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:
        05/31/08
   ITEM 1.REPORT TO STOCKHOLDERS


|MAY 31, 2008
Semiannual Report
to Shareholders
|----------------------------------------------
|                                              
|DWS Dreman Small Cap Value Fund               
|dscv_cover2e0                                 

Contents

|click herePerformance Summary
click hereInformation About Your Fund's Expenses
click herePortfolio Management Review
click herePortfolio Summary
click hereInvestment Portfolio
click hereFinancial Statements
click hereFinancial Highlights
click hereNotes to Financial Statements
click hereShareholder Meeting Results
click hereSummary of Management Fee Evaluation by Independent
Fee Consultant
click hereAccount Management Resources
click herePrivacy 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 small companies involve greater risk, as
they often have limited product lines, markets or financial resources and may be exposed
to more erratic and abrupt market movements than securities of larger, more-established
companies. 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 and increase its overall potential risk. The
Fund is no longer available to new investors except under certain circumstances. Please
read this fund's prospectus for specific details regarding its investments and 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, 2008

Class 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 charges.

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 1, 2008
are 1.21%, 2.03%, 1.96% and 0.87% 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, 2008.

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

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 5/31/08
|-----------------------------------------------------------------------
|DWS Dreman Small Cap
Value Fund                                        
|Class A                                                                
|Class B                                                                
|Class C                                                                
|Russell 2000® Index+                                                   
|Russell 2000® Value Index++                                            

|                           | 6-Month | 1-Year  | 3-Year | 5-Year | Life of
Class*
|-------------------------- | -------- | ------- | ------ | ------ | --------------
|Institutional Class        | .83%     | -5.78%  | 13.29% | 17.96% | 16.53%        
|Russell 2000 Index+        | -1.87%   | -10.54% | 7.95%  | 12.47% | 13.33%        
|Russell 2000 Value Index++ | -1.12%   | -15.33% | 6.38%  | 12.64% | 13.04%        

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

|Net Asset Value and Distribution Information                       
|-------------------------------------------------------------------
|                                                                   
|Net Asset Value:
5/31/08                                           
|11/30/07                                                           
|Distribution Information:
Six Months as of 5/31/08:Income Dividends
|Capital Gain Distributions                                         

|Class A Lipper Rankings  Small-Cap Core Funds Categoryas of 5/31/08
|--------------------------------------------------------------------
|Period                                                              
|1-Year                                                              
|3-Year                                                              
|5-Year                                                              
|10-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.

|Growth of an Assumed $10,000 Investment(Adjusted for Maximum Sales Charge)                    
|----------------------------------------------------------------------------------------------
|[]DWS Dreman Small Cap Value Fund  Class A
[]Russell 2000 Index+
[]Russell 2000 Value Index++
|dscv_g10k250                                                                                  
|Yearly periods ended May 31                                                                   

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 5/31/08
|--------------------------------------------------------------------
|DWS Dreman Small Cap Value Fund                                     
|Class A                                                             
|Average annual total return                                         
|Class B                                                             
|Average annual total return                                         
|Class C                                                             
|Average annual total return                                         
|Russell 2000 Index+                                                 
|Average annual total return                                         
|Russell 2000 Value
Index++                                          
|Average annual total return                                         

The growth of $10,000 is cumulative.

|Growth of an Assumed $1,000,000 Investment                                                                
|----------------------------------------------------------------------------------------------------------
|[]DWS Dreman Small Cap Value Fund  Institutional Class
[]Russell 2000 Index+
[]Russell 2000 Value Index++
|dscv_g10k240                                                                                              
|Yearly periods ended May 31                                                                               

|Comparative Resultsas of 5/31/08
|--------------------------------
|DWS Dreman Small Cap Value Fund 
|Institutional
Class             
|Average annual total return     
|Russell 2000
Index+             
|Average annual total return     
|Russell 2000
Value Index++      
|Average annual total return     

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

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

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 1, 2008 is
1.06% 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, 2008.

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

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 5/31/08
|-----------------------------------------
|DWS Dreman Small Cap Value Fund          
|Class S                                  
|Russell 2000 Index+                      
|Russell 2000 Value Index++               

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

|Net Asset Value and Distribution Information                       
|-------------------------------------------------------------------
|                                                                   
|Net Asset Value:
5/31/08                                           
|11/30/07                                                           
|Distribution Information:
Six Months as of 5/31/08:Income Dividends
|Capital Gain Distributions                                         

|Class S Lipper Rankings  Small-Cap Core Funds Categoryas of 5/31/08
|--------------------------------------------------------------------
|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 Small Cap Value Fund  Class S
[]Russell 2000 Index+
[]Russell 2000 Value Index++
|dscv_g10k230                                                                                  
|                                                                                              

|Comparative Resultsas of 5/31/08
|--------------------------------
|DWS Dreman Small Cap Value Fund 
|Class S                         
|Average annual total return     
|Russell 2000 Index+             
|Average annual total return     
|Russell 2000 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. 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, 2007 to
May 31, 2008).

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, 2008
|------------------------------------------------------------------------------
|Actual Fund Return                                                            
|Beginning Account Value 12/1/07                                               
|Ending Account Value 5/31/08                                                  
|Expenses Paid per $1,000*                                                     
|Hypothetical 5% Fund Return                                                   
|Beginning Account Value 12/1/07                                               
|Ending Account Value 5/31/08                                                  
|Expenses Paid per $1,000*                                                     

|Annualized Expense Ratios       | Class A | Class B | Class C | Class S | Institutional
Class
|------------------------------- | ------- | ------- | ------- | ------- | -------------------
|DWS Dreman Small Cap
Value Fund | 1.30%   | 2.15%   | 2.04%   | 1.11%   | .88%               

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

Portfolio Management Review

In the following interview, the portfolio management team discusses
the market environment and performance of DWS Dreman Small Cap
Value Fund for the six months ended May 31, 2008.

The views expressed in the following discussion reflect those of the portfolio management
team only through the end of the period of the report as stated on the cover. The management
team's views are subject to change at any time based on market and other conditions and
should not be construed as a recommendation. Past performance is no guarantee of future
results.

Q: How would you describe the market environment over the last
six months?

A:This has been an extraordinarily challenging time for all investors,
with considerable economic uncertainty and significant turmoil
throughout capital markets. In the last few months of 2007, what
began as a correction in the US housing market accelerated into a
crisis in the subprime mortgage market with profound implications
for the entire US economy and related effects on global markets and
economies. By early 2008, financial markets had become very
uncomfortable with risk, as demonstrated by wider credit spreads,
severe dislocation in short-term credit markets, overall tightening of
financial conditions and a highly volatile equity market. Because of a
few rather dramatic trading excesses and business failures, banks
became fearful of lending to one another, and there has been an
extreme degree of risk aversion throughout credit markets. As
midyear 2008 approached, US markets were faced with additional
bad news, including liquidity problems experienced by major
financial institutions, increased concern about rising prices for
energy and food, and rising unemployment.

Essentially all equity indices posted negative returns for this period.
The Russell 3000® Index, which is generally regarded as a good
indicator of the broad stock market, had a negative return of -3.63%
for the six months ended May 2008.1The large-cap Russell 1000®
Index posted a return of -3.78% for the six-month period, while the
small-cap Russell 2000® Index returned -1.87%.2

In the small cap category, value stocks performed better than
growth stocks: the return of the Russell 2000® Value Index was
-1.12%, compared with -2.55% for the Russell 2000® Growth
Index.3 By far the strongest industry sector within the Russell 2000
Value Index was energy, which posted a return above 30% for the
period. The only other sector with a positive return was industrials.
The weakest sectors were telecommunications and health care.

Q: How did the fund perform over this period?

A:The fund's return for the six months ended May 31, 2008, (Class
A shares) was 0.62%, compared with a negative return of -1.12 for
the Russell 2000 Value Index. This return places the fund above the
average of its peer group of Lipper Small Cap Core Funds, which
had an average return of -2.16%.4 (Returns are unadjusted for sales
charges. If sales charges had been included, returns would have
been lower. Past performance is no guarantee of future results.
Please see pages 4 through 9 for the performance of other share
classes and more complete performance information.)

Q: How is DWS Dreman Small Cap Value fund managed?

A:Management of the fund is based on the value-oriented
principles that guide all the funds that Dreman manages. The fund
seeks long-term growth of capital by investing primarily in the
common stocks of small-cap companies that we believe are
undervalued but have favorable prospects for appreciation. We
define small-cap companies as those that have a market
capitalization similar to the Russell 2000 Index, which has median
market capitalization of $541 million as of May 31, 2008.

We begin the selection process by identifying small-cap stocks with
below market price-to-earnings ratios. We then compare the stock
price of each company under consideration with its book value, cash
flow and dividend yield to identify those companies that are
financially sound and appear to have a strong potential for long-term
capital appreciation and dividend growth. We assemble a portfolio of
the most attractive stocks, drawing on analysis of the outlook for the
economy as a whole and for various industries and sectors. We may
favor securities from different sectors and industries at different
times, while maintaining variety in terms of industries and
companies represented.

We will normally sell a stock when it no longer qualifies as a
small-cap company, when its price-earnings ratio rises above that of
the Russell 2000 Index, or when fundamental factors change or we
believe other investments offer better opportunities.

Q: What strategies or holdings contributed most to performance
over this period?

A:A major positive was a significant underweight relative to
the Russell 2000 Value Index in the financials sector, which
represents more than 30% of the index.5 Regional banks, thrifts and
real estate investment trusts make up a significant portion of the
small-cap financial sector. These stocks performed quite poorly, as
investors demonstrated concern about the impact of the financial
crisis and weakness in the housing market on these relatively
undiversified businesses. While the US Federal Reserve Board (the
Fed) has demonstrated a determination to keep the largest financial
institutions from failing, it would not bail out a troubled small bank,
and we believe that failures are quite possible.

One of the best performing stocks in the portfolio, surprisingly, was
a participant in the home building industry, Walter Industries, Inc.
However, this company's main business is Appalachian coal, and
earnings have benefited from soaring coal prices.

Also positive was a position in STEC, Inc., which makes solid state
disk drives that were specified as a component of Apple's new
MacBook Air. These drives require less power and run at a cooler
temperature than normal disk drives. As one of the very few
companies with this technology, STEC is benefiting from very
strong demand.

A significant overweight in the industrials sector contributed to
performance, and stocks of companies that participate in world
economic growth providing elements of key infrastructure were
among the fund's best performing holdings. One of these was
Gardner Denver, Inc., which manufactures a variety of pumps,
compressors and other equipment components. Continued
international growth in industrial markets as well as a very active
mining industry are fueling significant growth for Gardner Denver.
Another holding in this group is CommScope Inc., a manufacturer of
fiber optic cable. CommScope stock was weak early in the period
but has bounced back nicely in recent months.

Other positives include Genesee & Wyoming, Inc., an operator of
short-line railroads to coal mines and manufacturing plants, and
several energy companies including Superior Energy Services, Inc.
and PetroQuest Energy, Inc.

Q: What were some of the negatives?

A:The single biggest negative was a significant position in RTI
International Metals, Inc., a titanium processor; this stock has been
in the portfolio for some time and has been a major contributor in
past periods. The stock has experienced what we consider to be a
temporary decline; we believe that increasing demand in the
aerospace industry for lightweight materials that can be used to
build more energy-efficient aircraft has the potential to fuel solid
long-term growth for RTI.

Several holdings in the materials sector performed poorly. These
include Uranium Resources, Inc. and IAMGOLD Corp. We continue
to hold these stocks because we believe world demand for their
products will continue to expand.

Q: Do you have other comments for shareholders?

A:We are pleased that the fund has been able to provide
shareholders a positive return in a very difficult period for investors.
The small-cap market can be quite volatile because many of these
stocks do not trade in great volume, and that volatility often creates
opportunities for our contrarian investment philosophy. We seek
small-cap companies with positive earnings momentum, positive
cash flow and solid balance sheets that are currently priced below
what we see as their intrinsic value. We believe the portfolio is well
positioned for a market that may continue to be challenging, and we
will view any correction as an opportunity to find pockets of market
inefficiency and buy quality stocks that offer good value because
investors have overreacted to bad news.

As always, we thank the fund's shareholders for their continued
support and interest. We believe that our time-tested
contrarian approach, with a focus on companies with solid long-term
earnings-growth prospects and below-market price-earnings ratios,
can help shareholders achieve their long-term investment goals.

Portfolio Summary

|Asset Allocation(As a % of Investment Portfolio
excluding Securities Lending Collateral) | 5/31/08 | 11/30/07
|---------------------------------------------------------------------------------------- | ------- | --------
|                                                                                         |         |         
|Common Stocks                                                                            | 92%     | 90%     
|Cash Equivalents                                                                         | 7%      | 9%      
|Closed End Investment Companies                                                          | 1%      | 1%      
|                                                                                         | 100%    | 100%    

|Sector Diversification(As a % of Common Stocks) | 5/31/08 | 11/30/07
|----------------------------------------------- | ------- | --------
|                                                |         |         
|Industrials                                     | 23%     | 22%     
|Financials                                      | 15%     | 15%     
|Information Technology                          | 12%     | 12%     
|Energy                                          | 10%     | 12%     
|Health Care                                     | 10%     | 10%     
|Consumer Staples                                | 8%      | 8%      
|Materials                                       | 8%      | 9%      
|Utilities                                       | 6%      | 6%      
|Consumer Discretionary                          | 6%      | 4%      
|Telecommunication Services                      | 2%      | 2%      
|                                                | 100%    | 100%    

Asset allocation and sector diversification are subject to change.

|Ten Largest Equity Holdings at May 31, 2008(12.7% of Net Assets)                                                     
|---------------------------------------------------------------------------------------------------------------------
|1.      Anixter International, Inc.
Provider of cabling solutions for private network infrastructure requirements    
|2.      EMCOR Group, Inc.
Provider of mechanical and electrical construction services                                
|3.      The J.M. Smucker Co.
Manufacturers and markets food products on a worldwide basis                            
|4.      URS Corp.
Provider of infrastructure projects involving transportation, pollution control
and hazardous waste
|5.      Pan American Silver Corp.
Explorer and developer of silver mines                                             
|6.      LifePoint Hospitals, Inc.
Provider of health care services through its hospitals                             
|7.      Ralcorp Holdings, Inc.
Manufacturer of private label and branded ready-to-eat cereal products and
snacks     
|8.      CommScope, Inc.
Manufacturer of coaxial television cables                                                    
|9.      Genesee & Wyoming, Inc.
Operator of short line and regional freight railroads                                
|10.     Southern Union Co.
Distributor of natural gas and electricity                                                

Portfolio holdings are subject to change.

For more complete details about the Fund's investment portfolio, see page 19. A quarterly Fact
Sheet is available upon request. Information concerning portfolio holdings of the Fund as of
month end will be posted to www.dws-investments.com on or after the last day of the
following month. In addition, the Fund's top ten holdings and other information about the Fund
is posted on www.dws-investments.com as of the calendar quarter-end on or after the 15th
day following quarter-end. 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, 2008 (Unaudited)

|                                                                   | Shares        | Value ($)  
|------------------------------------------------------------------ | ------------- | -----------
|                                                                   |              
|Common Stocks 91.5%                                               
|Consumer Discretionary 5.3%                                       
|Auto Components 0.2%                                              
|Tenneco, Inc.*                                                     | 153,200       | 3,673,736  
|Diversified Consumer Services 0.6%                                
|Regis Corp.                                                        | 433,450       | 13,150,873 
|Hotels Restaurants & Leisure 0.2%                                 
|International Speedway Corp. "A"                                   | 107,100       | 4,753,098  
|Household Durables 0.7%                                           
|Helen of Troy Ltd.*                                                | 739,500       | 13,214,865 
|Leisure Equipment & Products 0.4%                                 
|Callaway Golf Co.                                                  | 631,500       | 8,020,050  
|Media 0.3%                                                        
|DreamWorks Animation SKG, Inc. "A"*                                | 166,800       | 5,265,876  
|Specialty Retail 1.3%                                             
|Aaron Rents, Inc.                                                  | 200,600       | 4,491,434  
|Conn's, Inc.* (a)                                                  | 338,850       | 5,851,939  
|Penske Automotive Group, Inc. (a)                                  | 229,000       | 4,783,810  
|The Men's Wearhouse, Inc. (a)                                      | 478,500       | 9,919,305  
|                                                                   | 25,046,488   
|Textiles, Apparel & Luxury Goods 1.6%                             
|Hanesbrands, Inc.*                                                 | 148,600       | 4,903,800  
|Phillips-Van Heusen Corp.                                          | 340,764       | 15,480,909 
|Wolverine World Wide, Inc.                                         | 396,900       | 11,394,999 
|                                                                   | 31,779,708   
|Consumer Staples 7.6%                                             
|Food & Staples Retailing 2.4%                                     
|Nash Finch Co. (a)                                                 | 370,200       | 14,156,448 
|Ruddick Corp.                                                      | 481,400       | 17,104,142 
|Weis Markets, Inc.                                                 | 460,400       | 15,888,404 
|                                                                   | 47,148,994   
|Food Products 4.2%                                                
|Del Monte Foods Co.                                                | 1,575,300     | 13,720,863 
|Pilgrim's Pride Corp.                                              | 692,500       | 18,005,000 
|Ralcorp Holdings, Inc.*                                            | 406,650       | 24,399,000 
|The J.M. Smucker Co.                                               | 500,150       | 26,402,919 
|                                                                   | 82,527,782   
|Tobacco 1.0%                                                      
|Vector Group Ltd. (a)                                              | 1,110,707     | 19,404,051 
|Energy 8.8%                                                       
|Energy Equipment & Services 5.8%                                  
|Atwood Oceanics, Inc.*                                             | 116,950       | 11,918,375 
|Helix Energy Solutions Group, Inc.*                                | 312,850       | 12,085,395 
|Hercules Offshore, Inc.* (a)                                       | 421,152       | 14,285,476 
|Hornbeck Offshore Services, Inc.* (a)                              | 97,900        | 5,159,330  
|Key Energy Services, Inc.*                                         | 790,700       | 13,647,482 
|Matrix Service Co.* (a)                                            | 252,950       | 6,098,625  
|NATCO Group, Inc. "A"*                                             | 117,400       | 5,549,498  
|Oil States International, Inc.*                                    | 313,600       | 18,320,512 
|RPC, Inc. (a)                                                      | 811,700       | 12,151,149 
|Superior Energy Services, Inc.* (a)                                | 278,900       | 14,974,141 
|                                                                   | 114,189,983  
|Oil, Gas & Consumable Fuels 3.0%                                  
|Parallel Petroleum Corp.*                                          | 609,350       | 12,802,443 
|Petrohawk Energy Corp.*                                            | 595,400       | 17,492,852 
|PetroQuest Energy, Inc.* (a)                                       | 686,474       | 15,205,399 
|Pinnacle Gas Resources, Inc. 144A*                                 | 459,000       | 1,133,730  
|St. Mary Land & Exploration Co.                                    | 116,800       | 5,952,128  
|Uranium Resources, Inc.* (a)                                       | 1,611,446     | 7,170,935  
|                                                                   | 59,757,487   
|Financials 14.0%                                                  
|Capital Markets 0.7%                                              
|FBR Capital Markets Corp. 144A*                                    | 204,400       | 1,048,572  
|MCG Capital Corp.                                                  | 258,650       | 1,482,065  
|Waddell & Reed Financial, Inc. "A"                                 | 331,250       | 11,713,000 
|                                                                   | 14,243,637   
|Commercial Banks 1.6%                                             
|Citizens Republic Bancorp., Inc. (a)                               | 797,050       | 4,415,657  
|City Holding Co.                                                   | 109,300       | 4,702,086  
|Columbia Banking System, Inc. (a)                                  | 499,600       | 13,354,308 
|FirstMerit Corp.                                                   | 208,300       | 4,209,743  
|MB Financial, Inc. (a)                                             | 164,550       | 4,684,738  
|                                                                   | 31,366,532   
|Diversified Financial Services 0.3%                               
|CMET Finance Holdings, Inc. 144A*                                  | 10,800        | 129,600    
|Financial Federal Corp. (a)                                        | 198,000       | 4,809,420  
|                                                                   | 4,939,020    
|Insurance 10.4%                                                   
|Allied World Assurance Co. Holdings Ltd.                           | 328,850       | 14,995,560 
|Amerisafe, Inc.*                                                   | 632,350       | 10,048,042 
|Argo Group International Holdings Ltd.*                            | 382,794       | 14,772,020 
|CastlePoint Holdings Ltd.                                          | 70,600        | 761,774    
|CastlePoint Holdings Ltd. 144A*                                    | 343,900       | 3,710,681  
|Endurance Specialty Holdings Ltd.                                  | 503,200       | 16,937,712 
|Hanover Insurance Group, Inc.                                      | 401,500       | 18,509,150 
|Hilb Rogal & Hobbs Co.                                             | 307,400       | 9,517,104  
|IPC Holdings Ltd. (a)                                              | 591,400       | 16,795,760 
|Odyssey Re Holdings Corp. (a)                                      | 567,650       | 21,309,581 
|Platinum Underwriters Holdings Ltd.                                | 438,950       | 15,569,556 
|Safety Insurance Group, Inc.                                       | 126,100       | 4,875,026  
|Selective Insurance Group, Inc.                                    | 481,000       | 10,524,280 
|StanCorp Financial Group, Inc.                                     | 300,300       | 16,513,497 
|Tower Group, Inc.                                                  | 467,700       | 12,192,939 
|United Fire & Casualty Co. (a)                                     | 536,800       | 19,373,112 
|                                                                   | 206,405,794  
|Real Estate Investment Trusts 1.0%                                
|Ashford Hospitality Trust (REIT)                                   | 1,456,800     | 8,944,752  
|CapLease, Inc. (REIT) (a)                                          | 1,244,050     | 10,313,175 
|                                                                   | 19,257,927   
|Health Care 9.3%                                                  
|Health Care Equipment & Supplies 1.6%                             
|Kinetic Concepts, Inc.*                                            | 263,000       | 11,422,090 
|Syneron Medical Ltd.*                                              | 290,900       | 4,721,307  
|The Cooper Companies, Inc. (a)                                     | 382,150       | 15,457,968 
|                                                                   | 31,601,365   
|Health Care Providers & Services 5.3%                             
|Amedisys, Inc.* (a)                                                | 283,861       | 14,422,977 
|AmSurg Corp.*                                                      | 185,200       | 5,052,256  
|Apria Healthcare Group, Inc.*                                      | 572,000       | 9,638,200  
|Centene Corp.* (a)                                                 | 564,100       | 11,908,151 
|Healthspring, Inc.*                                                | 1,096,250     | 20,368,325 
|Kindred Healthcare, Inc.*                                          | 352,300       | 9,719,957  
|LifePoint Hospitals, Inc.*                                         | 776,300       | 24,833,837 
|Odyssey HealthCare, Inc.* (a)                                      | 864,800       | 9,434,968  
|                                                                   | 105,378,671  
|Life Sciences Tools & Services 1.3%                               
|Charles River Laboratories International, Inc.*                    | 182,150       | 11,708,602 
|PerkinElmer, Inc.                                                  | 482,250       | 13,638,030 
|                                                                   | 25,346,632   
|Pharmaceuticals 1.1%                                              
|Perrigo Co.                                                        | 458,300       | 16,778,363 
|Sciele Pharma, Inc.* (a)                                           | 212,800       | 4,662,448  
|                                                                   | 21,440,811   
|Industrials 21.3%                                                 
|Aerospace & Defense 2.4%                                          
|CAE, Inc.                                                          | 1,372,050     | 18,193,383 
|Curtiss-Wright Corp.                                               | 104,900       | 5,403,399  
|DRS Technologies, Inc.                                             | 210,900       | 16,614,702 
|Triumph Group, Inc. (a)                                            | 112,400       | 6,990,156  
|                                                                   | 47,201,640   
|Air Freight & Logistics 0.1%                                      
|Air Transport Services Group, Inc.*                                | 1,129,950     | 1,864,418  
|Commercial Services & Supplies 2.9%                               
|Administaff, Inc.                                                  | 354,750       | 9,904,620  
|American Ecology Corp. (a)                                         | 404,750       | 11,624,420 
|Deluxe Corp.                                                       | 421,100       | 9,487,383  
|Ennis, Inc.                                                        | 743,500       | 14,044,715 
|Kelly Services, Inc. "A"                                           | 601,750       | 12,636,750 
|                                                                   | 57,697,888   
|Construction & Engineering 5.0%                                   
|Chicago Bridge & Iron Co. NV (New York Shares)                     | 210,150       | 9,603,855  
|EMCOR Group, Inc.*                                                 | 951,700       | 27,932,395 
|Granite Construction, Inc.                                         | 314,250       | 11,492,122 
|Northwest Pipe Co.*                                                | 203,750       | 9,574,213  
|Sterling Construction Co., Inc.*                                   | 649,050       | 12,909,604 
|URS Corp.*                                                         | 551,300       | 26,357,653 
|                                                                   | 97,869,842   
|Electrical Equipment 3.9%                                         
|General Cable Corp.*                                               | 190,700       | 13,501,560 
|Hubbell, Inc. "B"                                                  | 396,750       | 18,555,997 
|Regal-Beloit Corp.                                                 | 414,650       | 19,281,225 
|Superior Essex, Inc.*                                              | 427,250       | 18,585,375 
|Thomas & Betts Corp.*                                              | 162,250       | 6,890,758  
|                                                                   | 76,814,915   
|Industrial Conglomerates 1.0%                                     
|Walter Industries, Inc.                                            | 214,400       | 19,990,656 
|Machinery 4.1%                                                    
|Barnes Group, Inc.                                                 | 189,200       | 6,043,048  
|Blount International, Inc.*                                        | 332,600       | 4,659,726  
|Gardner Denver, Inc.*                                              | 399,200       | 21,181,552 
|Harsco Corp.                                                       | 292,350       | 18,511,602 
|Kennametal, Inc.                                                   | 144,300       | 5,577,195  
|Mueller Water Products, Inc. "A"                                   | 769,550       | 7,795,542  
|Mueller Water Products, Inc. "B"                                   | 340,846       | 3,374,375  
|Watts Water Technologies, Inc. "A" (a)                             | 508,500       | 14,421,060 
|                                                                   | 81,564,100   
|Road & Rail 1.1%                                                  
|Genesee & Wyoming, Inc.* (a)                                       | 553,350       | 22,587,747 
|Trading Companies & Distributors 0.8%                             
|GATX Corp.                                                         | 109,000       | 5,374,790  
|WESCO International, Inc.*                                         | 213,100       | 9,442,461  
|                                                                   | 14,817,251   
|Information Technology 11.1%                                      
|Communications Equipment 2.0%                                     
|Black Box Corp.                                                    | 588,000       | 16,875,600 
|CommScope, Inc.*                                                   | 412,700       | 22,636,595 
|                                                                   | 39,512,195   
|Computers & Peripherals 1.3%                                      
|Avid Technology, Inc.* (a)                                         | 370,800       | 7,957,368  
|STEC, Inc.* (a)                                                    | 1,469,600     | 18,737,400 
|                                                                   | 26,694,768   
|Electronic Equipment & Instruments 4.0%                           
|Anixter International, Inc.* (a)                                   | 448,000       | 29,124,480 
|Mettler-Toledo International, Inc.*                                | 190,500       | 19,754,850 
|Park Electrochemical Corp.                                         | 580,182       | 17,144,378 
|ScanSource, Inc.* (a)                                              | 409,750       | 12,276,110 
|                                                                   | 78,299,818   
|IT Services 0.9%                                                  
|CACI International, Inc. "A"*                                      | 359,050       | 18,300,778 
|Semiconductors & Semiconductor Equipment 0.8%                     
|MKS Instruments, Inc.*                                             | 644,800       | 15,191,488 
|Software 2.1%                                                     
|Jack Henry & Associates, Inc.                                      | 861,900       | 20,513,220 
|Sybase, Inc.*                                                      | 636,150       | 20,369,523 
|                                                                   | 40,882,743   
|Materials 6.7%                                                    
|Chemicals 1.4%                                                    
|Hercules, Inc.                                                     | 729,200       | 15,043,396 
|OM Group, Inc.*                                                    | 261,000       | 11,348,280 
|                                                                   | 26,391,676   
|Construction Materials 0.7%                                       
|Headwaters, Inc.* (a)                                              | 396,450       | 4,309,411  
|Texas Industries, Inc. (a)                                         | 137,850       | 10,049,265 
|                                                                   | 14,358,676   
|Metals & Mining 4.6%                                              
|Century Aluminum Co.*                                              | 259,100       | 18,914,300 
|IAMGOLD Corp.                                                      | 2,014,250     | 11,904,218 
|Pan American Silver Corp.*                                         | 749,450       | 24,844,267 
|RTI International Metals, Inc.* (a)                                | 506,200       | 21,807,096 
|Sims Group Ltd. (ADR)                                              | 256,660       | 9,465,621  
|Worthington Industries, Inc. (a)                                   | 233,200       | 4,650,008  
|                                                                   | 91,585,510   
|Telecommunication Services 1.7%                                   
|Diversified Telecommunication Services                            
|Alaska Communications Systems Group, Inc. (a)                      | 1,201,300     | 15,544,822 
|Iowa Telecommunications Services, Inc. (a)                         | 977,600       | 18,789,472 
|                                                                   | 34,334,294   
|Utilities 5.7%                                                    
|Electric Utilities 2.0%                                           
|ALLETE, Inc.                                                       | 406,550       | 18,058,951 
|IDACORP, Inc. (a)                                                  | 489,950       | 15,021,867 
|Sierra Pacific Resources                                           | 451,150       | 6,122,105  
|                                                                   | 39,202,923   
|Gas Utilities 2.3%                                                
|Southern Union Co.                                                 | 843,900       | 22,447,740 
|Suburban Propane Partners, LP                                      | 435,350       | 18,023,490 
|Vectren Corp.                                                      | 165,300       | 4,876,350  
|                                                                   | 45,347,580   
|Multi-Utilities 1.4%                                              
|CMS Energy Corp.                                                   | 231,250       | 3,605,188  
|Integrys Energy Group, Inc.                                        | 337,250       | 17,317,787 
|TECO Energy, Inc.                                                  | 357,250       | 7,277,183  
|                                                                   | 28,200,158   
|Total Common Stocks (Cost $1,612,982,465)                          | 1,806,624,444
|                                                                  
|Closed End Investment Companies 1.4%                              
|Apollo Investment Corp. (a)                                        | 944,500       | 17,048,225 
|Tortoise Energy Infrastructure Corp. (a)                           | 345,857       | 11,274,938 
|Total Closed End Investment Companies (Cost $28,381,715)           | 28,323,163   
|                                                                  
|Securities Lending Collateral 12.1%                               
|Daily Assets Fund Institutional, 2.76% (b) (c)
(Cost $238,124,759) | 238,124,759   | 238,124,759
|                                                                  
|Cash Equivalents 7.0%                                             
|Cash Management QP Trust, 2.48% (b) (Cost $138,770,591)            | 138,770,591   | 138,770,591

|                                                 | % of Net
Assets | Value ($)    
|------------------------------------------------ | --------------- | -------------
|                                                 |                
|Total Investment Portfolio(Cost $2,018,259,530)+ | 112.0           | 2,211,842,957
|Other Assets and Liabilities, Net                | (12.0)          | (236,138,700)
|Net Assets                                       | 100.0           | 1,975,704,257

144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These
securities may be resold in transactions exempt from registration, normally to qualified
institutional buyers.

ADR: American Depositary Receipt

REIT: Real Estate Investment Trust

The following is a summary of the inputs used as of May 31, 2008 in valuing the Fund's assets
carried at fair value:

|Valuation Inputs                              | Investments in
Securities at
Value
|--------------------------------------------- | ----------------------------------
|                                              |                                   
|Level 1  Quoted Prices                       | $       2,202,247,736             
|Level 2  Other Significant Observable Inputs | 9,465,621                         
|Level 3  Significant Unobservable Inputs     | 129,600                           
|Total                                         | $    2,211,842,957                

The following is a reconciliation of the Fund's assets in which significant unobservable inputs
(Level 3) were used in determining fair value at May 31, 2008:

|                                                 | Investments in
Securities at
Market Value
|------------------------------------------------ | -----------------------------------------
|                                                 |                                          
|Balance as of December 1, 2007                   | $       129,600                          
|Total realized gains or losses                   |                                         
|Change in unrealized appreciation (depreciation) |                                         
|Net purchases (sales)                            |                                         
|Net transfers in (out) of Level 3                |                                         
|Balance as of May 31, 2008                       | $129,600                                 

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

Financial Statements

|Statement of Assets and Liabilitiesas of May 31, 2008 (Unaudited)                                                  
|-------------------------------------------------------------------------------------------------------------------
|Assets                                                                                                             
|Investments:Investments in securities, at value (cost $1,641,364,180)  including
$230,617,776 of securities loaned
|Investment in Daily Assets Fund Institutional (cost $238,124,759)*                                                 
|Investment in Cash Management QP Trust (cost $138,770,591)                                                         
|Total investments at value (cost $2,018,259,530)                                                                   
|Cash                                                                                                               
|Receivable for investments sold                                                                                    
|Dividends receivable                                                                                               
|Interest receivable                                                                                                
|Receivable for Fund shares sold                                                                                    
|Foreign taxes recoverable                                                                                          
|Other assets                                                                                                       
|Total assets                                                                                                       
|Liabilities                                                                                                        
|Payable for investments purchased                                                                                  
|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, 2008 (Unaudited) (continued)                                                                                                                                                 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Net Asset Value                                                                                                                                                                                                               
|Class A
Net Asset Value and redemption price(a) per share
($1,327,777,335 ÷ 38,195,086 shares of capital stock outstanding,
$.01 par value, 320,000,000 shares authorized)                                                    
|Maximum offering price per share (100 ÷ 94.25 of $34.76)                                                                                                                                                                      
|Class B
Net Asset Value, offering and redemption price(a) (subject to contingent
deferred sales charge) per share ($65,079,710 ÷ 2,064,972 shares of capital
stock outstanding, $.01 par value, 320,000,000 shares authorized)
|Class C
Net Asset Value, offering and redemption price(a) (subject to contingent
deferred sales charge) per share ($210,282,358 ÷ 6,564,516 shares of
capital stock outstanding, $.01 par value, 80,000,000 shares authorized)
|Class S
Net Asset Value, offering and redemption price(a)per share
($231,456,099 ÷ 6,586,410 shares of capital stock outstanding,
$.01 par value, 150,000,000 shares authorized)                                              
|Institutional Class
Net Asset Value, offering and redemption price(a)per share
($141,108,755 ÷ 3,991,220 shares of capital stock outstanding,
$.01 par value, 100,000,000 shares authorized)                                  

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

|Statement of Operationsfor the six months ended May 31, 2008 (Unaudited)                                 
|---------------------------------------------------------------------------------------------------------
|Investment Income                                                                                        
|Income:Dividends (net of foreign taxes withheld of $20,791)                                              
|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                                                                                 
|Distribution and service fees                                                                            
|Custodian fee                                                                                            
|Professional fees                                                                                        
|Directors' fees and expenses                                                                             
|Reports to shareholders and shareholder meeting                                                          
|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  Unaffiliated issuers                                         
|Investments  Affiliated issuers                                                                         
|Foreign currency                                                                                         
|                                                                                                         
|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                                                                      
|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 $2,147,339 and $16,214,365,
respectively)

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

Financial Highlights

|Class A
Years Ended November 30,                                                                                                                                                                                              | 2008a      | 2007       | 2006       | 2005       | 2004       | 2003      
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------- | ---------- | ---------- | ---------- | ---------- | ----------
|Selected Per Share Data                                                                                                                                                                                                      
|Net asset value, beginning
of period                                                                                                                                                                                          | $    39.01 | $    40.05 | $    35.36 | $    31.98 | $    25.27 | $    18.46
|Income (loss) from investment
operations:
Net investment income (loss)b                                                                                                                                                       | .07        | .16        | .13        | .17        | .09        | .17       
|Net realized and unrealized
gain (loss)                                                                                                                                                                                       | .01        | .91        | 8.09       | 3.50       | 6.79       | 6.73      
|Total from investment
operations                                                                                                                                                                                              | .08        | 1.07       | 8.22       | 3.67       | 6.88       | 6.90      
|Less distributions from:
Net investment income                                                                                                                                                                                | (.36)      |           | (.39)      |           | (.17)      | (.09)     
|Net realized gains                                                                                                                                                                                                            | (3.97)     | (2.11)     | (3.14)     | (.29)      |           |          
|Total distributions                                                                                                                                                                                                           | (4.33)     | (2.11)     | (3.53)     | (.29)      | (.17)      | (.09)     
|Redemption fees                                                                                                                                                                                                               | .00***     | .00***     | .00***     | .00***     |           |          
|Net asset value, end of period                                                                                                                                                                                                | $    34.76 | $    39.01 | $    40.05 | $    35.36 | $    31.98 | $    25.27
|Total Return (%)c                                                                                                                                                                                                             | .62**      | 2.79       | 25.45      | 11.55      | 27.37      | 37.49     
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                           
|Net assets, end of period ($ millions)                                                                                                                                                                                        | 1,328      | 1,405      | 1,206      | 703        | 579        | 351       
|Ratio of expenses (%)                                                                                                                                                                                                         | 1.30*      | 1.20       | 1.19       | 1.27       | 1.29       | 1.43      
|Ratio of net investment income
(loss) (%)                                                                                                                                                                                     | .40*       | .42        | .39        | .52        | .35        | .91       
|Portfolio turnover rate (%)                                                                                                                                                                                                   | 16**       | 60         | 48         | 67         | 64         | 67        
|aFor the six months ended May 31, 2008 (Unaudited).bBased on average shares outstanding during period.cTotal return does not reflect the effect of any sales charges.*Annualized**Not annualized***Amount is less than $.005.

|Class B
Years Ended November 30,                                                                                                                                                                                                  | 2008a      | 2007       | 2006       | 2005       | 2004       | 2003      
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------- | ---------- | ---------- | ---------- | ---------- | ----------
|Selected Per Share Data                                                                                                                                                                                                          
|Net asset value, beginning
of period                                                                                                                                                                                              | $    35.59 | $    37.03 | $    32.84 | $    30.01 | $    23.76 | $    17.41
|Income (loss) from investment
operations:
Net investment income (loss)b                                                                                                                                                           | (.07)      | (.10)      | (.13)      | (.09)      | (.12)      | .03       
|Net realized and unrealized
gain (loss)                                                                                                                                                                                           | .01        | .77        | 7.46       | 3.21       | 6.37       | 6.32      
|Total from investment
operations                                                                                                                                                                                                  | (.06)      | .67        | 7.33       | 3.12       | 6.25       | 6.35      
|Less distributions from:
Net investment income                                                                                                                                                                                    | (.04)      |           |           |           |           |          
|Net realized gains                                                                                                                                                                                                                | (3.97)     | (2.11)     | (3.14)     | (.29)      |           |          
|Total distributions                                                                                                                                                                                                               | (4.01)     | (2.11)     | (3.14)     | (.29)      |           |          
|Redemption fees                                                                                                                                                                                                                   | .00***     | .00***     | .00***     | .00***     |           |          
|Net asset value, end of period                                                                                                                                                                                                    | $    31.52 | $    35.59 | $    37.03 | $    32.84 | $    30.01 | $    23.76
|Total Return (%)c                                                                                                                                                                                                                 | .20**      | 1.92       | 24.39      | 10.50      | 26.30      | 36.47     
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                               
|Net assets, end of period ($ millions)                                                                                                                                                                                            | 65         | 92         | 117        | 109        | 125        | 133       
|Ratio of expenses (%)                                                                                                                                                                                                             | 2.15*      | 2.02       | 2.06       | 2.19       | 2.16       | 2.27      
|Ratio of net investment income
(loss) (%)                                                                                                                                                                                         | (.46)*     | (.40)      | (.48)      | (.40)      | (.52)      | .07       
|Portfolio turnover rate (%)                                                                                                                                                                                                       | 16**       | 60         | 48         | 67         | 64         | 67        
|aFor the six months ended May 31, 2008 (Unaudited).bBased on average shares outstanding during the period.cTotal return does not reflect the effect of any sales charges.*Annualized**Not annualized***Amount is less than $.005.

|Class C
Years Ended November 30,                                                                                                                                                                                                  | 2008a      | 2007       | 2006       | 2005       | 2004       | 2003      
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------- | ---------- | ---------- | ---------- | ---------- | ----------
|Selected Per Share Data                                                                                                                                                                                                          
|Net asset value, beginning
of period                                                                                                                                                                                              | $    36.11 | $    37.51 | $    33.19 | $    30.28 | $    23.94 | $    17.54
|Income (loss) from investment
operations:
Net investment income (loss)b                                                                                                                                                           | (.05)      | (.08)      | (.09)      | (.05)      | (.09)      | .04       
|Net realized and unrealized
gain (loss)                                                                                                                                                                                           | .01        | .79        | 7.55       | 3.25       | 6.43       | 6.36      
|Total from investment
operations                                                                                                                                                                                                  | (.04)      | .71        | 7.46       | 3.20       | 6.34       | 6.40      
|Less distributions from:
Net investment income                                                                                                                                                                                    | (.07)      |           |           |           |           |          
|Net realized gains                                                                                                                                                                                                                | (3.97)     | (2.11)     | (3.14)     | (.29)      |           |          
|Total distributions                                                                                                                                                                                                               | (4.04)     | (2.11)     | (3.14)     | (.29)      |           |          
|Redemption fees                                                                                                                                                                                                                   | .00***     | .00***     | .00***     | .00***     |           |          
|Net asset value, end of period                                                                                                                                                                                                    | $    32.03 | $    36.11 | $    37.51 | $    33.19 | $    30.28 | $    23.94
|Total Return (%)c                                                                                                                                                                                                                 | .25**      | 2.00       | 24.54      | 10.64      | 26.48      | 36.49     
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                               
|Net assets, end of period ($ millions)                                                                                                                                                                                            | 210        | 249        | 270        | 152        | 106        | 71        
|Ratio of expenses (%)                                                                                                                                                                                                             | 2.04*      | 1.95       | 1.93       | 2.05       | 2.04       | 2.21      
|Ratio of net investment income
(loss) (%)                                                                                                                                                                                         | (.35)*     | (.33)      | (.35)      | (.26)      | (.40)      | .13       
|Portfolio turnover rate (%)                                                                                                                                                                                                       | 16**       | 60         | 48         | 67         | 64         | 67        
|aFor the six months ended May 31, 2008 (Unaudited).bBased on average shares outstanding during the period.cTotal return does not reflect the effect of any sales charges.*Annualized**Not annualized***Amount is less than $.005.

|Class S
Years Ended November 30,                                                                                                                                                                                                                                              | 2008a      | 2007       | 2006       | 2005b     
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------- | ---------- | ---------- | ----------
|Selected Per Share Data                                                                                                                                                                                                                                                      
|Net asset value, beginning of period                                                                                                                                                                                                                                          | $    39.39 | $    40.37 | $    35.44 | $    33.09
|Income (loss) from investment operations:
Net investment income (loss)c                                                                                                                                                                                                       | .10        | .21        | .23        | .25       
|Net realized and unrealized gain (loss)                                                                                                                                                                                                                                       | .02        | .94        | 8.14       | 2.39      
|Total from investment operations                                                                                                                                                                                                                                              | .12        | 1.15       | 8.37       | 2.64      
|Less distributions from:
Net investment income                                                                                                                                                                                                                                | (.40)      | (.02)      | (.30)      |          
|Net realized gains                                                                                                                                                                                                                                                            | (3.97)     | (2.11)     | (3.14)     | (.29)     
|Total distributions                                                                                                                                                                                                                                                           | (4.37)     | (2.13)     | (3.44)     | (.29)     
|Redemption fees                                                                                                                                                                                                                                                               | .00***     | .00***     | .00***     | .00***    
|Net asset value, end of period                                                                                                                                                                                                                                                | $    35.14 | $    39.39 | $    40.37 | $    35.44
|Total Return (%)                                                                                                                                                                                                                                                              | .72**      | 2.99       | 25.84      | 8.05**    
|Ratios to Average Net Assets and Supplemental Data                                                                                                                                                                                                                           
|Net assets, end of period ($ millions)                                                                                                                                                                                                                                        | 231        | 216        | 154        | 4         
|Ratio of expenses (%)                                                                                                                                                                                                                                                         | 1.11*      | 1.05       | .89        | .98*      
|Ratio of net investment income (loss) (%)                                                                                                                                                                                                                                     | .59*       | .56        | .69        | .97*      
|Portfolio turnover rate (%)                                                                                                                                                                                                                                                   | 16**       | 60         | 48         | 67        
|aFor the six months ended May 31, 2008 (Unaudited).bFor the period from February 28, 2005 (commencement of operations of Class S shares) to
November 30, 2005.cBased on average shares outstanding during the period.*Annualized**Not annualized***Amount is less than $.005.

|Institutional Class
Years Ended November 30,                                                                                                                       | 2008a      | 2007       | 2006       | 2005       | 2004       | 2003      
|------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ---------- | ---------- | ---------- | ---------- | ---------- | ----------
|Selected Per Share Data                                                                                                                                           
|Net asset value, beginning
of period                                                                                                                               | $    39.64 | $    40.58 | $    35.61 | $    32.10 | $    25.31 | $    18.48
|Income (loss) from investment
operations:
Net investment income (loss)b                                                                                            | .14        | .28        | .25        | .27        | .20        | .26       
|Net realized and unrealized
gain (loss)                                                                                                                            | .02        | .93        | 8.18       | 3.53       | 6.81       | 6.71      
|Total from investment
operations                                                                                                                                   | .16        | 1.21       | 8.43       | 3.80       | 7.01       | 6.97      
|Less distributions from:
Net investment income                                                                                                                     | (.48)      | (.04)      | (.32)      |           | (.22)      | (.14)     
|Net realized gains                                                                                                                                                 | (3.97)     | (2.11)     | (3.14)     | (.29)      |           |          
|Total distributions                                                                                                                                                | (4.45)     | (2.15)     | (3.46)     | (.29)      | (.22)      | (.14)     
|Redemption fees                                                                                                                                                    | .00***     | .00***     | .00***     | .00***     |           |          
|Net asset value, end of period                                                                                                                                     | $    35.35 | $    39.64 | $    40.58 | $    35.61 | $    32.10 | $    25.31
|Total Return (%)                                                                                                                                                   | .83**      | 3.14       | 25.88      | 11.91      | 27.91      | 38.07     
|Ratios to Average Net Assets and Supplemental Data                                                                                                                
|Net assets, end of period ($ millions)                                                                                                                             | 141        | 123        | 109        | 34         | 15         | .619      
|Ratio of expenses (%)                                                                                                                                              | .88*       | .86        | .85        | .95        | .88        | .85       
|Ratio of net investment income
(loss) (%)                                                                                                                          | .82*       | .75        | .73        | .84        | .76        | 1.49      
|Portfolio turnover rate (%)                                                                                                                                        | 16**       | 60         | 48         | 67         | 64         | 67        
|aFor the six months ended May 31, 2008 (Unaudited).bBased on average shares outstanding during the period.*Annualized**Not annualized***Amount is less than $.005.

Notes to Financial Statements(Unaudited)

A. Significant Accounting Policies

DWS Dreman Small 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 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. 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 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. Effective
December 29, 2006, the Fund is no longer 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, services 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 the security is traded most extensively.
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.

The Fund adopted Financial Accounting Standards Board Statement of
Financial Accounting Standards No. 157, Fair Value Measurements ("FAS
157"), effective December 1, 2007, which governs the application of
generally accepted accounting principles that require fair value
measurements of the Fund's assets and liabilities. Fair value is an estimate
of the price the Fund would receive upon selling a security in a timely
transaction to an independent buyer in the principal or most advantageous
market of the security. FAS 157 established a three-tier hierarchy to
maximize the use of observable market data and minimize the use of
unobservable inputs and to establish classification of fair value
measurements for disclosure purposes. Inputs refer broadly to the
assumptions that market participants would use in pricing the asset or
liability, including assumptions about risk, for example, the risk inherent in a
particular valuation technique used to measure fair value including such a
pricing model and/or the risk inherent in the inputs to the valuation
technique. Inputs may be observable or unobservable. Observable inputs
are inputs that reflect the assumptions market participants would use in
pricing the asset or liability developed based on market data obtained from
sources independent of the reporting entity. Unobservable inputs are inputs
that reflect the reporting entity's own assumptions about the assumptions
market participants would use in pricing the asset or liability developed
based on the best information available in the circumstances.

Various inputs are used in determining the value of the Fund's investments.
These inputs are summarized in the three broad levels as follows:

•   Level 1  quoted prices in active markets for identical securities

•   Level 2  other significant observable inputs (including quoted prices for
similar securities, interest rates, prepayment speeds, credit risk, etc.)

•   Level 3  significant unobservable inputs (including the Fund's own
assumptions in determining the fair value of investments)

For Level 1 inputs, the Fund uses unadjusted quoted prices in active
markets for assets or liabilities with sufficient frequency and volume to
provide pricing information as the most reliable evidence of fair value. The
Fund's Level 2 valuation techniques include inputs other than quoted prices
within Level 1 that are observable for an asset or liability, either directly or
indirectly. Level 2 observable inputs may include quoted prices for similar
assets and liabilities in active markets or quoted prices for identical or similar
assets or liabilities in markets that are not active in which there are few
transactions, the prices are not current, or price quotations vary
substantially over time or among market participants. Inputs that are
observable for the asset or liability in Level 2 include such factors as interest
rates, yield curves, prepayment speeds, credit risk, and default rates for
similar liabilities. For Level 3 valuation techniques, the Fund uses
unobservable inputs that reflect assumptions market participants would be
expected to use in pricing the asset or liability. Unobservable inputs are
used to measure fair value to the extent that observable inputs are not
available and are developed based on the best information available under
the circumstances. In developing unobservable inputs, market participant
assumptions are used if they are reasonably available without undue cost
and effort.

The Fund may record changes to valuations based on the amount that might
reasonably be expected to receive for a security upon its current sale
consistent with the fair value measurement objective. Each determination is
based on a consideration of all relevant factors, which are likely to vary from
one pricing context to another. Examples of such factors may include, but
are not limited to the type 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 issue 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. Because of the inherent uncertainties of valuation, the
values reflected in the financial statements may materially differ from the
value determined upon sale of those 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. 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 the lending
agent. Either the Fund or the borrower may terminate the loan. The Fund is
subject to all investment risks associated with the value 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.

The Fund has reviewed the tax positions for the open tax years as of
November 30, 2007 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, if
any, 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 certain
securities sold at a loss and passive foreign investment companies. 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. The Fund imposes 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 is assessed
and retained by the Fund for the benefit of the remaining shareholders. The
redemption fee is accounted for as an addition to paid-in-capital.

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 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. Distributions received from Real Estate Investment Trusts in
excess of income are recorded as a reduction of cost of investments and/or
realized gain.

B. Purchases and Sales of Securities

During the six months ended May 31, 2008, purchases and sales of
investment securities (excluding short-term investments) aggregated
$289,979,954 and $337,530,620, 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
responsibilities 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 $750 million of such net assets                      | .720%
|Next $1.5 billion of such net assets                      | .700%
|Next $2.5 billion of such net assets                      | .680%
|Next $2.5 billion of such net assets                      | .650%
|Next $2.5 billion of such net assets                      | .640%
|Next $2.5 billion of such net assets                      | .630%
|Over $12.5 billion of such net assets                     | .620%

For the six months ended May 31, 2008, the fee pursuant to the Investment
Management Agreement was equivalent to an annualized effective rate of
0.71% 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 for 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, 2008, the amounts charged to the Fund by DISC were as
follows:

|Services to Shareholders | Total
Aggregated | Unpaid at
May 31, 2008
|------------------------ | ---------------- | ----------------------
|Class A                  | $       943,292  | $       618,463       
|Class B                  | 97,594           | 68,454                
|Class C                  | 145,493          | 99,589                
|Class S                  | 177,857          | 116,776               
|Institutional Class      | 13,708           | 10,265                
|                         | $    1,377,944   | $    913,547          

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. For the six months ended May 31, 2008, the
Distribution Fee was as follows:

|Distribution Fee | Total
Aggregated | Unpaid at
May 31, 2008
|---------------- | ---------------- | ----------------------
|Class B          | $       279,856  | $       43,641        
|Class C          | 802,122          | 129,986               
|                 | $    1,081,978   | $    173,627          

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, 2008, the Service Fee was
as follows:

|Service Fee | Total
Aggregated  | Unpaid at
May 31, 2008 | Annualized
Effective Rate
|----------- | ----------------- | ---------------------- | -------------------------
|Class A     | $       1,532,625 | $       469,253        | .24%                     
|Class B     | 92,511            | 26,581                 | .25%                     
|Class C     | 267,163           | 66,154                 | .25%                     
|            | $    1,892,299    | $    561,988           |                          

Underwriting Agreement 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, 2008, aggregated $10,947.

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, 2008, the CDSC for Class B and C shares
aggregated $87,375 and $6,877 respectively. A deferred sales charge of up
to 1% is assessed on certain redemptions of Class A shares. For the six
months ended May 31, 2008, DIDI received $1,117 for 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, 2008, the amount
charged to the Fund by DIMA included in the Statement of Operations
under "reports to shareholders and shareholder meeting" aggregated
$12,718, of which $7,211 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.

In connection with the board consolidation on April 1, 2008, of the two DWS
Funds Boards of Directors, certain Independent Board Members retired prior
to their normal retirement date, and received a one-time retirement benefit.
DIMA has agreed to reimburse the Funds for the cost of this benefit. During
the period ended May 31, 2008, the Fund paid its allocated portion of the
retirement benefit of $91,419 to the non-continuing Independent Board
Members, and the Fund was reimbursed by DIMA for this payment.

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. Fee Reductions

For the six months ended May 31, 2008, the Advisor agreed to reimburse
the Fund $1,895, which represents a portion of the expected fee savings for
the Advisor through December 31, 2007, related to the outsourcing by the
Advisor of certain administrative services to an unaffiliated service provider.

In addition, the Fund has entered into an arrangement with its custodian and
transfer agent whereby credits realized as a result of uninvested cash
balances were used to reduce a portion of the Fund's custodian expenses.
During the six months ended May 31, 2008, the custodian fee was reduced
by $275 and $7,386, respectively, for custodian and transfer agent credits
earned.

E. Transactions in Securities of Affiliated Issuers

An affiliated issuer includes any company in which the Fund has ownership
of at least 5% of the outstanding voting securities. A summary of the Fund's
transactions during the six months ended May 31, 2008 with companies
which were affiliates is as follows:

|Affiliate                        | Value ($) at
11/30/2007 | Purchases
Cost ($) | Sales
Cost ($) | Realized
Gain/ 
(Loss) ($) | Dividend
Income($) | Shares at
5/31/ 2008 | Value ($) at
5/31/ 2008
|-------------------------------- | ----------------------- | ------------------ | -------------- | -------------------------- | ------------------ | -------------------- | -----------------------
|STEC Inc.*                       | 25,759,548              | 147,003            | 14,756,876     | 3,987,029                  |                   | 1,469,600            | 18,737,400             
|Sterling
Construction
Co., Inc.* | 14,745,878              | 829,484            |               |                           |                   | 649,050              | 12,909,604             
|                                 | 40,505,426              | 976,487            | 14,756,876     | 3,987,029                  |                   | 2,118,650            | 31,647,004             

F. Line of Credit

The Fund and other affiliated funds (the "Participants") share in a
$490 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 the Federal Funds Rate plus
0.35 percent. The Fund may borrow up to a maximum of 33 percent of its
net assets under the agreement.

G. Share Transactions

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

|                                                               | Six Months Ended May 31, 2008 | Year Ended November 30, 2007
|-------------------------------------------------------------- | ----------------------------- | ----------------------------
|                                                               | Shares                        | Dollars                     
|Shares sold                                                   
|Class A                                                        | 5,873,648                     | $       195,326,425         
|Class B                                                        | 40,270                        | 1,217,075                   
|Class C                                                        | 324,068                       | 10,102,155                  
|Class S                                                        | 1,446,652                     | 48,235,570                  
|Institutional Class                                            | 1,252,718                     | 42,980,407                  
|                                                               |                               | $    297,861,632            
|Shares issued to shareholders in reinvestment of distributions
|Class A                                                        | 3,848,090                     | $       130,678,729         
|Class B                                                        | 292,438                       | 9,048,161                   
|Class C                                                        | 610,009                       | 19,161,840                  
|Class S                                                        | 694,815                       | 23,819,363                  
|Institutional Class                                            | 256,263                       | 8,826,540                   
|                                                               |                               | $    191,534,633            
|Shares redeemed                                               
|Class A                                                        | (7,543,728)                   | $       (250,979,919)       
|Class B                                                        | (842,063)                     | (25,302,754)                
|Class C                                                        | (1,255,774)                   | (38,525,576)                
|Class S                                                        | (1,031,402)                   | (34,413,396)                
|Institutional Class                                            | (615,077)                     | (20,633,821)                
|                                                               |                               | $    (369,855,466)          
|Redemption fees                                                |                               | $    15,660                 
|Net increase (decrease)                                       
|Class A                                                        | 2,178,010                     | $       75,037,055          
|Class B                                                        | (509,355)                     | (15,037,267)                
|Class C                                                        | (321,697)                     | (9,261,487)                 
|Class S                                                        | 1,110,065                     | 37,643,438                  
|Institutional Class                                            | 893,904                       | 31,174,720                  
|                                                               |                               | $    119,556,459            

Shareholder Meeting Results

The Special Meeting of Shareholders of DWS Dreman Small Cap Value Fund
(the "Fund") was held on March 31, 2008 at the offices of Deutsche Asset
Management, 345 Park Avenue, New York, NY 10154. The following matter
was voted upon by the shareholders of said Fund (the resulting votes are
presented below):

1.       Election of the Board of Trustees.

|                       | Number of Votes:
|---------------------- | ----------------
|Trustee                | For             
|John W. Ballantine     | 31,711,033.9047 
|Henry P. Becton, Jr.   | 31,697,901.8271 
|Dawn-Marie Driscoll    | 31,678,716.6917 
|Keith R. Fox           | 31,711,076.3788 
|Paul K. Freeman        | 31,703,639.6167 
|Kenneth C. Froewiss    | 31,716,774.0512 
|Richard J. Herring     | 31,714,463.6505 
|William McClayton      | 31,711,232.7483 
|Rebecca W. Rimel       | 31,675,226.3746 
|William N. Searcy, Jr. | 31,714,008.1021 
|Jean Gleason Stromberg | 31,670,632.2129 
|Robert H. Wadsworth    | 31,697,897.2441 
|Axel Schwarzer         | 31,667,324.1575 

The meeting was reconvened on May 1, 2008, at which time the following
matters were not approved by shareholders because each matter failed to
receive sufficient shareholder votes:

2-A.     Approval of an Amended and Restated Investment Management
Agreement.

|Number of Votes:
|----------------
|For             
|18,317,734.1944 

2-B.     Approval of a Subadvisor Approval Policy.

|Number of Votes:
|----------------
|For             
|18,643,649.8234 

3.     Approval of a Revised Fundamental Investment Policy regarding
Commodities.

|Number of Votes:
|----------------
|For             
|18,816,826.1290 

4-C.     Approval of Articles of Amendment and Restatement.

|Number of Votes:
|----------------
|For             
|18,596,489.5690 

Summary of Management Fee Evaluation by
Independent Fee Consultant

October 26, 2007

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 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 2007, including my qualifications, the evaluation process for
each of the DWS Scudder Funds, consideration of certain complex-level
factors, and my conclusions.

Qualifications

For more than 30 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 several 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 Scudder Fund

My work focused primarily on evaluating, fund-by-fund, the fees charged to
each of the 136 Fund portfolios in the DWS Scudder 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 Scudder Fund. These similar products
included the other DWS Scudder 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 Scudder 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 Scudder 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 Scudder 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 Scudder Funds are reasonable.

dscv_m0Thomas 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 | KDSAX      | KDSBX      | KDSCX      | KDSSX      | KDSIX              
|CUSIP Number  | 23338F-820 | 23338F-812 | 23338F-796 | 23338F-762 | 23338F-754         
|Fund Number   | 088        | 288        | 388        | 2389       | 545                

Privacy Statement

This privacy statement is issued by DWS Investments Distributors, Inc.,
Deutsche Investment Management Americas Inc., DeAM Investor Services,
Inc., DWS Trust Company and the DWS Funds.

We never sell customer lists or individual client information. We consider
privacy fundamental to our client relationships and adhere to the policies
and practices described below to protect current and former clients'
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 with us. In
addition, we may disclose all of 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. The
organizations described above that receive client information may only use it
for the purpose designated by the DWS Investments Companies listed in
the first paragraph of this Privacy Statement.

We may also disclose nonpublic personal information about you to other
parties as required or permitted by law. For example, we are required or we
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.

Questions on this policy may be sent to:

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

September 2007

Notes

Notes

Notes

Notes

Notes

Notes

dscv_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 Small Cap Value Fund, a series of DWS Value Series, Inc.
  By:
        /s/Michael G. Clark
 Michael G. Clark
 President  Date:
        July 30, 2008
   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 Small Cap Value Fund, a series of DWS Value Series, Inc.
  By:
        /s/Michael G. Clark
 Michael G. Clark
 President  Date:
        July 30, 2008
   By:
        /s/Paul Schubert
 Paul Schubert
 Chief Financial Officer and Treasurer  Date:
        July 30, 2008