputs | Investments in
Securities
|---------------- | -------------------------
|Level 1          | $      158,388,697       
|Level 2          | 3,855,882                
|Level 3          |                         
|Total            | $   162,244,579          

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

Financial Statements

|Statement of Assets and Liabilitiesas of May 31, 2009 (Unaudited)                                               
|----------------------------------------------------------------------------------------------------------------
|Assets                                                                                                          
|Investments:Investments in securities, at value (cost $174,208,847)  including
$11,197,790 of securities loaned
|Investment in Daily Assets Fund Institutional (cost $11,110,230)*                                               
|Investment in Cash Management QP Trust (cost $3,855,882)                                                        
|Total investments, at value (cost $189,174,959)                                                                 
|Dividends receivable                                                                                            
|Interest receivable                                                                                             
|Receivable for Fund shares sold                                                                                 
|Foreign taxes recoverable                                                                                       
|Due from Advisor                                                                                                
|Other assets                                                                                                    
|Total assets                                                                                                    
|Liabilities                                                                                                     
|Payable upon return of securities loaned                                                                        
|Payable for Fund shares redeemed                                                                                
|Accrued management fee                                                                                          
|Other accrued expenses and payables                                                                             
|Total liabilities                                                                                               
|Net assets, at value                                                                                            
|Net Assets Consist of                                                                                           
|Undistributed net investment income                                                                             
|Net unrealized appreciation (depreciation) on investments                                                       
|Accumulated net realized gain (loss)                                                                            
|Paid-in capital                                                                                                 
|Net assets, at value                                                                                            

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

|Statement of Assets and Liabilitiesas of May 31, 2009 (Unaudited) (continued)                                                                                                                                                         
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Net Asset Value                                                                                                                                                                                                                       
|Class A
Net Asset Value and redemption price(a) per share ($35,971,856
 ÷ 4,756,835 shares of capital stock outstanding, $.01 par value, unlimited
number of shares authorized)                                                       
|Maximum offering price per share (100 ÷ 94.25 of $7.56)                                                                                                                                                                               
|Class B
Net Asset Value, offering and redemption price(a) (subject to contingent
deferred sales charge) per share ($2,533,322 ÷ 335,935 shares of capital
stock outstanding, $.01 par value, unlimited number of shares authorized)   
|Class C
Net Asset Value, offering and redemption price(a) (subject to contingent
deferred sales charge) per share ($12,860,665 ÷ 1,706,028 shares of capital
stock outstanding, $.01 par value, unlimited number of shares authorized)
|Class S
Net Asset Value, offering and redemption price(a)per share ($83,642,742 ÷
11,049,093 shares of capital stock outstanding, $.01 par value, unlimited
number of shares authorized)                                              
|Institutional Class
Net Asset Value, offering and redemption price(a)per share ($16,334,627 ÷
2,156,248 shares of capital stock outstanding, $.01 par value, unlimited
number of shares authorized)                                   

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

|Statement of Operationsfor the six months ended May 31, 2009 (Unaudited)                                 
|---------------------------------------------------------------------------------------------------------
|Investment Income                                                                                        
|Income:Dividends (net of foreign taxes withheld of $33,690)                                              
|Interest  Cash Management QP Trust                                                                      
|Securities lending income, including income from Daily Assets Fund
Institutional, net of borrower rebates
|Total Income                                                                                             
|Expenses:Management fee                                                                                  
|Services to shareholders                                                                                 
|Custodian and accounting fees                                                                            
|Distribution and service fees                                                                            
|Professional fees                                                                                        
|Directors' fees and expenses                                                                             
|Reports to shareholders                                                                                  
|Registration fees                                                                                        
|Other                                                                                                    
|Total expenses before expense reductions                                                                 
|Expense reductions                                                                                       
|Total expenses after expense reductions                                                                  
|Net investment income (loss)                                                                             
|Realized and Unrealized Gain (Loss)                                                                      
|Net realized gain (loss) from:Investments                                                                
|Foreign currency                                                                                         
|Payments by affiliates (see Note G)                                                                      
|                                                                                                         
|Change in net unrealized appreciation (depreciation) on investments                                      
|Net gain (loss)                                                                                          
|Net increase (decrease) in net assets resulting from operations                                          

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

|Statement of Changes in Net Assets                                                                                    
|----------------------------------------------------------------------------------------------------------------------
|Increase (Decrease) in Net Assets                                                                                     
|Operations:Net investment income (loss)                                                                               
|Net realized gain (loss)                                                                                              
|Change in net unrealized appreciation (depreciation)                                                                  
|Net increase (decrease) in net assets resulting from
operations                                                       
|Distributions to shareholders from:Net investment income:Class A                                                      
|Class B                                                                                                               
|Class C                                                                                                               
|Class S                                                                                                               
|Institutional Class                                                                                                   
|Net realized gains:Class A                                                                                            
|Class B                                                                                                               
|Class C                                                                                                               
|Class S                                                                                                               
|Institutional Class                                                                                                   
|Total distributions                                                                                                   
|Fund share transactions:Proceeds from shares sold                                                                     
|Net assets acquired in tax-free reorganization                                                                        
|Reinvestment of distributions                                                                                         
|Cost of shares redeemed                                                                                               
|Redemption fees                                                                                                       
|Net increase (decrease) in net assets from Fund share
transactions                                                    
|Increase (decrease) in net assets                                                                                     
|Net assets at beginning of period                                                                                     
|Net assets at end of period (including undistributed
net investment income of $1,314,151 and $1,667,384,
respectively)

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

Financial Highlights

|Class A
Years Ended November 30,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | 2009a    | 2008      | 2007      | 2006      | 2005b    
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------- | --------- | --------- | --------- | ---------
|Selected Per Share Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|Net asset value, beginning of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | $   6.54 | $   12.61 | $   11.96 | $   10.04 | $   10.00
|Income (loss) from investment operations:
Net investment income (loss)c                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | .08      | .13       | .10       | .09       | (.01)    
|Net realized and unrealized gain (loss)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 1.03     | (5.37)    | .79       | 1.84      | .05      
|Total from investment operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | 1.11     | (5.24)    | .89       | 1.93      | .04      
|Less distributions from:
Net investment income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | (.09)    | (.09)     | (.09)     | (.01)     |         
|Net realized gains                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |         | (.74)     | (.15)     |          |         
|Total distributions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | (.09)    | (.83)     | (.24)     | (.01)     |         
|Redemption fees                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | .00***   | .00***    | .00***    | .00***    | .00***   
|Net asset value, end of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | $   7.56 | $   6.54  | $   12.61 | $   11.96 | $   10.04
|Total Return (%)d,e                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 17.10**  | (44.33)   | 7.54      | 19.20     | .40**    
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Net assets, end of period ($ millions)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | 36       | 33        | 48        | 21        | 4        
|Ratio of expenses before expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | 1.60*    | 1.55      | 1.61      | 2.55      | 6.68*    
|Ratio of expenses after expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 1.35*    | 1.40      | 1.35      | 1.25f     | 2.81*    
|Ratio of net investment income (loss) (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | 2.30*    | 1.40      | .79       | .86       | (.51)*   
|Portfolio turnover rate (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 31**     | 60        | 82        | 34        | 10       
|aFor the six months ended May 31, 2009 (Unaudited).bFor the period from August 2, 2005 (commencement of operations) to
November 30, 2005.cBased on average shares outstanding during period.dTotal return does not reflect the effect of any sales charges.eTotal return would have been lower had certain expenses not been reduced.fThe ratio of operating expenses includes reimbursement of the Fund's organizational and
offering cost incurred since inception of the Fund. The ratio without this reimbursement
would have been 1.54%.*Annualized**Not annualized***Amount is less than $.005.

|Class B
Years Ended November 30,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 2009a    | 2008      | 2007      | 2006      | 2005b    
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------- | --------- | --------- | --------- | ---------
|Selected Per Share Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|Net asset value, beginning of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | $   6.50 | $   12.52 | $   11.87 | $   10.02 | $   10.00
|Income (loss) from investment operations:
Net investment income (loss)c                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | .05      | .06       | .01       | .02       | (.03)    
|Net realized and unrealized gain (loss)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | 1.03     | (5.33)    | .79       | 1.83      | .05      
|Total from investment operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 1.08     | (5.27)    | .80       | 1.85      | .02      
|Less distributions from:
Net investment income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | (.04)    | (.01)     |          |          |         
|Net realized gains                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |         | (.74)     | (.15)     |          |         
|Total distributions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | (.04)    | (.75)     |          |          |         
|Redemption fees                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | .00***   | .00***    | .00***    | .00***    | .00***   
|Net asset value, end of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | $   7.54 | $   6.50  | $   12.52 | $   11.87 | $   10.02
|Total Return (%)d,e                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 16.67**  | (44.66)   | 6.72      | 18.46     | .20**    
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Net assets, end of period ($ millions)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 3        | 2         | 4         | 3         | 1        
|Ratio of expenses before expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 2.68*    | 2.44      | 2.46      | 3.36      | 7.41*    
|Ratio of expenses after expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | 2.05*    | 2.10      | 2.05      | 1.95f     | 3.51*    
|Ratio of net investment income (loss) (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | 1.60*    | .70       | .09       | .16       | (1.21)*  
|Portfolio turnover rate (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 31**     | 60        | 82        | 34        | 10       
|aFor the six months ended May 31, 2009 (Unaudited).bFor the period from August 2, 2005 (commencement of operations) to
November 30, 2005.cBased on average shares outstanding during the period.dTotal return does not reflect the effect of any sales charges.eTotal return would have been lower had certain expenses not been reduced.fThe ratio of operating expenses includes reimbursement of the Fund's organizational and
offering cost incurred since the inception of the Fund. The ratio without this
reimbursement would have been 2.24%.*Annualized**Not annualized***Amount is less than $.005.

|Class C
Years Ended November 30,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 2009a    | 2008      | 2007      | 2006      | 2005b    
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------- | --------- | --------- | --------- | ---------
|Selected Per Share Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|Net asset value, beginning of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | $   6.49 | $   12.51 | $   11.86 | $   10.02 | $   10.00
|Income (loss) from investment operations:
Net investment income (loss)c                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | .05      | .06       | .01       | .02       | (.03)    
|Net realized and unrealized gain (loss)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | 1.04     | (5.33)    | .79       | 1.82      | .05      
|Total from investment operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 1.09     | (5.27)    | .80       | 1.84      | .02      
|Less distributions from:
Net investment income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | (.04)    | (.01)     |          |          |         
|Net realized gains                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |         | (.74)     | (.15)     |          |         
|Total distributions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | (.04)    | (.75)     |          |          |         
|Redemption fees                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | .00***   | .00***    | .00***    | .00***    | .00***   
|Net asset value, end of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | $   7.54 | $   6.49  | $   12.51 | $   11.86 | $   10.02
|Total Return (%)d,e                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 16.85**  | (44.69)   | 6.81      | 18.36     | .20**    
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Net assets, end of period ($ millions)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 13       | 12        | 20        | 9         | 2        
|Ratio of expenses before expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 2.41*    | 2.31      | 2.37      | 3.34      | 7.46*    
|Ratio of expenses after expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | 2.05*    | 2.10      | 2.05      | 1.95f     | 3.51*    
|Ratio of net investment income (loss) (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | 1.60*    | .70       | .09       | .16       | (1.21)*  
|Portfolio turnover rate (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 31**     | 60        | 82        | 34        | 10       
|aFor the six months ended May 31, 2009 (Unaudited).bFor the period from August 2, 2005 (commencement of operations) to
November 30, 2005.cBased on average shares outstanding during the period.dTotal return does not reflect the effect of any sales charges.eTotal return would have been lower had certain expenses not been reduced.fThe ratio of operating expenses includes reimbursement of the Fund's organizational and
offering cost incurred since the inception of the Fund. The ratio without this
reimbursement would have been 2.24%.*Annualized**Not annualized***Amount is less than $.005.

|Class S
Years Ended November 30,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 2009a    | 2008      | 2007      | 2006      | 2005b    
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------- | --------- | --------- | --------- | ---------
|Selected Per Share Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|Net asset value, beginning of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | $   6.56 | $   12.64 | $   11.97 | $   10.05 | $   10.00
|Income (loss) from investment operations:
Net investment income (loss)c                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | .09      | .18       | .14       | .13       | (.00)*** 
|Net realized and unrealized gain (loss)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 1.03     | (5.39)    | .80       | 1.85      | .05      
|Total from investment operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 1.12     | (5.21)    | .94       | 1.98      | .05      
|Less distributions from:
Net investment income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | (.11)    | (.13)     | (.12)     | (.06)     |         
|Net realized gains                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |         | (.74)     | (.15)     |          |         
|Total distributions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            | (.11)    | (.87)     | (.27)     | (.06)     |         
|Redemption fees                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | .00***   | .00***    | .00***    | .00***    | .00***   
|Net asset value, end of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | $   7.57 | $   6.56  | $   12.64 | $   11.97 | $   10.05
|Total Return (%)d                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 17.34**  | (44.09)   | 7.88      | 19.88     | .50**    
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Net assets, end of period ($ millions)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 84       | 74        | 14        | 6         | 2        
|Ratio of expenses before expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | 1.30*    | 1.27      | 1.37      | 2.27      | 6.38*    
|Ratio of expenses after expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | 1.00*    | 1.02      | 1.00      | .90e      | 2.46*    
|Ratio of net investment income (loss) (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | 2.65*    | 1.78      | 1.14      | 1.21      | (.16)*   
|Portfolio turnover rate (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 31**     | 60        | 82        | 34        | 10       
|aFor the six months ended May 31, 2009 (Unaudited).bFor the period from August 2, 2005 (commencement of operations) to
November 30, 2005.cBased on average shares outstanding during the period.dTotal return would have been lower had certain expenses not been reduced.eThe ratio of operating expenses includes reimbursement of the Fund's organizational and
offering cost incurred since the inception of the Fund. The ratio without this
reimbursement would have been 1.19%.*Annualized**Not annualized***Amount is less than $.005.

|Institutional Class
Years Ended November 30,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 2009a    | 2008      | 2007      | 2006      | 2005b    
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------- | --------- | --------- | --------- | ---------
|Selected Per Share Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|Net asset value, beginning of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | $   6.57 | $   12.66 | $   12.01 | $   10.06 | $   10.00
|Income (loss) from investment operations:
Net investment income (loss)c                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | .09      | .17       | .15       | .13       | (.00)*** 
|Net realized and unrealized gain (loss)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 1.03     | (5.39)    | .78       | 1.88      | .06      
|Total from investment operations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 1.12     | (5.22)    | .93       | 2.01      | .06      
|Less distributions from:
Net investment income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | (.11)    | (.13)     | (.13)     | (.06)     |         
|Net realized gains                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |         | (.74)     | (.15)     |          |         
|Total distributions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            | (.11)    | (.87)     | (.28)     | (.06)     |         
|Redemption fees                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | .00***   | .00***    | .00***    | .00***    | .00***   
|Net asset value, end of period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | $   7.58 | $   6.57  | $   12.66 | $   12.01 | $   10.06
|Total Return (%)d                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 17.38**  | (44.05)   | 7.86      | 20.06     | .60**    
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|Net assets, end of period ($ millions)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 16       | 14        | 7         | 7         | .6       
|Ratio of expenses before expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | 1.03*    | 1.08      | 1.22      | 2.23      | 6.38*    
|Ratio of expenses after expense
reductions (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | 1.00*    | 1.02      | .98       | 0.90e     | 2.46*    
|Ratio of net investment income (loss) (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | 2.65*    | 1.78      | 1.16      | 1.21      | (.16)*   
|Portfolio turnover rate (%)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 31**     | 60        | 82        | 34        | 10       
|aFor the six months ended May 31, 2009 (Unaudited).bFor the period from August 2, 2005 (commencement of operations) to
November 30, 2005.cBased on average shares outstanding during the period.dTotal return would have been lower had certain expenses not been reduced.eThe ratio of operating expenses includes reimbursement of the Fund's organizational and
offering cost incurred since the inception of the Fund. The ratio without this
reimbursement would have been 1.19%.*Annualized**Not annualized***Amount is less than $.005.

Notes to Financial Statements(Unaudited)

A. Organization and Significant Accounting Policies

DWS Dreman Mid Cap Value Fund (the "Fund") is a diversified series of
DWS Value Series, Inc. (the ``Corporation'') which is registered under the
Investment Company Act of 1940, as amended (the ``1940 Act''), as an
open-end management investment company organized as a Maryland
corporation.

The Fund offers multiple classes of shares which provide investors with
different purchase options. Class A shares are offered to investors subject to
an initial sales charge. Class B shares are offered without an initial sales
charge but are subject to higher ongoing expenses than Class A shares and
a contingent deferred sales charge payable upon certain redemptions. Class
B shares automatically convert to Class A shares six years after issuance.
Class C shares are offered to investors without an initial sales charge but are
subject to higher ongoing expenses than Class A shares and a contingent
deferred sales charge payable upon certain redemptions within one year of
purchase. Class C shares do not automatically convert into another class.
Institutional Class shares are offered to a limited group of investors, are not
subject to initial or contingent deferred sales charges and have lower
ongoing expenses than other classes. Class S shares are not subject to
initial or contingent deferred sales charges and are generally not available to
new investors except under certain circumstances.

Investment income, realized and unrealized gains and losses, and certain
fund-level expenses and expense reductions, if any, are borne pro rata on
the basis of relative net assets by the holders of all classes of shares,
except that each class bears certain expenses unique to that class such as
distribution and service fees, service to shareholders and certain other
class-specific expenses. Differences in class-level expenses may result in
payment of different per share dividends by class. All shares of the Fund
have equal rights with respect to voting subject to class-specific
arrangements.

The Fund's financial statements are prepared in accordance with accounting
principles generally accepted in the United States of America which require
the use of management estimates. Actual results could differ from those
estimates. The policies described below are followed consistently by the
Fund in the preparation of its financial statements.

Security Valuation. Investments are stated at value determined as of the
close of regular trading on the New York Stock Exchange on each day the
exchange is open for trading. Equity securities are valued at the most recent
sale price or official closing price reported on the exchange (US or foreign) or
over-the-counter market on which they trade. Securities for which no sales
are reported are valued at the calculated mean between the most recent bid
and asked quotations on the relevant market or, if a mean cannot be
determined, at the most recent bid quotation.

Money market instruments purchased with an original or remaining maturity
of sixty days or less, maturing at par, are valued at amortized cost.
Investments in open-end investment companies and Cash Management QP
Trust are valued at their net asset value each business day.

Securities and other assets for which market quotations are not readily
available or for which the above valuation procedures are deemed not to
reflect fair value are valued in a manner that is intended to reflect their fair
value as determined in accordance with procedures approved by the
Directors. In accordance with the Fund's valuation procedures, factors used
in determining value may include, but are not limited to, the type of the
security, the size of the holding, the initial cost of the security, the existence
of any contractual restrictions on the security's disposition, the price and
extent of public trading in similar securities of the issuer or of comparable
companies, quotations or evaluated prices from broker-dealers and/or pricing
services, information obtained from the issuer, analysts, and/or the
appropriate stock exchange (for exchange-traded securities), an analysis of
the company's financial statements, an evaluation of the forces that
influence the issuer and the market(s) in which the security is purchased
and sold and with respect to debt securities, the maturity, coupon,
creditworthiness, currency denomination, and the movement of the market
in which the security is normally traded. The value determined under these
procedures may differ from published values for the same securities.

New Accounting Pronouncement. In April 2009, the Financial Accounting
Standards Board ("FASB") issued FASB Staff Position No. 157-4,
"Determining Fair Value When the Volume and Level of Activity for the
Asset or Liability Have Significantly Decreased and Identifying Transactions
That Are Not Orderly" ("FSP 157-4"). FSP 157-4 provides additional
guidance for estimating fair value in accordance with Statement of Financial
Accounting Standards No. 157, "Fair Value Measurements," when the
volume and level of activity for the asset or liability have significantly
decreased as well as guidance on identifying circumstances that indicate a
transaction is not orderly. FSP 157-4 is effective for fiscal years and interim
periods ending after June 15, 2009. Management is currently reviewing the
enhanced disclosure requirements for the adoption of FSP 157-4.

Foreign Currency Translations.The books and records of the Fund are
maintained in US dollars. Investment securities and other assets and
liabilities denominated in a foreign currency are translated into US dollars at
the prevailing exchange rates at period end. Purchases and sales of
investment securities, income and expenses are translated into US dollars at
the prevailing exchange rates on the respective dates of the transactions.

Net realized and unrealized gains and losses on foreign currency
transactions represent net gains and losses between trade and settlement
dates on securities transactions, the disposition of forward foreign currency
exchange contracts and foreign currencies, and the difference between the
amount of net investment income accrued and the US dollar amount
actually received. That portion of both realized and unrealized gains and
losses on investments that results from fluctuations in foreign currency
exchange rates is not separately disclosed but is included with net realized
and unrealized gain/appreciation and loss/depreciation on investments.

Securities Lending. The Fund may lend securities to financial institutions.
The Fund retains beneficial ownership of the securities it has loaned and
continues to receive interest and dividends paid by the issuer of securities
and to participate in any changes in their market value. The Fund requires
the borrowers of the securities to maintain collateral with the Fund
consisting of liquid, unencumbered assets having a value at least equal to
the value of the securities loaned. When the collateral falls below specified
amounts, the lending agents will use their best efforts to obtain additional
collateral on the next business day to meet required amounts under the
security lending agreement. The Fund may invest the cash collateral into a
joint trading account in an affiliated money market fund pursuant to
Exemptive Orders issued by the SEC. The Fund receives compensation for
lending its securities either in the form of fees or by earning interest on
invested cash collateral net of borrower rebates and fees paid to a lending
agent. Either the Fund or the borrower may terminate the loan. There may
be risks of delay and costs in recovery of securities or even loss of rights in
the collateral should the borrower of the securities fail financially. The Fund
is also subject to all investment risks associated with the reinvestment of
any cash collateral received, including, but not limited to, interest rate, credit
and liquidity risk associated with such investments.

Federal Income Taxes. The Fund's policy is to comply with the requirements
of the Internal Revenue Code, as amended, which are applicable to
regulated investment companies, and to distribute all of its taxable income
to its shareholders.

At November 30, 2008, the Fund had a net tax basis capital loss
carryforward of approximately $67,135,000, which includes $52,734,000
inherited from its merger with DWS Small Cap Value Fund during the year.
The losses may be applied against any realized net taxable capital gains of
each succeeding year to the extent permissible under certain limitations
imposed by Sections 381-384 of the Internal Revenue Code and related
Income Tax Regulations. The Fund anticipates applying permissible amounts
of its net tax basis capital loss carryforwards against any realized net taxable
gains of succeeding years until the earlier of the full utilization of those
carryforwards or their respective expiration dates beginning November 30,
2015 ($52,734,000) and ending November 30, 2016 ($14,401,000).

In addition, from November 1, 2008 through November 30, 2008, the Fund
incurred approximately $2,466,000 of net realized capital losses. As
permitted by tax regulations, the Fund intends to elect to defer these losses
and treat them as arising in the fiscal year ended November 30, 2009.

The Fund has reviewed the tax positions for the open tax years as of
November 30, 2008 and has determined that no provision for income tax is
required in the Fund's financial statements. The Fund's federal tax returns
for the prior three fiscal years remain subject to examination by the Internal
Revenue Service.

Distribution of Income and Gains. Net investment income of the Fund is
declared and distributed to shareholders annually. Net realized gains from
investment transactions, in excess of available capital loss carryforwards,
would be taxable to the Fund if not distributed, and, therefore, will be
distributed to shareholders at least annually.

The timing and characterization of certain income and capital gains
distributions are determined annually in accordance with federal tax
regulations which may differ from accounting principles generally accepted
in the United States of America. These differences primarily relate to
securities sold at a loss. As a result, net investment income (loss) and net
realized gain (loss) on investment transactions for a reporting period may
differ significantly from distributions during such period. Accordingly, the
Fund may periodically make reclassifications among certain of its capital
accounts without impacting the net asset value of the Fund.

The tax character of current year distributions will be determined at the end
of the current fiscal year.

Redemption Fees. During the period, the Fund imposed a redemption fee of
2% of the total redemption amount on all Fund shares redeemed or
exchanged within 15 days of buying them, either by purchase or exchange.
This fee was assessed and retained by the Fund for the benefit of the
remaining shareholders. The redemption fee was accounted for as an
addition to paid-in capital. The Fund will no longer impose the 2%
redemption fee on Fund shares acquired (either by purchase or exchange) on
or after June 1, 2009.

Expenses. Expenses of the Corporation arising in connection with a specific
fund are allocated to that fund. Other Corporation expenses which cannot
be directly attributed to a fund are apportioned among the funds in the
Corporation.

Contingencies. In the normal course of business, the Fund may enter into
contracts with service providers that contain general indemnification
clauses. The Fund's maximum exposure under these arrangements is
unknown as this would involve future claims that may be made against the
Fund that have not yet been made. However, based on experience, the Fund
expects the risk of loss to be remote.

Real Estate Investment Trusts.The Fund periodically recharacterizes
distributions received from a Real Estate Investment Trust ("REIT")
investment based on information provided by the REIT into the following
categories: ordinary income, long-term and short-term capital gains, and
return of capital. If information is not available timely from a REIT, the
recharacterization will be estimated and a recharacterization will be made in
the following year when such information becomes available. Distributions
received from REITs in excess of income are recorded as either a reduction
of cost of investments or realized gains. The 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 tax return of capital.

Other. Investment transactions are accounted for on a trade date plus one
basis for daily net asset valuation calculations. However, for financial
reporting purposes, investment security transactions are reported on trade
date. Interest income is recorded on the accrual basis. Dividend income is
recorded on the ex-dividend date net of foreign withholding taxes. Certain
dividends from foreign securities may be recorded subsequent to the
ex-dividend date as soon as the Fund is informed of such dividends. Realized
gains and losses from investment transactions are recorded on an identified
cost basis.

B. Purchases and Sales of Securities

During the six months ended May 31, 2009, purchases and sales of
investment securities (excluding short-term investments) aggregated
$41,427,879 and $45,188,592, respectively.

C. Related Parties

Management Agreement. Under the Investment Management Agreement
with Deutsche Investment Management Americas Inc. ("DIMA" or the
"Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the
Advisor directs the investments of the Fund in accordance with its
investment objectives, policies and restrictions. The Advisor determines the
securities, instruments and other contracts relating to investments to be
purchased, sold or entered into by the Fund or delegates such responsibility
to the Fund's subadvisor. In addition to portfolio management services, the
Advisor provides certain administrative services in accordance with the
Investment Management Agreement.

Dreman Value Management, L.L.C. ("DVM" or the "Subadvisor") serves as
subadvisor with respect to the investment and reinvestment of assets of
the Fund, and is paid by the Advisor for its services.

Pursuant to the Investment Management Agreement with the Advisor, the
Fund pays a monthly management fee based on the Fund's average daily net
assets, computed and accrued daily and payable monthly, at the following
annual rates:

|First $250 million of the Fund's average daily net assets | .750%
|--------------------------------------------------------- | -----
|Next $250 million of such net assets                      | .720%
|Next $2.0 billion of such net assets                      | .700%
|Next $1.5 billion of such net assets                      | .680%
|Over $4.0 billion of such assets                          | .660%

For the period from December 1, 2008 through February 28, 2010, the
Advisor has contractually agreed to waive all or a portion of its management
fee and reimburse or pay certain operating expenses of the Fund (excluding
certain expenses such as extraordinary expenses, taxes, brokerage and
interest) to the extent necessary to maintain the operating expenses of each
class as follows:

|Class A             | 1.35%
|------------------- | -----
|Class B             | 2.05%
|Class C             | 2.05%
|Class S             | 1.00%
|Institutional Class | 1.00%

Accordingly, for the six months ended May 31, 2009, the Advisor waived a
portion of its management fee pursuant to the Investment Management
Agreement aggregating $18,732 and the amount charged aggregated
$483,678, which was the equivalent to an annualized effective rate of 0.72%
of the Fund's average daily net assets.

Service Provider Fees. DWS Investments Service Company ("DISC"), an
affiliate of the Advisor, is the transfer agent, dividend-paying agent and
shareholder service agent of the Fund. Pursuant to a sub-transfer agency
agreement between DISC and DST Systems, Inc. ("DST"), DISC has
delegated certain transfer agent, dividend-paying agent and shareholder
service agent functions to DST. DISC compensates DST out of the
shareholder servicing fee it receives from the Fund. For the six months
ended May 31, 2009, the amounts charged to the Fund by DISC were as
follows:

|Services to Shareholders | Total
Aggregated | Waived        | Unpaid at
May 31, 2009
|------------------------ | ---------------- | ------------- | ----------------------
|Class A                  | $      57,603    | $      36,078 | $      3,096          
|Class B                  | 8,400            | 7,117         |                      
|Class C                  | 25,498           | 19,634        |                      
|Class S                  | 114,197          | 100,138       | 4,123                 
|Institutional Class      | 355              | 355           |                      
|                         | $   206,053      | $   163,322   | $   7,219             

DWS Investments Fund Accounting Corporation ("DIFA"), an affiliate of the
Advisor, is responsible for computing the daily net asset value per share and
maintaining the portfolio and general accounting records of the Fund. DIFA
has retained State Street Bank and Trust Company to provide certain
administrative, fund accounting and record-keeping services to the Fund. For
the six months ended May 31, 2009, the amount charged to the Fund by
DIFA for accounting services aggregated $10,048, of which $1,892 was
unpaid.

Distribution and Service Fees. Under the Fund's Class B and Class C 12b-1
Plans, DWS Investments Distributors, Inc. ("DIDI"), an affiliate of the
Advisor, receives a fee ("Distribution Fee") of 0.75% of average daily net
assets of each of Class B and C shares. In accordance with the Fund's
Underwriting and Distribution Services Agreement, DIDI enters into related
selling group agreements with various firms at various rates for sales of
Class B and C shares, respectively. For the six months ended May 31, 2009,
the Distribution Fee was as follows:

|Distribution Fee | Total
Aggregated | Unpaid at
May 31, 2009
|---------------- | ---------------- | ----------------------
|Class B          | $      8,868     | $      1,516          
|Class C          | 43,765           | 7,543                 
|                 | $   52,633       | $   9,059             

In addition, DIDI provides information and administrative services for a fee
("Service Fee") to Class A, B and C shareholders at an annual rate of up to
0.25% of average daily net assets for each such class. DIDI in turn has
various agreements with financial services firms that provide these services
and pays these fees based upon the assets of shareholder accounts the
firms service. For the six months ended May 31, 2009, the Service Fee was
as follows:

|Service Fee | Total
Aggregated | Unpaid at
May 31, 2009 | Annualized
Effective Rate
|----------- | ---------------- | ---------------------- | -------------------------
|Class A     | $      38,953    | $      14,322          | .24%                     
|Class B     | 2,923            | 973                    | .25%                     
|Class C     | 14,472           | 4,511                  | .25%                     
|            | $   56,348       | $   19,806             |                          

Underwriting and Contingent Deferred Sales Charge. DIDI is the
principal underwriter for the Fund. Underwriting commissions paid in
connection with the distribution of Class A shares for the six months ended
May 31, 2009 aggregated $3,134.

In addition, DIDI receives any contingent deferred sales charge ("CDSC")
from Class B share redemptions occurring within six years of purchase and
Class C share redemptions occurring within one year of purchase. There is
no such charge upon redemption of any share appreciation or reinvested
dividends. The CDSC is based on declining rates, ranging from 4% to 1%
for Class B and 1% for Class C, of the value of the shares redeemed. For
the six months ended May 31, 2009, the CDSC for Class B and C shares
aggregated $3,874 and $1,118, respectively. A deferred sales charge of up to
1% is assessed on certain redemptions of Class A shares.

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA
is compensated for providing typesetting and certain regulatory filing
services to the Fund. For the six months ended May 31, 2009, the amount
charged to the Fund by DIMA included in the Statement of Operations
under "reports to shareholders" aggregated $10,964, of which $2,265 is
unpaid.

Directors' Fees and Expenses. The Fund paid each Director not affiliated
with the Advisor retainer fees plus specified amounts for various committee
services and for the Board Chairperson.

Cash Management QP Trust. Pursuant to an Exemptive Order issued by the
SEC, the Fund may invest in the Cash Management QP Trust (the
"QP Trust") and other affiliated funds managed by the Advisor. The QP Trust
seeks to provide as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. The QP Trust does
not pay the Advisor a management fee for the affiliated funds' investments
in the QP Trust.

D. Line of Credit

The Fund and other affiliated funds (the "Participants") share in a
$450 million revolving credit facility provided by a syndication of banks. The
Fund may borrow for temporary or emergency purposes, including the
meeting of redemption requests that otherwise might require the untimely
disposition of securities. The Participants are charged an annual
commitment fee which is allocated based on net assets, among each of the
Participants. Interest is calculated at a rate per annum equal to the sum of
the Federal Funds Rate plus 1.25 percent plus if LIBOR exceeds the Federal
Funds Rate the amount of such excess. The Fund may borrow up to a
maximum of 33 percent of its net assets under the agreement.

E. Share Transactions

The following table summarizes share and dollar activity in the Fund:

|                                                               | Six Months Ended May 31, 2009 | Year Ended November 30, 2008
|-------------------------------------------------------------- | ----------------------------- | ----------------------------
|                                                               | Shares                        | Dollars                     
|Shares sold                                                   
|Class A                                                        | 787,293                       | $      5,288,706            
|Class B                                                        | 28,447                        | 189,333                     
|Class C                                                        | 228,070                       | 1,512,784                   
|Class S                                                        | 762,770                       | 5,074,625                   
|Institutional Class                                            | 518,351                       | 3,428,845                   
|                                                               |                               | $   15,494,293              
|Shares issued in tax-free reorganization*                     
|Class A                                                        |                              | $                          
|Class B                                                        |                              |                            
|Class C                                                        |                              |                            
|Class S                                                        |                              |                            
|                                                               |                               | $                          
|Shares issued to shareholders in reinvestment of distributions
|Class A                                                        | 60,667                        | $      396,759              
|Class B                                                        | 2,010                         | 13,148                      
|Class C                                                        | 9,019                         | 58,989                      
|Class S                                                        | 184,565                       | 1,205,207                   
|Institutional Class                                            | 30,857                        | 201,806                     
|                                                               |                               | $   1,875,909               
|Shares redeemed                                               
|Class A                                                        | (1,186,269)                   | $      (7,619,982)          
|Class B                                                        | (78,149)                      | (513,988)                   
|Class C                                                        | (402,251)                     | (2,529,993)                 
|Class S                                                        | (1,206,710)                   | (7,772,968)                 
|Institutional Class                                            | (527,757)                     | (3,543,211)                 
|                                                               |                               | $   (21,980,142)            
|Redemption fees                                                |                               | $   749                     
|Net increase (decrease)                                       
|Class A                                                        | (338,309)                     | $      (1,934,508)          
|Class B                                                        | (47,692)                      | (311,507)                   
|Class C                                                        | (165,162)                     | (957,521)                   
|Class S                                                        | (259,375)                     | (1,493,095)                 
|Institutional Class                                            | 21,451                        | 87,440                      
|                                                               |                               | $   (4,609,191)             

F. Acquisition of Assets

On July 25, 2008, the Fund acquired all of the net assets of DWS Small Cap
Value Fund pursuant to a plan of reorganization approved by shareholders on
July 10, 2008. The acquisition was accomplished by a tax-free exchange of
621,203 Class A shares, 104,675 Class B shares, 237,149 Class C shares
and 7,266,514 Class S shares of DWS Small Cap Value Fund for 955,269
Class A shares, 152,384 Class B shares, 347,503 Class C shares and
11,110,270 Class S shares of DWS Dreman Mid Cap Value Fund,
respectively, outstanding on July 25, 2008. DWS Small Cap Value Fund's net
assets at that date, $126,606,316, including $2,661,604 of net unrealized
appreciation, were combined with those of the Fund. The aggregate net
assets of the Fund immediately before the acquisition were $91,431,763.
The combined net assets of the Fund immediately following the acquisition
were $218,038,079.

G. Payments by Affiliates

During the six months ended May 31, 2009, the Advisor fully reimbursed
the Fund $1,647 for a loss incurred as a result of a breach of the Fund's
investment restrictions. The amount of the loss was less than 0.01% of the
Fund's average daily net assets, thus having no impact on the Fund's total
return.

Summary of Management Fee Evaluation by
Independent Fee Consultant

October 24, 2008

Pursuant to an Order entered into by Deutsche Investment Management
Americas and affiliates (collectively, "DeAM") with the Attorney General of
New York, I, Thomas H. Mack, have been appointed the Independent Fee
Consultant for the DWS Funds (formerly the DWS Scudder Funds). My
duties include preparing an annual written evaluation of the management
fees DeAM charges the Funds, considering among other factors the
management fees charged by other mutual fund companies for like
services, management fees DeAM charges other clients for like services,
DeAM's costs of supplying services under the management agreements
and related profit margins, possible economies of scale if a Fund grows
larger, and the nature and quality of DeAM's services, including fund
performance. This report summarizes my evaluation for 2008, including my
qualifications, the evaluation process for each of the DWS Funds,
consideration of certain complex-level factors, and my conclusions. I served
in substantially the same capacity in 2007.

Qualifications

For more than 35 years I have served in various professional capacities
within the investment management business. I have held investment
analysis and advisory positions, including securities analyst, portfolio
strategist and director of investment policy with a large investment firm. I
have also performed business management functions, including business
development, financial management and marketing research and analysis.

Since 1991, I have been an independent consultant within the asset
management industry. I have provided services to over 125 client
organizations, including investment managers, mutual fund boards, product
distributors and related organizations. Over the past ten years I have
completed a number of assignments for mutual fund boards, specifically
including assisting boards with management contract renewal.

I hold a Master of Business Administration degree, with highest honors,
from Harvard University and Master of Science and Bachelor of Science
(highest honors) degrees from the University of California at Berkeley. I am
an independent director and audit committee financial expert for two
closed-end mutual funds, serve on the board of directors of a private market
research company, and have served in various leadership and financial
oversight capacities with non-profit organizations.

Evaluation of Fees for each DWS Fund

My work focused primarily on evaluating, fund-by-fund, the fees charged to
each of the 129 Fund portfolios in the DWS Fund family. For each Fund, I
considered each of the key factors mentioned above, as well as any other
relevant information. In doing so I worked closely with the Funds'
Independent Directors in their annual contract renewal process, as well as in
their approval of contracts for several new funds (documented separately).

In evaluating each Fund's fees, I reviewed comprehensive materials provided
by or on behalf of DeAM, including expense information prepared by Lipper
Analytical, comparative performance information, profitability data, manager
histories, and other materials. I also accessed certain additional information
from the Lipper, Strategic Insight, and Morningstar databases and drew on
my industry knowledge and experience.

To facilitate evaluating this considerable body of information, I prepared for
each Fund a document summarizing the key data elements in each area as
well as additional analytics discussed below. This made it possible to
consider each key data element in the context of the others.

In the course of contract renewal, DeAM agreed to implement a number of
fee and expense adjustments requested by the Independent Directors
which will favorably impact future fees and expenses, and my evaluation
includes the effects of these changes.

Fees and Expenses Compared with Other Funds

The competitive fee and expense evaluation for each fund focused on two
primary comparisons:

The Fund's contractual management fee (the advisory fee plus the
administration fee where applicable) compared with those of a group
of typically 12-15 funds in the same Lipper investment category
(e.g. Large Capitalization Growth) having similar distribution arrangements
and being of similar size.

The Fund's total expenses compared with a broader universe of funds
from the same Lipper investment category and having similar distribution
arrangements.

These two comparisons provide a view of not only the level of the fee
compared with funds of similar scale but also the total expense the Fund
bears for all the services it receives, in comparison with the investment
choices available in the Fund's investment category and distribution channel.
The principal figure-of-merit used in these comparisons was the subject
Fund's percentile ranking against peers.

DeAM's Fees for Similar Services to Others

DeAM provided management fee schedules for all of its US domiciled fund
and non-fund investment management accounts in any of the investment
categories where there is a DWS Fund. These similar products included the
other DWS Funds, non-fund pooled accounts, institutional accounts and
sub-advisory accounts. Using this information, I calculated for each Fund the
fee that would be charged to each similar product, at the subject Fund's
asset level.

Evaluating information regarding non-fund products is difficult because there
are varying levels of services required for different types of accounts, with
mutual funds generally requiring considerably more regulatory and
administrative types of service as well as having more frequent cash flows
than other types of accounts. Also, while mutual fund fees for similar fund
products can be expected to be similar, there will be some differences due
to different pricing conditions in different distribution channels (e.g. retail
funds versus those used in variable insurance products), differences in
underlying investment processes and other factors.

Costs and Profit Margins

DeAM provided a detailed profitability analysis for each Fund. After making
some adjustments so that the presentation would be more comparable to
the available industry figures, I reviewed profit margins from investment
management alone, from investment management plus other fund services
(excluding distribution) provided to the Funds by DeAM (principally
shareholder services), and DeAM profits from all sources, including
distribution. A later section comments on overall profitability.

Economies of Scale

Economies of scale  an expected decline in management cost per dollar
of fund assets as fund assets grow  are very rarely quantified and
documented because of inherent difficulties in collecting and analyzing
relevant data. However, in virtually every investment category that I
reviewed, larger funds tend to have lower fees and lower total expenses
than smaller funds. To see how each DWS Fund compares with this industry
observation, I reviewed:

The trend in Fund assets over the last five years and the accompanying
trend in total expenses. This shows if the Fund has grown and, if so,
whether total expense (management fees as well as other expenses)
have declined as a percent of assets.

Whether the Fund has break-points in its management fee schedule, the
extent of the fee reduction built into the schedule and the asset levels
where the breaks take effect, and in the case of a sub-advised Fund how
the Fund's break-points compare with those of the sub-advisory fee
schedule.

How the Fund's contractual fee schedule compares with trends in the
industry data. To accomplish this, I constructed a chart showing how
actual latest-fiscal-year contractual fees of the Fund and of other similar
funds relate to average fund assets, with the subject Fund's contractual
fee schedule superimposed.

Quality of Service  Performance

The quality-of-service evaluation focused on investment performance, which
is the principal result of the investment management service. Each Fund's
performance was reviewed over the past 1, 3, 5 and 10 years, as applicable,
and compared with that of other funds in the same investment category and
with a suitable market index.

In addition, I calculated and reviewed risk-adjusted returns relative to an
index of similar mutual funds' returns and a suitable market index. The
risk-adjusted returns analysis provides a way of determining the extent to
which the Fund's return comparisons are mainly the product of investment
value-added (or lack thereof) or alternatively taking considerably more or less
risk than is typical in its investment category.

I also received and considered the history of portfolio manager changes for
each Fund, as this provided an important context for evaluating the
performance results.

Complex-Level Considerations

While this evaluation was conducted mainly at the individual fund level,
there are some issues relating to the reasonableness of fees that can
alternatively be considered across the whole fund complex:

I reviewed DeAM's profitability analysis for all DWS Funds, with a view
toward determining if the allocation procedures used were reasonable
and how profit levels compared with public data for other investment
managers.

I considered whether DeAM and affiliates receive any significant ancillary
or "fall-out" benefits that should be considered in interpreting the direct
profitability results. These would be situations where serving as the
investment manager of the Funds is beneficial to another part of the
Deutsche Bank organization.

I considered how aggregated DWS Fund expenses had varied over the
years, by asset class and in the context of trends in asset levels.

I reviewed the structure of the DeAM organization, trends in staffing
levels, and information on compensation of investment management and
other professionals compared with industry data.

Findings

Based on the process and analysis discussed above, which included
reviewing a wide range of information from management and external data
sources and considering among other factors the fees DeAM charges other
clients, the fees charged by other fund managers, DeAM's costs and profits
associated with managing the Funds, economies of scale, possible fall-out
benefits, and the nature and quality of services provided, in my opinion the
management fees charged the DWS Funds are reasonable.

dmcv_sigmack1Thomas H. Mack

Summary of Administrative Fee Evaluation
by Independent Fee Consultant

September 29, 2008

Pursuant to an Order entered into by Deutsche Asset Management (DeAM)
with the Attorney General of New York, I, Thomas H. Mack, have been
appointed the Independent Fee Consultant for the DWS Funds and have as
part of my duties evaluated the reasonableness of the proposed
management fees to be charged by DeAM to the DWS Funds, taking onto
account a proposal to pass through to the funds certain fund
accounting-related charges in connection with new regulatory requirements.
My evaluation considered the following:

•   While the proposal would alter the services to be provided under the
Administration Agreement, which I consider to be part of fund
management under the Order, it is my opinion that the change in
services is slight and that the scope of prospective services under the
combination of the Advisory and Administration Agreements continues
to be comparable with those typically provided to competitive funds
under their management agreements.

•   While the proposal would increase fund expenses, according to a pro
forma analysis performed by management, the prospective effect is less
than .01% for all but seven of the DeAM Funds' 438 active share
classes, and in all cases the effect is less than .03% and overall
expenses would remain reasonable in my opinion.

Based on the foregoing considerations, in my opinion the fees and expenses
for all of the DWS Funds will remain reasonable if the Directors adopt this
proposal.

dmcv_sigmack0Thomas H. Mack

Account Management Resources

|                      
|----------------------
|For More
Information  
|Web Site              
|Written
Correspondence
|Proxy Voting          
|Principal
Underwriter 

|              | Class A    | Class B    | Class C    | Class S    | Institutional
Class
|------------- | ---------- | ---------- | ---------- | ---------- | -------------------
|Nasdaq Symbol | MIDVX      | MIDYX      | MIDZX      | MIDTX      | MIDIX              
|CUSIP Number  | 23338F-747 | 23338F-739 | 23338F-721 | 23338F-713 | 23338F-697         
|Fund Number   | 417        | 617        | 717        | 2117       | 1417               

Privacy Statement

Dear Valued Client:

We want to make sure you know our policy regarding the way in which our
clients' private information is handled at DWS Investments. The following
information is issued by DWS Investments Distributors, Inc., Deutsche
Investment Management Americas Inc., DeAM Investor Services, Inc.,
DWS Trust Company and the DWS Funds.

We consider privacy fundamental to our client relationships and adhere
to the policies and practices described below to protect current and
former clients' information.We never sell customer lists or individual
client information. Internal policies are in place to protect confidentiality,
while allowing client needs to be served. Only individuals who need to do
so in carrying out their job responsibilities may access client information. We
maintain physical, electronic and procedural safeguards that comply with
federal and state standards to protect confidentiality. These safeguards
extend to all forms of interaction with us, including the Internet.

In the normal course of business, clients give us nonpublic personal
information on applications and other forms, on our Web sites, and through
transactions with us or our affiliates. Examples of the nonpublic personal
information collected are name, address, Social Security number, and
transaction and balance information. To be able to serve our clients, certain
of this client information is shared with affiliated and nonaffiliated third party
service providers such as transfer agents, custodians and broker-dealers to
assist us in processing transactions and servicing your account.

In addition, we may disclose the information we collect to companies that
perform marketing services on our behalf or to other financial institutions
with which we have joint marketing agreements. These organizations may
only use client information for the purpose designated by the companies
listed above, and additional requirements beyond federal law may be
imposed by certain states. To the extent that these state laws apply, we will
comply with them before we share information about you.

We may also disclose nonpublic personal information about you to other
parties as required or permitted by law. For example, we are required to or
may provide information to government entities or regulatory bodies in
response to requests for information or subpoenas, to private litigants in
certain circumstances, to law enforcement authorities, or any time we
believe it necessary to protect the firm.

At any time, if you have questions about our policy, please write to us at:

DWS Investments 
Attention: Correspondence  Chicago
P.O. Box 219415
Kansas City, MO  64121-9415     September 2008

Notes

Notes

Notes

dmcv_backcover0




ITEM 2.
        CODE OF ETHICSNot applicable.ITEM 3.
        AUDIT COMMITTEE FINANCIAL EXPERTNot applicable.ITEM 4.
        PRINCIPAL ACCOUNTANT FEES AND SERVICESNot applicable.
  ITEM 5.
        AUDIT COMMITTEE OF LISTED REGISTRANTSNot ApplicableITEM 6.
        SCHEDULE OF INVESTMENTSNot ApplicableITEM 7.
        DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIESNot applicable.ITEM 8.
        PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIESNot applicable.
  ITEM 9.
        PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERSNot Applicable.
  ITEM 10.
        SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERSThe primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Chairman of the Board, P.O. Box 100176, Cape Coral, FL 33910.ITEM 11.
        CONTROLS AND PROCEDURES(a)        The Chief Executive and Financial Officers concluded that the Registrants Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.(b)        There have been no changes in the registrants internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal controls over financial reporting.
  
  ITEM 12.
        EXHIBITS(a)(1)   Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.(b)       Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.


Form N-CSRS Item F  SIGNATURES  Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.  Registrant:
        DWS Dreman Mid Cap Value Fund, a series of DWS Value Series, Inc.By:
        /s/Michael G. Clark
Michael G. Clark
PresidentDate:
        July 30, 2009
   Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.  Registrant:
        DWS Dreman Mid Cap Value Fund, a series of DWS Value Series, Inc.By:
        /s/Michael G. Clark
Michael G. Clark
PresidentDate:
        July 30, 2009By:
        /s/Paul Schubert
Paul Schubert
Chief Financial Officer and TreasurerDate:
        July 30, 2009