VALIC Co II N-CSR Certified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-08789

VALIC Company II

(Exact name of registrant as specified in charter)

2929 Allen Parkway, Houston, TX 77019

(Address of principal executive offices) (Zip code)

Kurt W. Bernlohr

Senior Vice President

The Variable Annuity Life Insurance Company

2929 Allen Parkway

Houston, TX 77019

(Name and address of agent for service)

Registrant’s telephone number, including area code: (713) 831-6133

Date of fiscal year end: August 31

Date of reporting period: August 31, 2010

Item 1. Reports to Stockholders

VALIC Company II, Annual Report at August 31, 2010.

VALIC Company II

Annual Report, August 31, 2010

SAVING :INVESTING :PLANNING

VALIC Company II

ANNUAL REPORT AUGUST 31, 2010

TABLE OF CONTENTS

President’s Letter	1
Expense Example	2
Portfolios of Investments:
Aggressive Growth Lifestyle Fund	4
Capital Appreciation Fund	6
Conservative Growth Lifestyle Fund	9
Core Bond Fund	11
High Yield Bond Fund	27
International Small Cap Equity Fund	39
Large Cap Value Fund	47
Mid Cap Growth Fund	52
Mid Cap Value Fund	56
Moderate Growth Lifestyle Fund	61
Money Market II Fund	63
Small Cap Growth Fund	66
Small Cap Value Fund	70
Socially Responsible Fund	80
Strategic Bond Fund	86
Statements of Assets and Liabilities	107
Statements of Operations	110
Statements of Changes in Net Assets	113
Notes to Financial Statements	117
Financial Highlights	132
Report of Independent Registered Public Accounting Firm	140
Approval of Advisory Agreements	141
Trustees and Officers Information	147
Shareholders Tax Information	149
Comparisons: Funds vs. Indexes	150
Supplements to Prospectus	169
Proxy Vote	171

VALIC Company II

PRESIDENT’S LETTER

Dear Valued Investor:

We are pleased to provide you with the following Annual Report for VALIC Company II. The report contains the investment portfolio information and the financial statements of VALIC Company II for the twelve-month period ending August 31, 2010. We encourage you to carefully read this report and hope you find it informative and helpful.

The reporting period showed continued improvement in general economic conditions over the prior year. As confirmed by some of the major market barometers, most U.S. equity and bond markets continued for the most part the recovery that began early in 2009, although improvements in equity markets overseas were more modest and showed slightly negative returns for the reporting period. The twelve-months ending August 31, 2010 saw total returns of 4.91% for the S&P 500^® Index*, 9.18% for the Barclays Capital U.S. Aggregate Bond Index**, and -1.93% for the MSCI EAFE Index (gross)***. Among the factors driving this improvement were interest rates at near record lows, modest inflation and manufacturing and corporate earnings that mostly exceeded expectations. The various government stimulus programs and central bank interventions put in place throughout the world in the last few years were also believed to have had a positive impact as the effects of their increased liquidity continued to work their way through the financial system.

Events both at home and abroad, however, demonstrated that U.S. and overseas economies remain fragile and continue to face important challenges. Domestically, the real estate market remained weak, unemployment high and consumers wary. The massive oil spill in the Gulf of Mexico and the uncertainty surrounding the financial effects of health care and financial reform legislation further illustrated the fragility of any recovery. Overseas, a sovereign debt crisis in Europe late in the period, highlighted by events in Greece, brought structural budget deficits to the forefront and highlighted the unsustainable budget trajectories of many countries, including the U.S. and its states and municipalities. Clearly, questions remain about the sustainability of any long-term global recovery.

Challenging times like these highlight the importance for investors to stay focused on the long-term and stick to tried-and-true investment fundamentals. We believe a well-diversified portfolio across assets classes, investment styles and geographic borders is one such fundamental. Another is staying invested consistent with your risk tolerance, time horizon and long-term investment strategy. Your financial advisor can assist with other fundamentals to help you take greater control of your financial future.

Thank you for your investment with VALIC Company II. We appreciate your ongoing confidence in us and look forward to helping you meet your investment goals in the years ahead.

Sincerely,

Kurt W. Bernlohr, President

VALIC Company II

* The S&P 500^® Index, widely regarded as the best single gauge of the U.S. Equity market, is an index of the stocks of 500 major large-cap U.S. corporations, chosen for market size, liquidity, and industry group representation. It is a market-value weighted index, with each stock’s percentage in the Index in proportion to its market value.

** The Barclays Capital U.S. Aggregate Bond Index, a broad measure of the bond market, is an unmanaged index that is composed of securities from Barclays Capital Government/Corporate Bond Index, Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.

*** The Morgan Stanley Capital International (MSCI), Europe, Australasia, Far East (EAFE) Index (gross) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. The gross index approximates the maximum possible dividend reinvestment and assumes that the amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits.

Past performance of an index does not guarantee the future performance of any investment.

1

VALIC Company II

EXPENSE EXAMPLE — August 31, 2010 (Unaudited)

Disclosure of Fund Expenses in Shareholder Reports

As a shareholder of a Fund in VALIC Company II (“VC II”), you incur ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at March 1, 2010 and held until August 31, 2010. Shares of VC II are currently issued and redeemed only in connection with investments in and payments under variable annuity contracts and variable life insurance policies (“Variable Contracts”) and qualified retirement plans (the “Plans”) offered by The Variable Annuity Life Insurance Company (“VALIC”), the investment adviser to VC II and other life insurance companies affiliated with VALIC. The fees and expenses associated with the Variable Contracts and Plans are not included in these Examples, and had such fees and expenses been included your costs would have been higher. Please see your Variable Contract prospectus or Plan document for more details on the fees associated with the Variable Contract or Plans.

Actual Expenses

The “Actual” section of the table provides information about your actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the column under the heading entitled “Expenses Paid During the Six Months Ended August 31, 2010” to estimate the expenses you paid on your account during this period. The “Expenses Paid During the Six Months Ended August 31, 2010” column and the “Expense Ratio as of August 31, 2010” column do not include fees and expenses that may be charged by the Variable Contracts or Plans, in which the Funds are offered. Had these fees and expenses been included, the “Expenses Paid During the Six Months Ended August 31, 2010” column would have been higher and the “Ending Account Value” would have been lower.

Hypothetical Example for Comparison Purposes

The “Hypothetical” section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. The “Expenses Paid During the Six Months Ended August 31, 2010” column and the “Expense Ratio as of August 31, 2010” column do not include fees and expenses that may be charged by the Variable Contracts or Plans, in which the Funds are offered. Had these fees and expenses been included, the “Expenses Paid During the Six Months Ended August 31, 2010” column would have been higher and the “Ending Account Value” would have been lower.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any fees and expenses that may be charged by the Variable Contracts or Plans. Please refer to your Variable Contract prospectus or Plan document for more information. Therefore, the “hypothetical” example is useful in comparing ongoing costs and will not help you determine the relative total costs of owning different funds. In addition, if these fees and expenses were included, your costs would have been higher.

2

VALIC Company II

EXPENSE EXAMPLE — August 31, 2010 (Unaudited) — (continued)

	Actual					Hypothetical
Fund#	Beginning Account  Value at March 1, 2010	Ending Account Value Using Actual Return at August 31, 2010		Expenses Paid During the Six Months Ended August 31, 2010*		Beginning Account  Value at March 1, 2010	Ending Account Value Using a Hypothetical 5% Assumed Return at August 31, 2010		Expenses Paid During the Six Months Ended August 31, 2010*		Expense Ratio as of August 31, 2010*
Aggressive Growth Lifestyle	$1,000.00	$	1,001.35	$	0.50	$1,000.00	$	1,024.70	$	0.51		0.10	%
Capital Appreciation	$1,000.00	$	942.35	$	4.16	$1,000.00	$	1,020.92	$	4.33		0.85	%
Conservative Growth Lifestyle	$1,000.00	$	1,031.00	$	0.51	$1,000.00	$	1,024.70	$	0.51		0.10	%
Core Bond	$1,000.00	$	1,068.00	$	4.01	$1,000.00	$	1,021.32	$	3.92		0.77	%
High Yield Bond	$1,000.00	$	1,057.47	$	4.98	$1,000.00	$	1,020.37	$	4.89		0.96	%
International Small Cap Equity	$1,000.00	$	1,007.17	$	5.06	$1,000.00	$	1,020.16	$	5.09		1.00	%
Large Cap Value@	$1,000.00	$	949.74	$	3.98	$1,000.00	$	1,021.12	$	4.13		0.81	%
Mid Cap Growth@	$1,000.00	$	944.36	$	4.17	$1,000.00	$	1,020.92	$	4.33		0.85	%
Mid Cap Value@	$1,000.00	$	972.14	$	5.22	$1,000.00	$	1,019.91	$	5.35		1.05	%
Moderate Growth Lifestyle	$1,000.00	$	1,012.17	$	0.51	$1,000.00	$	1,024.70	$	0.51		0.10	%
Money Market II	$1,000.00	$	1,000.05	$	1.41	$1,000.00	$	1,023.79	$	1.43		0.28	%
Small Cap Growth@	$1,000.00	$	991.25	$	5.82	$1,000.00	$	1,019.36	$	5.90		1.16	%
Small Cap Value@	$1,000.00	$	953.57	$	4.68	$1,000.00	$	1,020.42	$	4.84		0.95	%
Socially Responsible	$1,000.00	$	960.91	$	2.77	$1,000.00	$	1,022.38	$	2.85		0.56	%
Strategic Bond	$1,000.00	$	1,067.55	$	4.64	$1,000.00	$	1,020.72	$	4.53		0.89	%

* Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 184 days then divided by 365 days. These ratios do not reflect fees and expenses associated with the Variable Contracts or Plans. If such fees and expenses had been included, the expenses would have been higher. Please refer to your Variable Contract prospectus for details on the expenses that apply to the Variable Contracts or your Plan document for details on the administration fees charged by your Plan sponsor.

# During the stated period, the investment adviser waived a portion of or all fees and assumed a portion of or all expenses for the Fund. As a result, if these fees and expenses had not been waived or assumed, the “Actual/Hypothetical Ending Account Value” would have been lower and the “Actual/Hypothetical Expenses Paid During the Six Months Ended August 31, 2010” and the “Expense Ratios” would have been higher.

@ Through expense offset arrangements resulting from broker commission recapture, a portion of the Fund's expenses has been reduced. Had the expense reductions been taken into account, the Expense Example would have been as follows:

	Actual						Hypothetical
Fund#	Beginning Account Value at March 1, 2010		Ending Account Value Using Actual Return at August 31, 2010		Expenses Paid During the Six Months Ended August 31, 2010*		Beginning Account Value at March 1, 2010		Ending Account Value Using a Hypothetical 5% Assumed Return at August 31, 2010		Expenses Paid During the Six Months Ended August 31, 2010*		Expense Ratio as of August 31, 2010*
Large Cap Value Fund		$1,000.00		$949.74		$3.98		$1,000.00		$1,021.12		$4.13		0.81	%
Mid Cap Growth Fund		$1,000.00		$944.36		$4.12		$1,000.00		$1,020.97		$4.28		0.84	%
Mid Cap Value Fund		$1,000.00		$972.14		$5.12		$1,000.00		$1,020.01		$5.24		1.03	%
Small Cap Growth Fund		$1,000.00		$991.25		$5.77		$1,000.00		$1,019.41		$5.85		1.15	%
Small Cap Value Fund		$1,000.00		$953.57		$4.63		$1,000.00		$1,020.47		$4.79		0.94	%

3

VALIC Company II Aggressive Growth Lifestyle Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Domestic Equity Investment Companies	51.3	%
Fixed Income Investment Companies	29.0
International Equity Investment Companies	11.7
Real Estate Investment Companies	7.9
	99.9	%

* Calculated as a percentage of net assets

4

VALIC Company II Aggressive Growth Lifestyle Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
AFFILIATED REGISTERED INVESTMENT COMPANIES#(1) — 99.9%
Domestic Equity Investment Companies — 51.3%
VALIC Co. I Blue Chip Growth Fund		752,753	$	6,255,381
VALIC Co. I Science & Technology Fund		442,740		5,565,241
VALIC Co. I Small Cap Special Values Fund		981,533		7,116,114
VALIC Co. I Stock Index Fund		609,793		12,939,806
VALIC Co. I Value Fund		662,995		5,270,814
VALIC Co. II Capital Appreciation Fund		718,910		5,758,466
VALIC Co. II Mid Cap Value Fund		783,942		10,669,455
VALIC Co. II Small Cap Growth Fund†		234,233		2,389,172
VALIC Co. II Small Cap Value Fund		678,503		6,968,223
Total Domestic Equity Investment Companies
(cost $57,806,714)				62,932,672
Fixed Income Investment Companies — 29.0%
VALIC Co. II Core Bond Fund		316,479		3,380,000
VALIC Co. II High Yield Bond Fund		2,023,012		14,889,370
VALIC Co. II Strategic Bond Fund		1,544,773		17,332,357
Total Fixed Income Investment Companies
(cost $32,170,484)				35,601,727

Security Description	Shares			Value (Note 2)
International Equity Investment Companies — 11.7%
VALIC Co. I Foreign Value Fund		870,067		$	7,004,038
VALIC Co. I International Equities Fund		1,298,976			7,300,243
Total International Equity Investment Companies
(cost $13,920,478)					14,304,281
Real Estate Investment Companies — 7.9%
VALIC Co. I Global Real Estate Fund (cost $7,302,987)		1,234,947			9,719,027
TOTAL INVESTMENTS
(cost $111,200,663)(2)		99.9	%		122,557,707
Other assets less liabilities		0.1			97,714
NET ASSETS —		100.0	%	$	122,655,421

† Non-income producing security

# The Aggressive Growth Lifestyle Fund invests in various VALIC Company I or VALIC Company II Funds, some of which are not presented in this report. Additional information on the underlying funds including such fund’s prospectuses and shareholder reports is available at our website, www.valic.com.

(1) See Note 3

(2) See Note 5 for cost of investments on a tax basis.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Affiliated Registered Investment Companies:
Domestic Equity Investment Companies	$	62,932,672	$	—	$	—	$	62,932,672
Fixed Income Investment Companies		35,601,727		—		—		35,601,727
International Equity Investment Companies		14,304,281		—		—		14,304,281
Real Estate Investment Companies		9,719,027		—		—		9,719,027
Total	$	122,557,707	$	—	$	—	$	122,557,707

See Notes to Financial Statements

5

VALIC Company II Capital Appreciation Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Computers	6.5	%
Retail — Discount	5.1
Retail — Restaurants	4.6
Aerospace/Defense	4.3
Chemicals — Specialty	3.9
Cosmetics & Toiletries	3.8
Medical Products	3.1
Auto/Truck Parts & Equipment — Original	3.0
Medical — Biomedical/Gene	2.9
Internet Infrastructure Software	2.8
Time Deposits	2.7
Medical — Drugs	2.6
Retail — Apparel/Shoe	2.4
Toys	2.4
Oil Companies — Integrated	2.1
Retail — Major Department Stores	2.1
Distribution/Wholesale	2.1
Coffee	2.0
Savings & Loans/Thrifts	1.9
Electronic Components — Semiconductors	1.8
Medical — Generic Drugs	1.8
Medical Instruments	1.8
E-Commerce/Services	1.8
Telecommunication Equipment	1.6
Oil Companies — Exploration & Production	1.4
Web Portals/ISP	1.4
Pharmacy Services	1.4
Insurance — Life/Health	1.3
Computers — Memory Devices	1.3
Transport — Services	1.2
Energy — Alternate Sources	1.2
Beverages — Wine/Spirits	1.2
Schools	1.1
Coatings/Paint	1.1
Food — Misc.	1.1
Apparel Manufacturers	1.1
Retail — Auto Parts	1.1
Cellular Telecom	1.1
Gold Mining	1.1
Insurance — Property/Casualty	1.1
Transport — Rail	1.1
Disposable Medical Products	1.1
Software Tools	1.0
Banks — Super Regional	1.0
Medical — Wholesale Drug Distribution	1.0
Commercial Services — Finance	1.0
Electronic Parts Distribution	1.0
Diversified Manufacturing Operations	1.0
Enterprise Software/Service	1.0
Electronic Connectors	1.0
Applications Software	1.0
Engines — Internal Combustion	1.0
Medical Labs & Testing Services	1.0
Retail — Drug Store	0.9
	102.4	%

* Calculated as a percentage of net assets

6

VALIC Company II Capital Appreciation Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
COMMON STOCK — 99.7%
Aerospace/Defense — 4.3%
Lockheed Martin Corp.		14,400	$	1,001,088
Northrop Grumman Corp.		7,000		378,840
Raytheon Co.		8,500		373,320
				1,753,248
Apparel Manufacturers — 1.1%
Coach, Inc.		12,300		440,832
Applications Software — 1.0%
Microsoft Corp.		17,000		399,160
Auto/Truck Parts & Equipment - Original — 3.0%
TRW Automotive Holdings Corp.†		35,200		1,223,552
Banks - Super Regional — 1.0%
Wells Fargo & Co.		17,800		419,190
Beverages - Wine/Spirits — 1.2%
Brown - Forman Corp., Class B		7,900		484,191
Cellular Telecom — 1.1%
MetroPCS Communications, Inc.†		48,800		436,272
Chemicals - Specialty — 3.9%
Ashland, Inc.		8,600		399,556
Ecolab, Inc.		10,400		492,960
Lubrizol Corp.		7,300		681,163
				1,573,679
Coatings/Paint — 1.1%
The Sherwin - Williams Co.		6,400		450,432
Coffee — 2.0%
Green Mountain Coffee Roasters, Inc.†		25,800		795,156
Commercial Services - Finance — 1.0%
Mastercard, Inc., Class A		2,100		416,556
Computers — 6.5%
Apple, Inc.†		5,100		1,241,187
Hewlett - Packard Co.		15,000		577,200
International Business Machines Corp.		6,600		813,318
				2,631,705
Computers - Memory Devices — 1.3%
SanDisk Corp.†		15,300		508,572
Cosmetics & Toiletries — 3.8%
The Estee Lauder Cos., Inc., Class A		18,600		1,042,902
The Procter & Gamble Co.		8,400		501,228
				1,544,130
Disposable Medical Products — 1.1%
C.R. Bard, Inc.		5,600		430,248
Distribution/Wholesale — 2.1%
WW Grainger, Inc.		7,900		835,741
Diversified Manufacturing Operations — 1.0%
General Electric Co.		28,300		409,784
E - Commerce/Services — 1.8%
Expedia, Inc.		18,100		413,766
NetFlix, Inc.†		2,400		301,248
				715,014
Electronic Components - Semiconductors — 1.8%
Intel Corp.		42,200		747,784
Electronic Connectors — 1.0%
Thomas & Betts Corp.†		11,000		406,450
Electronic Parts Distribution — 1.0%
Arrow Electronics, Inc.†		18,100		414,128

Security Description	Shares		Value (Note 2)
Energy - Alternate Sources — 1.2%
First Solar, Inc.†		3,800	$	485,830
Engines - Internal Combustion — 1.0%
Cummins, Inc.		5,300		394,373
Enterprise Software/Service — 1.0%
Oracle Corp.		18,600		406,968
Food - Misc. — 1.1%
General Mills, Inc.		12,200		441,152
Gold Mining — 1.1%
Newmont Mining Corp.		7,100		435,372
Insurance - Life/Health — 1.3%
Aflac, Inc.		11,200		529,200
Insurance - Property/Casualty — 1.1%
The Travelers Cos., Inc.		8,800		431,024
Internet Infrastructure Software — 2.8%
Akamai Technologies, Inc.†		15,200		700,264
F5 Networks, Inc.†		4,900		428,407
				1,128,671
Medical Instruments — 1.8%
Intuitive Surgical, Inc.†		1,400		371,042
Medtronic, Inc.		11,300		355,724
				726,766
Medical Labs & Testing Services — 1.0%
Quest Diagnostics, Inc.		9,000		391,500
Medical Products — 3.1%
Johnson & Johnson		7,600		433,352
Varian Medical Systems, Inc.†		15,200		809,248
				1,242,600
Medical - Biomedical/Gene — 2.9%
Gilead Sciences, Inc.†		26,700		850,662
Life Technologies Corp.†		7,900		337,883
				1,188,545
Medical - Drugs — 2.6%
Bristol - Myers Squibb Co.		15,975		416,628
Forest Laboratories, Inc.†		23,700		646,773
				1,063,401
Medical - Generic Drugs — 1.8%
Mylan, Inc.†		42,600		731,016
Medical - Wholesale Drug Distribution — 1.0%
AmerisourceBergen Corp.		15,300		417,384
Oil Companies - Exploration & Production — 1.4%
Southwestern Energy Co.†		18,000		588,960
Oil Companies - Integrated — 2.1%
Chevron Corp.		5,600		415,296
Exxon Mobil Corp.		7,300		431,868
				847,164
Pharmacy Services — 1.4%
Express Scripts, Inc.†		13,400		570,840
Retail - Apparel/Shoe — 2.4%
Ross Stores, Inc.		11,900		590,597
The Gap, Inc.		23,900		403,671
				994,268
Retail - Auto Parts — 1.1%
AutoZone, Inc.†		2,100		440,538

7

VALIC Company II Capital Appreciation Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Retail - Discount — 5.1%
Big Lots, Inc.†		12,600	$	393,876
Dollar Tree, Inc.†		5,550		251,581
Family Dollar Stores, Inc.		23,200		992,728
Wal-Mart Stores, Inc.		8,600		431,204
				2,069,389
Retail - Drug Store — 0.9%
CVS Caremark Corp.		14,000		378,000
Retail - Major Department Stores — 2.1%
TJX Cos., Inc.		21,200		841,428
Retail - Restaurants — 4.6%
McDonald’s Corp.		17,200		1,256,632
Starbucks Corp.		26,500		609,235
				1,865,867
Savings & Loans/Thrifts — 1.9%
Hudson City Bancorp, Inc.		68,500		789,463
Schools — 1.1%
Apollo Group, Inc., Class A†		4,100		174,168
ITT Educational Services, Inc.†		5,400		287,604
				461,772
Software Tools — 1.0%
VMware, Inc. Class A†		5,400		424,278
Telecommunication Equipment — 1.6%
Harris Corp.		15,600		656,292

Security Description	Shares/ Principal Amount			Value (Note 2)
Toys — 2.4%
Hasbro, Inc.		24,400		$	984,784
Transport - Rail — 1.1%
Union Pacific Corp.		5,900			430,346
Transport - Services — 1.2%
C.H. Robinson Worldwide, Inc.		7,800			506,922
Web Portals/ISP — 1.4%
Google, Inc., Class A†		1,300			585,026
Total Long - Term Investment Securities
(cost $39,794,391)					40,484,963
SHORT - TERM INVESTMENT SECURITIES — 2.7%
Time Deposits — 2.7%
Euro Time Deposit with State Street Bank & Trust Co. 0.01% due 09/01/10 (cost $1,078,000)	$	1,078,000			1,078,000
TOTAL INVESTMENTS
(cost $40,872,391)(1)		102.4	%		41,562,963
Liabilities in excess of other assets		(2.4	)		(961,591	)
NET ASSETS —		100.0	%	$	40,601,372

† Non-income producing security

(1) See Note 5 for cost of investments on a tax basis.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
Computers	$	2,631,705	$	—	$	—	$	2,631,705
Retail - Discount		2,069,389		—		—		2,069,389
Other Industries*		35,783,869		—		—		35,783,869
Short-Term Investment Securities:
Time Deposits		—		1,078,000		—		1,078,000
Total	$	40,484,963	$	1,078,000	$	—	$	41,562,963

* Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by industry classification, please refer to the Portfolio of Investments.

See Notes to Financial Statements

8

VALIC Company II Conservative Growth Lifestyle Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Fixed Income Investment Companies	64.5	%
Domestic Equity Investment Companies	27.8
International Equity Investment Companies	5.6
Real Estate Investment Companies	2.0
	99.9	%

* Calculated as a percentage of net assets

9

VALIC Company II Conservative Growth Lifestyle Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
AFFILIATED REGISTERED INVESTMENT COMPANIES#(1) — 99.9%
Domestic Equity Investment Companies — 27.8%
VALIC Co. I Blue Chip Growth Fund		157,105	$	1,305,546
VALIC Co. I Science & Technology Fund		170,021		2,137,165
VALIC Co. I Small Cap Special Values Fund		410,288		2,974,589
VALIC Co. I Stock Index Fund		266,203		5,648,825
VALIC Co. I Value Fund		149,330		1,187,172
VALIC Co. II Capital Appreciation Fund		237,283		1,900,639
VALIC Co. II Mid Cap Value Fund		450,262		6,128,068
VALIC Co. II Small Cap Value Fund		159,461		1,637,669
Total Domestic Equity Investment Companies
(cost $21,091,050)				22,919,673
Fixed Income Investment Companies — 64.5%
VALIC Co. II Core Bond Fund		2,081,506		22,230,482
VALIC Co. II High Yield Bond Fund		2,133,868		15,705,272
VALIC Co. II Strategic Bond Fund		1,363,137		15,294,399
Total Fixed Income Investment Companies
(cost $48,545,203)				53,230,153

Security Description	Shares			Value (Note 2)
International Equity Investment Companies — 5.6%
VALIC Co. I Foreign Value Fund		264,979		$	2,133,073
VALIC Co. I International Equities Fund		446,287			2,508,130
Total International Equity Investment Companies
(cost $4,255,007)					4,641,203
Real Estate Investment Companies — 2.0%
VALIC Co. I Global Real Estate Fund (cost $1,251,329)		209,928			1,652,131
TOTAL INVESTMENTS
(cost $75,142,589)(2)		99.9	%		82,443,160
Other assets less liabilities		0.1			65,228
NET ASSETS —		100.0	%	$	82,508,388

# The Conservative Growth Lifestyle Fund invests in various VALIC Company I or VALIC Company II Funds, some of which are not presented in this report. Additional information on the underlying funds including such fund’s prospectuses and shareholder reports is available at our website, www.valic.com.

(1) See Note 3

(2) See Note 5 for cost of investments on a tax basis.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Affiliated Registered Investment Companies:
Domestic Equity Investment Companies	$	22,919,673	$	—	$	—	$	22,919,673
Fixed Income Investment Companies		53,230,153		—		—		53,230,153
International Equity Investment Companies		4,641,203		—		—		4,641,203
Real Estate Investment Companies		1,652,131		—		—		1,652,131
Total	$	82,443,160	$	—	$	—	$	82,443,160

See Notes to Financial Statements

10

VALIC Company II Core Bond Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Federal Home Loan Mtg. Corp.	17.4	%
United States Treasury Notes	13.0
Federal National Mtg. Assoc.	12.5
Diversified Financial Services	8.9
Government National Mtg. Assoc.	4.9
Repurchase Agreements	4.1
United States Treasury Bonds	3.2
Sovereign	2.8
Diversified Banking Institutions	2.5
Banks — Commercial	2.4
Pipelines	1.7
Oil Companies — Exploration & Production	1.5
Banks — Super Regional	1.5
Special Purpose Entities	1.2
Cable/Satellite TV	1.2
Electric — Integrated	1.0
Telephone — Integrated	0.9
Finance — Investment Banker/Broker	0.9
Oil Companies — Integrated	0.8
Insurance — Multi-line	0.8
Multimedia	0.8
Insurance — Life/Health	0.7
Non-Hazardous Waste Disposal	0.6
Telecom Services	0.5
Electric — Generation	0.5
Retail — Drug Store	0.4
Food — Misc.	0.4
Medical — Hospitals	0.4
Wireless Equipment	0.4
Advertising Agencies	0.4
Computer Services	0.4
Insurance — Mutual	0.4
Transport — Air Freight	0.3
Cellular Telecom	0.3
Steel — Producers	0.3
Oil & Gas Drilling	0.3
Satellite Telecom	0.3
Medical Products	0.3
Medical — Drugs	0.3
Paper & Related Products	0.3
Independent Power Producers	0.2
Distribution/Wholesale	0.2
Banks — Fiduciary	0.2
Finance — Auto Loans	0.2
Brewery	0.2
Diversified Minerals	0.2
Consumer Products — Misc.	0.2
Chemicals — Diversified	0.2
Television	0.2
Enterprise Software/Service	0.2
Finance — Credit Card	0.2
Gas — Transportation	0.2
Diversified Manufacturing Operations	0.2
Medical — HMO	0.2
Transport — Equipment & Leasing	0.2
Food — Retail	0.2
Casino Hotels	0.2
Real Estate Investment Trusts	0.2
Finance — Commercial	0.2
Oil — Field Services	0.2
Gambling (Non-Hotel)	0.2
Airlines	0.2
Electronic Components — Semiconductors	0.2
Finance — Consumer Loans	0.2
Transport — Services	0.2
E-Commerce/Services	0.1
Medical — Biomedical/Gene	0.1
Coal	0.1
Retail — Regional Department Stores	0.1

Finance — Other Services	0.1
Funeral Services & Related Items	0.1
Medical Instruments	0.1
Computers — Periphery Equipment	0.1
Telecom Equipment — Fiber Optics	0.1
Transport — Rail	0.1
Electronic Components — Misc.	0.1
Metal — Diversified	0.1
Retail — Restaurants	0.1
Auto/Truck Parts & Equipment — Original	0.1
Food — Confectionery	0.1
Medical — Generic Drugs	0.1
Energy — Alternate Sources	0.1
Electronic Measurement Instruments	0.1
Publishing — Periodicals	0.1
SupraNational Banks	0.1
Insurance — Reinsurance	0.1
Physicians Practice Management	0.1
Commercial Services	0.1
Chemicals — Plastics	0.1
Rental Auto/Equipment	0.1
Containers — Paper/Plastic	0.1
Savings & Loans/Thrifts	0.1
Tools — Hand Held	0.1
Auto — Heavy Duty Trucks	0.1
Retail — Toy Stores	0.1
Hotels/Motels	0.1
Machinery — Farming	0.1
Rubber — Tires	0.1
Building — Residential/Commercial	0.1
Broadcast Services/Program	0.1
Decision Support Software	0.1
Municipal Bonds	0.1
Hazardous Waste Disposal	0.1
Printing — Commercial	0.1
Web Hosting/Design	0.1
Firearms & Ammunition	0.1
Aerospace/Defense	0.1
Retail — Propane Distribution	0.1
Photo Equipment & Supplies	0.1
	100.9	%

Credit Quality†#

Government — Agency	36.2	%
Government — Treasury	16.9
AAA	0.9
AA	2.3
A	10.9
BBB	15.8
BB	8.4
B	4.8
CCC	0.9
Not Rated@	2.9
	100.0	%

* Calculated as a percentage of net assets.

@ Represent debt issues that either have no rating, or the rating is unavailable from the data source.

† Source: Standard and Poors

# Calculated as percentage of total debt issues, excluding short-term securities.

11

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Principal Amount		Value (Note 2)
ASSET BACKED SECURITIES — 8.1%
Diversified Financial Services — 8.1%
Applebee’s Enterprises LLC Series 2007-1A, Class A22A 6.43% due 12/20/37*	$	973,338	$	906,421
Banc of America Commercial Mtg., Inc. Series 2007-1, Class AJ 5.52% due 01/15/49(1)(2)		1,000,000		573,322
Bank One Issuance Trust Series 2003-C3, Class C3 4.77% due 02/16/16		690,000		732,319
Bear Stearns Commercial Mtg. Securities Series 2006-T24, Class AM 5.57% due 10/12/41(1)(2)		1,000,000		961,581
Bear Stearns Commercial Mtg. Securities, Inc. Series 2007-PW17, Class AM 5.92% due 06/11/50(1)(2)		1,150,000		1,028,791
Citigroup Commercial Mtg. Trust Series 2007-FL3A, Class A1 0.35% due 04/15/22*(1)(4)		746,240		670,958
Citigroup Commercial Mtg. Trust Series 2006-C5, Class AM 5.46% due 10/15/49(1)		500,000		486,799
Commercial Mtg. Pass Through Certs. Series 2006-CN2A, Class A2FL 0.52% due 02/05/19*(1)(4)		1,035,000		922,217
Commercial Mtg. Pass Through Certs. Series 2006-C7, Class AM 5.99% due 06/10/46(1)(2)		1,500,000		1,462,202
Dominos Pizza Master Issuer LLC Series 2007-1, Class A2 5.26% due 04/25/37*		1,817,000		1,766,723
GMAC Mortgage Corp Loan Trust Series 2010-1, Class A 4.25% due 07/25/40*(5)		1,226,577		1,250,035
GS Mortgage Securities Trust Series 2007-GG10, Class A4 6.00% due 08/10/45(1)(2)		1,000,000		1,033,538
Merrill Lynch Mtg. Trust Series 2006-C2, Class AM 5.78% due 08/12/43(1)(2)		1,000,000		976,923
Merrill Lynch/Countrywide Commercial Mortgage Trust Series 2007-8, Class AJ 6.18% due 08/12/49(1)(2)		1,000,000		722,487
Morgan Stanley Capital I Series 2007-T27, Class AM 5.65% due 06/11/42(1)(2)		1,000,000		955,146
Morgan Stanley Capital I Series 2007-IQ15, Class AM 6.08% due 06/11/49(1)(2)		2,500,000		2,159,943
Morgan Stanley Capital I Pass Through Certs. Series 2006-HQ9, Class B 5.83% due 07/12/44(1)(2)		500,000		379,981
Morgan Stanley Capital I, Series 2006-HQ9, Class AJ 5.79% due 07/12/44(1)(2)		2,000,000		1,747,362
Sonic Capital LLC Series 2006-1A, Class A2 5.10% due 12/20/31*		904,081		895,703
Total Asset Backed Securities
(cost $18,487,790)				19,632,451

Security Description	Principal Amount		Value (Note 2)
CONVERTIBLE BONDS & NOTES — 0.0%
Telecom Services — 0.0%
ICO North America, Inc. Senior Sec. Notes 7.50% due 08/15/09†(3)(6)(8)(9)(11) (cost $28,000)	$	28,000	$	24,360
U.S. CORPORATE BONDS & NOTES — 29.3%
Advertising Agencies — 0.4%
The Interpublic Group of Cos., Inc. Notes 6.25% due 11/15/14		919,000		955,760
Advertising Services — 0.0%
Visant Holding Corp. Senior Notes 10.25% due 12/01/13(12)		95,000		96,900
Aerospace/Defense — 0.1%
Spirit Aerosystems, Inc. Company Guar. Notes 7.50% due 10/01/17		113,000		116,108
Agricultural Chemicals — 0.0%
Incitec Pivot Finance LLC Company Guar. Notes 6.00% due 12/10/19*		33,000		35,096
Airlines — 0.2%
Delta Air Lines, Inc. Senior Sec. Notes 9.50% due 09/15/14*		287,000		307,807
United AirLines, Inc. Pass Through Certs. Series 2009-2, Class A 9.75% due 01/15/17		66,621		73,283
				381,090
Auto - Heavy Duty Trucks — 0.1%
Navistar International Corp. Company Guar. Notes 8.25% due 11/01/21		170,000		178,075
Auto/Truck Parts & Equipment - Original — 0.1%
Cooper - Standard Automotive, Inc. Senior Notes 8.50% due 05/01/18*		65,000		66,463
Lear Corp. Company Guar. Notes 7.88% due 03/15/18		50,000		51,750
Lear Corp. Company Guar. Notes 8.13% due 03/15/20		140,000		145,250
				263,463
Banks - Commercial — 1.0%
Branch Banking & Trust Co. Sub. Notes 0.64% due 05/23/17(4)		217,000		193,620
CIT Group, Inc. Senior Sec. Notes 7.00% due 05/01/17		141,833		133,367
Credit Suisse New York Sub. Notes 6.00% due 02/15/18		804,000		876,600
HSBC Bank USA NA Sub. Notes 4.88% due 08/24/20		270,000		278,959
KeyBank NA Sub. Notes 7.41% due 10/15/27		82,000		91,886

12

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Banks - Commercial (continued)
Regions Financial Corp. Senior Notes 5.75% due 06/15/15	$	272,000	$	276,281
US Bank NA Sub. Notes 3.78% due 04/29/20(4)		230,000		238,922
Wachovia Bank NA Sub. Notes 6.00% due 11/15/17		329,000		371,258
				2,460,893
Banks - Fiduciary — 0.2%
State Street Capital Trust IV Ltd. Guar. Notes 1.54% due 06/15/37(4)		784,000		579,594
Banks - Money Center — 0.0%
Chase Capital III Ltd. Guar. Notes 1.09% due 03/01/27(4)		92,000		69,818
Banks - Super Regional — 1.2%
BAC Capital Trust XIII Ltd. Guar. Notes 0.94% due 03/15/12(4)(13)		822,000		522,679
BAC Capital Trust XV Ltd. Guar. Notes 1.34% due 06/01/56(4)		205,000		126,686
JPMorgan Chase Bank NA Sub. Notes 6.00% due 10/01/17		474,000		534,712
PNC Preferred Funding Trust II Jr. Sub. Bonds 6.11% due 03/15/12*(4)(13)		250,000		181,469
SunTrust Banks, Inc. Senior Notes 6.00% due 09/11/17		190,000		208,324
SunTrust Banks, Inc. Sub. Notes 6.00% due 02/15/26		45,000		43,699
USB Capital IX Ltd. Guar. Notes 6.19% due 04/15/11(4)(13)		168,000		131,040
Wachovia Capital Trust III Ltd. Guar. Notes 5.80% due 03/15/11(4)(13)		738,000		625,455
Wells Fargo & Co. Jr. Sub. Bonds 7.98% due 03/15/18(4)(13)		235,000		242,637
Wells Fargo Bank NA Sub. Notes 5.75% due 05/16/16		311,000		347,370
				2,964,071
Beverages - Wine/Spirits — 0.0%
Constellation Brands, Inc. Company Guar. Notes 7.25% due 05/15/17		100,000		104,750
Brewery — 0.2%
Anheuser - Busch InBev Worldwide, Inc. Company Guar. Notes 7.75% due 01/15/19*		425,000		544,327

Security Description	Principal Amount		Value (Note 2)
Broadcast Services/Program — 0.1%
Clear Channel Communications, Inc. Company Guar. Notes 10.75% due 08/01/16	$	75,000	$	55,312
Nexstar Broadcasting, Inc./Mission Broadcasting, Inc. Senior Sec. Notes 8.88% due 04/15/17*		75,000		76,219
				131,531
Building - Residential/Commercial — 0.1%
KB Home Company Guar. Notes 9.10% due 09/15/17		25,000		25,250
Standard Pacific Corp. Sec. Notes 8.38% due 05/15/18		125,000		120,313
				145,563
Cable/Satellite TV — 1.2%
Comcast Corp. Company Guar. Notes 5.90% due 03/15/16		550,000		635,275
Comcast Corp. Company Guar. Notes 6.45% due 03/15/37		260,000		296,046
COX Communications, Inc. Notes 7.13% due 10/01/12		156,000		173,457
CSC Holdings LLC Senior Notes 8.63% due 02/15/19		105,000		117,075
DIRECTV Holdings LLC / DIRECTV Financing Co, Inc. Company Guar. Notes 3.13% due 02/15/16		250,000		249,178
DIRECTV Holdings LLC/DIRECTTV Financing Co., Inc. Company Guar. Notes 6.38% due 06/15/15		215,000		222,525
DIRECTV Holdings LLC/DIRECTV Financing Co., Inc. Company Guar. Notes 7.63% due 05/15/16		215,000		237,037
DISH DBS Corp. Company Guar. Notes 7.75% due 05/31/15		104,000		108,680
Echostar DBS Corp. Company Guar. Notes 7.13% due 02/01/16		354,000		361,965
Time Warner Cable, Inc. Company Guar. Notes 5.85% due 05/01/17		466,000		531,461
				2,932,699
Capacitors — 0.0%
Kemet Corp. Sec. Notes 10.50% due 05/01/18*		100,000		104,500
Casino Hotels — 0.2%
Harrah’s Operating Co., Inc. Senior Sec. Notes 11.25% due 06/01/17		164,000		175,480
MGM Resorts International Senior Sec. Notes 11.13% due 11/15/17		187,000		208,972
Turning Stone Resort Casino Enterprise Senior Notes 9.13% due 09/15/14*		84,000		84,840
				469,292

13

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Cellular Telecom — 0.3%
AT&T Wireless Services, Inc. Senior Notes 7.88% due 03/01/11	$	594,000	$	615,412
Nextel Communications, Inc. Senior Notes 7.38% due 08/01/15		91,000		90,090
				705,502
Chemicals - Diversified — 0.2%
Momentive Performance Materials, Inc. Company Guar. Notes 9.75% due 12/01/14		112,000		109,340
Solutia, Inc. Company Guar. Notes 7.88% due 03/15/20		175,000		182,875
Union Carbide Corp. Senior Notes 7.75% due 10/01/96		144,000		129,060
				421,275
Chemicals - Plastics — 0.1%
Hexion US Finance Corp./Hexion Nova Scotia Finance ULC Senior Sec. Notes 8.88% due 02/01/18		205,000		189,625
Coal — 0.1%
Arch Coal, Inc. Company Guar. Notes 8.75% due 08/01/16		105,000		113,662
Consol Energy, Inc. Company Guar. Notes 8.25% due 04/01/20*		111,000		117,799
Drummond Co., Inc. Senior Notes 9.00% due 10/15/14*		23,000		24,064
Patriot Coal Corp. Company Guar. Notes 8.25% due 04/30/18		75,000		74,437
				329,962
Commercial Services — 0.1%
Ceridian Corp. Company Guar. Notes 11.25% due 11/15/15		215,000		199,144
Computer Services — 0.4%
Affiliated Computer Services, Inc. Senior Notes 5.20% due 06/01/15		206,000		222,663
Compucom Systems, Inc. Senior Sub. Notes 12.50% due 10/01/15*		82,000		86,202
International Business Machines Corp. Senior Notes 6.22% due 08/01/27		475,000		576,061
SunGard Data Systems, Inc. Company Guar. Notes 9.13% due 08/15/13		54,000		55,147
				940,073
Computers - Periphery Equipment — 0.1%
Lexmark International, Inc. Senior Notes 6.65% due 06/01/18		244,000		276,336

Security Description	Principal Amount		Value (Note 2)
Consulting Services — 0.0%
FTI Consulting, Inc. Company Guar. Notes 7.75% due 10/01/16	$	95,000	$	98,563
Consumer Products - Misc. — 0.2%
SC Johnson & Son, Inc. Senior Notes 4.80% due 09/01/40*		550,000		537,900
Containers - Metal/Glass — 0.0%
Ball Corp. Company Guar. Notes 7.38% due 09/01/19		67,000		71,858
Crown Cork & Seal Co., Inc. Debentures 7.38% due 12/15/26		32,000		30,240
				102,098
Containers - Paper/Plastic — 0.1%
Berry Plastics Corp. Senior Sec. Notes 9.50% due 05/15/18*		100,000		92,000
Graphic Packaging International, Inc. Company Guar. Notes 9.50% due 06/15/17		89,000		94,785
				186,785
Cosmetics & Toiletries — 0.0%
Revlon Consumer Products Corp. Notes 9.75% due 11/15/15		105,000		109,069
Decision Support Software — 0.1%
Vangent, Inc. Company Guar. Notes 9.63% due 02/15/15		139,000		127,533
Direct Marketing — 0.0%
Affinity Group, Inc. Company Guar. Notes 9.00% due 02/15/12		120,000		89,700
Distribution/Wholesale — 0.2%
American Tire Distributors, Inc. Senior Sec. Notes 9.75% due 06/01/17*		150,000		156,750
Ingram Micro, Inc. Senior Notes 5.25% due 09/01/17		250,000		255,535
McJunkin Red Man Corp. Senior Sec. Notes 9.50% due 12/15/16*		200,000		176,500
				588,785
Diversified Banking Institutions — 2.2%
Bank of America Corp. Sub. Notes 5.42% due 03/15/17		8,000		8,189
Bank of America Corp. Sub. Notes 7.25% due 10/15/25		75,000		82,821
Bank of America Corp. Jr. Sub. Bonds 8.00% due 01/30/18(4)(13)		475,000		484,548
Citigroup, Inc. Sub. Notes 5.00% due 09/15/14		188,000		193,171

14

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Diversified Banking Institutions (continued)
Citigroup, Inc. Notes 5.38% due 08/09/20	$	510,000	$	514,704
Citigroup, Inc. Sub. Notes 5.50% due 02/15/17		800,000		821,973
Citigroup, Inc. Senior Notes 6.00% due 12/13/13		225,000		242,740
Citigroup, Inc. Global Sub. Notes 6.00% due 10/31/33		225,000		213,837
GMAC, Inc. Company Guar. Notes 8.30% due 02/12/15*		169,000		175,760
JP Morgan Chase & Co. Sub. Notes 4.89% due 09/01/15(4)		317,000		315,198
JP Morgan Chase & Co. Jr. Sub Notes 7.90% due 04/30/18(4)(13)		250,000		262,930
Morgan Stanley Senior Notes 5.55% due 04/27/17		611,000		640,181
Morgan Stanley Senior Notes 5.63% due 09/23/19		315,000		320,563
The Goldman Sachs Group, Inc. Senior Notes 5.13% due 01/15/15		236,000		253,608
The Goldman Sachs Group, Inc. Sub. Notes 5.63% due 01/15/17		388,000		406,647
The Goldman Sachs Group, Inc. Sub. Notes 6.75% due 10/01/37		463,000		472,856
				5,409,726
Diversified Financial Services — 0.7%
Citigroup Capital XXI Company Guar. Bonds 8.30% due 12/21/57(4)		362,000		375,575
General Electric Capital Corp. Senior Notes 2.80% due 01/08/13		370,000		380,394
General Electric Capital Corp. Senior Notes 5.88% due 01/14/38		344,000		353,716
General Electric Capital Corp. Senior Notes 6.15% due 08/07/37		547,000		581,431
				1,691,116
Diversified Manufacturing Operations — 0.1%
General Electric Co. Senior Notes 5.25% due 12/06/17		119,000		133,495
Harland Clarke Holdings Corp. Notes 9.50% due 05/15/15		46,000		43,815
				177,310
E - Commerce/Services — 0.1%
Expedia, Inc. Company Guar. Notes 5.95% due 08/15/20*		344,000		351,310

Security Description	Principal Amount		Value (Note 2)
Electric - Generation — 0.5%
Allegheny Energy Supply Co. LLC Senior Notes 6.75% due 10/15/39*	$	540,000	$	551,426
Edison Mission Energy Senior Notes 7.20% due 05/15/19		317,000		210,805
The AES Corp. Senior Notes 8.00% due 10/15/17		354,000		372,585
				1,134,816
Electric - Integrated — 1.0%
Ameren Energy Generating Co. Senior Notes 6.30% due 04/01/20		252,000		253,260
CenterPoint Energy Houston Electric LLC General Refunding Mtg. 7.00% due 03/01/14		266,000		315,216
Dominion Resources, Inc. Senior Notes 2.25% due 09/01/15		93,000		93,126
Dominion Resources, Inc. Senior Notes 5.25% due 08/01/33		439,000		491,420
Georgia Power Co. Senior Notes 4.75% due 09/01/40		215,000		214,147
Great Plains Energy, Inc. Senior Notes 2.75% due 08/15/13		250,000		250,653
Idaho Power Co. 1st Mtg. Bonds 4.85% due 08/15/40		176,000		176,557
Mirant Americas Generation LLC Senior Notes 8.50% due 10/01/21		215,000		194,037
Mirant Mid - Atlantic LLC Pass Through Certs., Series B 9.13% due 06/30/17		111,816		116,009
Southern California Edison Co. 1st Mtg. Bonds 4.50% due 09/01/40		159,000		159,130
Southern Energy, Inc. Escrow Notes 7.90% due 07/15/09†(6)(11)		150,000		0
Texas Competitive Electric Holdings Co. LLC Company Guar. Notes Series A 10.25% due 11/01/15		205,000		130,688
Texas Competitive Electric Holdings Co. LLC Company Guar. Notes Series B 10.25% due 11/01/15		28,000		17,850
				2,412,093
Electronic Components - Misc. — 0.1%
Jabil Circuit, Inc. Senior Notes 7.75% due 07/15/16		109,000		117,448
Jabil Circuit, Inc. Senior Notes 8.25% due 03/15/18		143,000		155,512
				272,960

15

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Electronic Components - Semiconductors — 0.2%
Freescale Semiconductor, Inc. Company Guar. Notes 9.13% due 12/15/14(10)	$	77,000	$	71,417
Freescale Semiconductor, Inc. Senior Sec. Notes 9.25% due 04/15/18*		71,000		71,177
Freescale Semiconductor, Inc. Senior Sec. Notes 10.13% due 03/15/18*		57,000		58,568
National Semiconductor Corp. Senior Notes 6.15% due 06/15/12		168,000		179,468
				380,630
Electronic Measurement Instruments — 0.1%
Agilent Technologies, Inc. Senior Notes 5.50% due 09/14/15		207,000		231,906
Energy - Alternate Sources — 0.1%
Headwaters, Inc. Senior Sec. Notes 11.38% due 11/01/14		220,000		232,100
Enterprise Software/Service — 0.2%
Mantech International Corp. Company Guar. Notes 7.25% due 04/15/18		205,000		209,100
Oracle Corp. Senior Notes 5.38% due 07/15/40*		285,000		308,937
				518,037
Finance - Auto Loans — 0.2%
Ford Motor Credit Co. LLC Senior Notes 8.00% due 12/15/16		350,000		380,077
Ford Motor Credit Co. LLC Senior Notes 12.00% due 05/15/15		150,000		177,273
				557,350
Finance - Commercial — 0.2%
Textron Financial Corp. Senior Notes 5.40% due 04/28/13		410,000		429,053
Finance - Consumer Loans — 0.2%
SLM Corp. Senior Notes 5.13% due 08/27/12		174,000		170,731
SLM Corp. Senior Notes 8.00% due 03/25/20		235,000		205,625
				376,356
Finance - Credit Card — 0.2%
Discover Financial Services Senior Notes 6.45% due 06/12/17		465,000		496,264
Finance - Investment Banker/Broker — 0.7%
JP Morgan Chase Capital XXIII Ltd. Guar. Bonds 1.38% due 05/15/77(4)		103,000		73,850

Security Description	Principal Amount		Value (Note 2)
Finance - Investment Banker/Broker (continued)
Lehman Brothers Holdings Capital Trust VII Ltd. Guar. Notes 0.00% due 05/31/12†(4)(7)(9)(13)	$	148,000	$	15
Lehman Brothers Holdings, Inc. Sub. Notes 6.75% due 12/28/17†(7)(9)		179,000		56
Lehman Brothers Holdings, Inc. Sub. Notes 7.50% due 05/11/38†(7)(9)		230,000		71
Merrill Lynch & Co., Inc. Sub. Notes 6.05% due 05/16/16		807,000		854,828
Merrill Lynch & Co., Inc. Senior Notes 6.88% due 11/15/18		338,000		384,068
TD Ameritrade Holding Corp. Company Guar. Notes 4.15% due 12/01/14		383,000		403,933
				1,716,821
Finance - Other Services — 0.1%
Cantor Fitzgerald LP Notes 6.38% due 06/26/15*		245,000		250,948
SquareTwo Financial Corp. Senior Sec. Notes 11.63% due 04/01/17*		70,000		61,775
				312,723
Financial Guarantee Insurance — 0.0%
MBIA, Inc. Senior Notes 5.70% due 12/01/34		75,000		49,186
Firearms & Ammunition — 0.1%
Freedom Group, Inc. Senior Sec. Notes 10.25% due 08/01/15*		114,000		118,845
Food - Confectionery — 0.1%
WM Wrigley Jr Co. Company Guar. Notes 3.70% due 06/30/14*		245,000		253,897
Food - Meat Products — 0.0%
Smithfield Foods, Inc. Senior Sec. Notes 10.00% due 07/15/14*		89,000		99,346
Food - Misc. — 0.4%
Kraft Foods, Inc. Senior Notes 6.50% due 02/09/40		450,000		533,812
Kraft Foods, Inc. Senior Notes 6.75% due 02/19/14		256,000		296,938
Sara Lee Corp. Senior Notes 4.10% due 09/15/20		245,000		246,405
				1,077,155
Food - Retail — 0.2%
Ahold Finance USA LLC Company Guar. Notes 6.88% due 05/01/29		194,000		237,249

16

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Food - Retail (continued)
SUPERVALU, Inc. Senior Notes 8.00% due 05/01/16	$	235,000	$	235,588
				472,837
Funeral Services & Related Items — 0.1%
Carriage Services, Inc. Senior Notes 7.88% due 01/15/15		139,000		136,220
Service Corp. International Senior Notes 8.00% due 11/15/21		164,000		173,020
				309,240
Gambling (Non - Hotel) — 0.2%
Downstream Development Authority Senior Sec. Notes 12.00% due 10/15/15*		407,000		388,685
Gas - Transportation — 0.2%
Sabine Pass LNG LP Senior Sec. Notes 7.50% due 11/30/16		557,000		493,641
Hazardous Waste Disposal — 0.1%
Clean Harbors, Inc. Senior Sec. Notes 7.63% due 08/15/16		120,000		123,000
Home Furnishings — 0.0%
Norcraft Cos LP/Norcraft Finance Corp. Senior Sec. Notes 10.50% due 12/15/15		95,000		98,088
Hotel/Motels — 0.1%
Starwood Hotels & Resorts Worldwide, Inc. Senior Notes 6.75% due 05/15/18		156,000		164,970
Independent Power Producers — 0.2%
Calpine Corp. Senior Sec. Notes 7.88% due 07/31/20*		75,000		75,188
Calpine Corp. Escrow Notes 8.75% due 07/15/13†(6)(11)		380,000		0
Dynegy - Roseton / Danskammer Pass Through Certs. Series B 7.67% due 11/08/16		240,000		218,400
NRG Energy, Inc. Company Guar. Notes 7.38% due 02/01/16		206,000		207,545
RRI Energy, Inc. Senior Notes 7.88% due 06/15/17		105,000		96,862
				597,995
Insurance - Life/Health — 0.7%
Jefferson - Pilot Corp. Senior Notes 4.75% due 01/30/14		186,000		196,475
Lincoln National Corp. Jr. Sub. Bonds 7.00% due 05/17/66(4)		250,000		227,500
Nationwide Financial Services, Inc. Senior Notes 5.90% due 07/01/12		256,000		271,336

Security Description	Principal Amount		Value (Note 2)
Insurance - Life/Health (continued)
Principal Life Income Funding Trusts Senior Sec. Notes 0.60% due 11/08/13(4)	$	291,000	$	286,806
Protective Life Corp. Senior Notes 8.45% due 10/15/39		636,000		704,286
				1,686,403
Insurance - Multi-line — 0.6%
Genworth Financial, Inc. Senior Notes 4.95% due 10/01/15		240,000		238,535
Hartford Financial Services Group, Inc. Senior Notes 5.50% due 10/15/16		275,000		289,419
MetLife, Inc. Senior Notes 6.75% due 06/01/16		175,000		207,769
Metropolitan Life Global Funding I Notes 2.88% due 09/17/12*		360,000		370,436
Nationwide Mutual Insurance Co. Notes 9.38% due 08/15/39*		279,000		338,911
				1,445,070
Insurance - Mutual — 0.4%
Liberty Mutual Group, Inc. Notes 5.75% due 03/15/14*		220,000		230,743
Liberty Mutual Group, Inc. Senior Notes 6.50% due 03/15/35*		247,000		226,418
Liberty Mutual Group, Inc. Company Guar. Notes 7.80% due 03/07/87*		441,000		388,080
				845,241
Machinery - Farming — 0.1%
Case New Holland, Inc. Senior Notes 7.88% due 12/01/17*		120,000		126,300
CNH America LLC Notes 7.25% due 01/15/16		20,000		20,650
				146,950
Medical Instruments — 0.1%
Accellent, Inc. Senior Sec. Notes 8.38% due 02/01/17		40,000		39,800
Medtronic, Inc. Senior Notes 3.00% due 03/15/15		255,000		269,404
				309,204
Medical Products — 0.3%
Johnson & Johnson Notes 2.95% due 09/01/20		125,000		126,951
Johnson & Johnson Senior Notes 4.50% due 09/01/40		257,000		269,169

17

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Medical Products (continued)
Universal Hospital Services, Inc. Senior Sec. Notes 8.50% due 06/01/15(10)	$	235,000	$	236,175
				632,295
Medical - Biomedical/Gene — 0.1%
Bio - Rad Laboratories, Inc. Senior Sub. Notes 8.00% due 09/15/16		110,000		117,975
Life Technologies Corp. Senior Notes 3.38% due 03/01/13		225,000		231,493
				349,468
Medical - Drugs — 0.3%
Schering - Plough Corp Senior Notes 6.00% due 09/15/17		339,000		412,185
Valeant Pharmaceuticals International Company Guar. Notes 8.38% due 06/15/16		185,000		209,975
				622,160
Medical - Generic Drugs — 0.1%
Watson Pharmaceuticals, Inc. Senior Notes 6.13% due 08/15/19		205,000		240,870
Medical - HMO — 0.2%
UnitedHealth Group, Inc. Senior Notes 5.25% due 03/15/11		195,000		199,352
WellPoint, Inc. Senior Notes 5.80% due 08/15/40		269,000		287,379
				486,731
Medical - Hospitals — 0.4%
Capella Healthcare, Inc. Company Guar. Notes 9.25% due 07/01/17*		157,000		162,495
Community Health Systems, Inc. Company Guar. Notes 8.88% due 07/15/15		196,000		203,350
HCA, Inc. Senior Notes 7.50% due 11/15/95		214,000		162,907
HCA, Inc. Senior Sec. Notes 8.50% due 04/15/19		400,000		438,500
Select Medical Corp. Company Guar. Notes 7.63% due 02/01/15		100,000		94,250
				1,061,502
Multimedia — 0.8%
NBC Universal, Inc. Senior Notes 6.40% due 04/30/40*		460,000		515,063
News America, Inc. Company Guar. Bonds 6.65% due 11/15/37		265,000		306,971
Time Warner Cos., Inc. Company Guar. Notes 6.95% due 01/15/28		460,000		535,948

Security Description	Principal Amount		Value (Note 2)
Multimedia (continued)
Time Warner Entertainment Co. LP Senior Notes 8.38% due 07/15/33	$	256,000	$	336,315
Time Warner, Inc. Bonds 6.63% due 05/15/29		250,000		283,677
				1,977,974
Music — 0.0%
WMG Acquisition Corp. Senior Sec. Notes 9.50% due 06/15/16		105,000		109,725
Non - Hazardous Waste Disposal — 0.6%
Allied Waste North America, Inc. Company Guar. Notes 7.13% due 05/15/16		646,000		694,450
Republic Services, Inc. Company Guar. Notes 5.25% due 11/15/21		399,000		443,303
Republic Services, Inc. Notes 6.09% due 03/15/35		75,000		81,144
Waste Management, Inc. Company Guar. Notes 6.13% due 11/30/39		196,000		223,399
				1,442,296
Oil & Gas Drilling — 0.3%
Pride International, Inc. Senior Notes 6.88% due 08/15/20		371,000		389,086
Rowan Cos, Inc. Senior Notes 5.00% due 09/01/17		250,000		251,436
				640,522
Oil Companies - Exploration & Production — 1.4%
Anadarko Petroleum Corp. Notes 6.20% due 03/15/40		80,000		68,457
Anadarko Petroleum Corp. Senior Notes 6.38% due 09/15/17		920,000		910,339
Apache Corp. Senior Notes 5.10% due 09/01/40		284,000		292,867
Atlas Energy Operating Co. LLC/ Atlas Energy Finance Corp. Company Guar. Notes 10.75% due 02/01/18		279,000		307,597
ATP Oil & Gas Corp. Senior Sec. Notes 11.88% due 05/01/15*		90,000		72,450
Chesapeake Energy Corp. Company Guar. Notes 6.88% due 08/15/18		150,000		153,000
Chesapeake Energy Corp. Senior Notes 7.25% due 12/15/18		100,000		104,500
Devon Financing Corp. ULC Company Guar. Notes 6.88% due 09/30/11		550,000		584,970
Hilcorp Energy I LP Senior Notes 7.75% due 11/01/15*		206,000		208,575

18

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Oil Companies - Exploration & Production (continued)
Kerr - McGee Corp. Company Guar. Notes 6.95% due 07/01/24	$	216,000	$	218,653
Linn Energy LLC/Linn Energy Finance Corp. Senior Notes 8.63% due 04/15/20*		200,000		211,000
QEP Resources, Inc. Senior Notes 6.88% due 03/01/21		125,000		130,313
XTO Energy, Inc. Senior Notes 6.50% due 12/15/18		92,000		117,318
				3,380,039
Oil Companies - Integrated — 0.3%
Hess Corp. Senior Notes 5.60% due 02/15/41		477,000		494,799
Hess Corp. Senior Notes 7.88% due 10/01/29		265,000		342,867
				837,666
Oil - Field Services — 0.2%
Baker Hughes, Inc. Senior Notes 5.13% due 09/15/40		282,000		294,641
Basic Energy Services, Inc. Senior Sec. Notes 11.63% due 08/01/14		95,000		103,550
				398,191
Paper & Related Products — 0.3%
Georgia - Pacific LLC Company Guar. Notes 7.13% due 01/15/17*		120,000		126,600
Georgia - Pacific LLC Senior Notes 7.75% due 11/15/29		130,000		132,600
Westvaco Corp. Bonds 7.95% due 02/15/31		278,000		315,389
Westvaco Corp. Company Guar. Notes 8.20% due 01/15/30		175,000		194,722
				769,311
Photo Equipment & Supplies — 0.1%
Eastman Kodak Co. Senior Sec. Notes 9.75% due 03/01/18*		118,000		112,690
Physicians Practice Management — 0.1%
US Oncology, Inc. Senior Sec. Notes 9.13% due 08/15/17		196,000		202,860
Pipelines — 1.5%
Copano Energy LLC / Copano Energy Finance Corp. Company Guar. Notes 7.75% due 06/01/18		105,000		105,000
El Paso Corp. Senior Sub. Notes 6.88% due 06/15/14		200,000		211,625

Security Description	Principal Amount		Value (Note 2)
Pipelines (continued)
El Paso Pipeline Partners Operating Co. LLC Company Guar. Notes 6.50% due 04/01/20	$	555,000	$	592,499
Enterprise Products Operating LLC Company Guar. Notes 6.45% due 09/01/40		207,000		231,122
Enterprise Products Operating LLC Company Guar. Bonds 6.50% due 01/31/19		245,000		284,938
MarkWest Energy Partners LP/MarkWest Energy Finance Corp. Senior Notes 8.75% due 04/15/18		180,000		192,600
Plains All American Pipeline LP Senior Notes 4.25% due 09/01/12		126,000		131,465
Plains All American Pipeline LP Company Guar. Notes 5.63% due 12/15/13		420,000		459,017
Regency Energy Partners LP/Regency Energy Finance Corp. Company Guar. Notes 9.38% due 06/01/16*		145,000		157,325
Tennessee Gas Pipeline Co. Senior Notes 8.00% due 02/01/16		269,000		316,747
The Williams Cos., Inc. Senior Notes 7.88% due 09/01/21		230,000		279,323
Williams Partners LP Senior Notes 7.50% due 06/15/11		583,000		610,897
				3,572,558
Printing - Commercial — 0.1%
Valassis Communications, Inc. Senior Notes 8.25% due 03/01/15		111,000		115,718
Private Corrections — 0.0%
Corrections Corp. of America Company Guar. Notes 7.75% due 06/01/17		60,000		63,750
Publishing - Books — 0.0%
TL Acquisitions, Inc. Senior Notes 10.50% due 01/15/15*		115,000		109,825
Publishing - Periodicals — 0.1%
Nielsen Finance LLC/Nielsen Finance Co. Company Guar. Notes 11.50% due 05/01/16		190,000		213,038
Real Estate Investment Trusts — 0.2%
Brandywine Operating Partnership LP Senior Notes 5.70% due 05/01/17		217,000		219,817
DuPont Fabros Technology LP Company Guar. Notes 8.50% due 12/15/17		100,000		105,750
Federal Realty Investors Trust Bonds 5.90% due 04/01/20		103,000		114,764
				440,331
Real Estate Management/Services — 0.0%
CB Richard Ellis Services, Inc. Company Guar. Notes 11.63% due 06/15/17		79,000		89,665

19

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Recycling — 0.0%
Aleris International, Inc. Company Guar. Notes 9.00% due 12/15/14†(7)(9)(10)	$	100,000	$	200
Rental Auto/Equipment — 0.1%
RSC Equipment Rental, Inc. Notes 9.50% due 12/01/14		139,000		141,780
United Rentals North America, Inc. Company Guar. Notes 7.75% due 11/15/13		55,000		55,138
				196,918
Retail - Drug Store — 0.4%
CVS Caremark Corp. Senior Notes 6.25% due 06/01/27		615,000		708,283
CVS Pass - Through Trust Pass Through Certs. 7.51% due 01/10/32*		162,475		191,556
Rite Aid Corp. Senior Sec. Notes 10.25% due 10/15/19		175,000		179,813
				1,079,652
Retail - Propane Distribution — 0.1%
Inergy LP/Inergy Finance Corp. Company Guar. Notes 8.25% due 03/01/16		110,000		115,363
Retail - Regional Department Stores — 0.1%
JC Penney Corp., Inc. Senior Notes 6.38% due 10/15/36		193,000		186,245
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.65% due 07/15/24		53,000		52,867
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.90% due 04/01/29		90,000		89,550
				328,662
Retail - Restaurants — 0.1%
Brinker International, Inc. Senior Notes 5.75% due 06/01/14		89,000		94,374
Wendy’s/Arby’s Restaurants LLC Company Guar. Notes 10.00% due 07/15/16		164,000		172,200
				266,574
Retail - Toy Stores — 0.1%
Toys R Us Property Co. LLC Senior Sec. Notes 8.50% due 12/01/17*		165,000		171,600
Rubber - Tires — 0.1%
The Goodyear Tire & Rubber Co. Senior Notes 9.00% due 07/01/15		139,000		145,603
Satellite Telecom — 0.0%
Intelsat Corp. Senior Notes 9.25% due 06/15/16		25,000		26,500

Security Description	Principal Amount		Value (Note 2)
Savings & Loans/Thrifts — 0.1%
Amsouth Bank NA Sub. Notes 4.85% due 04/01/13	$	185,000	$	184,784
Seismic Data Collection — 0.0%
Geokinetics Holdings, Inc. Senior Sec. Notes 9.75% due 12/15/14*		105,000		87,675
Special Purpose Entities — 0.5%
Capital One Capital V Ltd. Guar. Notes 10.25% due 08/15/39		344,000		371,520
Chukchansi Economic Development Authority Senior Notes 8.00% due 11/15/13*		82,000		47,560
Goldman Sachs Capital II Ltd. Guar. Bonds 5.79% due 06/01/12(4)(13)		75,000		60,281
Goldman Sachs Capital III Company Guar. Notes 1.31% due 09/01/12(4)(13)		322,000		218,960
OMX Timber Finance Investments I LLC Sec. Notes 5.42% due 01/29/20*		350,000		359,188
Teco Finance, Inc. Company Guar. Notes 6.57% due 11/01/17		124,000		145,544
Teco Finance, Inc. Company Guar. Notes 7.00% due 05/01/12		96,000		103,907
				1,306,960
Steel - Producers — 0.2%
AK Steel Corp. Company Guar. Notes 7.63% due 05/15/20		175,000		176,312
Ryerson, Inc. Senior Sec. Notes 12.00% due 11/01/15		105,000		108,019
Steel Dynamics, Inc. Company Guar. Notes 7.75% due 04/15/16		117,000		120,803
United States Steel Corp. Senior Notes 7.38% due 04/01/20		120,000		121,500
				526,634
Storage/Warehousing — 0.0%
Mobile Mini, Inc. Company Guar. Notes 9.75% due 08/01/14		89,000		92,226
Telecom Equipment - Fiber Optics — 0.1%
Corning, Inc. Senior Notes 5.75% due 08/15/40		257,000		275,465
Telecom Services — 0.5%
PAETEC Holding Corp Company Guar. Notes 8.88% due 06/30/17		115,000		119,025
Qwest Corp. Senior Notes 7.50% due 10/01/14		135,000		150,356
Qwest Corp. Senior Notes 8.88% due 03/15/12		652,000		717,200

20

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Telecom Services (continued)
SBA Telecommunications, Inc. Company Guar. Notes 8.25% due 08/15/19	$	236,000	$	256,060
				1,242,641
Telephone - Integrated — 0.4%
Cincinnati Bell, Inc. Company Guar. Notes 7.00% due 02/15/15		22,000		21,340
Frontier Communications Corp. Senior Notes 8.25% due 04/15/17		36,000		38,070
Frontier Communications Corp. Senior Notes 8.50% due 04/15/20		36,000		38,205
Qwest Communications International, Inc. Company Guar. Notes 8.00% due 10/01/15*		318,000		341,850
Sprint Capital Corp. Company Guar. Notes 6.88% due 11/15/28		142,000		118,570
Sprint Capital Corp. Company Guar. Notes 8.75% due 03/15/32		148,000		142,635
Verizon Virginia, Inc. Senior Notes 4.63% due 03/15/13		155,000		165,052
				865,722
Television — 0.2%
CBS Corp. Company Guar. Notes 4.63% due 05/15/18		381,000		399,662
Paxson Communications Corp. Escrow Notes 7.38% due 01/15/13*†(6)(11)		226,373		1,132
Umbrella Acquisition, Inc. Company Guar. Notes 9.75% due 03/15/15*(10)		140,000		126,000
Young Broadcasting, Inc. Escrow Notes 10.00% due 03/01/11†(6)(11)		105,000		1
				526,795
Tools - Hand Held — 0.1%
Stanley Black & Decker, Inc. Company Guar. Notes 5.20% due 09/01/40		184,000		183,862
Transport - Air Freight — 0.3%
Atlas Air, Inc. Pass Through Certs. Series 1991-1, Class A-1 7.20% due 01/02/19		235,233		237,586
Atlas Air, Inc. Pass Through Certs. Series 1991-1, Class B 7.63% due 01/02/15		322,905		277,698
Atlas Air, Inc. Pass Through Certs. Series 2000-1, Class A 8.71% due 01/02/19		199,941		193,943
				709,227

Security Description	Principal Amount		Value (Note 2)
Transport - Equipment & Leasing — 0.2%
GATX Corp. Senior Notes 4.75% due 10/01/12	$	257,000	$	270,407
GATX Corp. Senior Notes 4.75% due 05/15/15		190,000		202,716
				473,123
Transport - Rail — 0.1%
Union Pacific Corp. Senior Notes 5.75% due 11/15/17		235,000		274,002
Transport - Services — 0.2%
Bristow Group, Inc. Senior Notes 7.50% due 09/15/17		155,000		155,000
Ryder System, Inc. Notes 3.60% due 03/01/16		203,000		205,323
				360,323
Web Hosting/Design — 0.1%
Equinix, Inc. Senior Notes 8.13% due 03/01/18		115,000		120,175
Wireless Equipment — 0.4%
Motorola, Inc. Senior Notes 5.38% due 11/15/12		467,000		493,643
Motorola, Inc. Debentures 6.50% due 09/01/25		489,000		541,195
				1,034,838
Total U.S. Corporate Bonds & Notes
(cost $70,028,518)				71,280,913
FOREIGN CORPORATE BONDS & NOTES — 4.3%
Banks - Commercial — 1.1%
ANZ National International, Ltd. Bank Guar. Notes 2.38% due 12/21/12*		153,000		155,046
ANZ National International, Ltd. Bank Guar. Notes 6.20% due 07/19/13*		215,000		239,888
Barclays Bank PLC Jr. Sub. Bonds 5.93% due 12/15/16*(4)(13)		361,000		315,875
Barclays Bank PLC Sub. Notes 6.05% due 12/04/17*		330,000		355,197
Barclays Bank PLC Jr. Sub. Notes 6.86% due 06/15/32*(4)(13)		201,000		176,880
BNP Paribas Bank Guar. Notes 4.80% due 06/24/15*		215,000		230,548
Groupe BPCE Notes 3.35% due 09/30/10(4)(13)		132,000		83,272
Nordea Bank AB Jr. Sub. Bonds 8.38% due 03/25/15(4)(13)		164,000		176,546

21

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Banks - Commercial (continued)
Sumitomo Mitsui Banking Corp. Senior Notes 3.15% due 07/22/15*	$	245,000	$	254,672
Westpac Banking Corp. Jr. Sub. Notes 0.62% due 03/31/11(4)(13)		820,000		492,000
				2,479,924
Chemicals - Diversified — 0.1%
OXEA Finance/Cy SCA Senior Sec. Notes 9.50% due 07/15/17*		110,000		116,387
Chemicals - Plastics — 0.0%
Montell Finance Co. BV Company Guar. Notes 8.10% due 03/15/27*		10,000		9,075
Computers - Memory Devices — 0.1%
Seagate HDD Cayman Company Guar. Notes 6.88% due 05/01/20*		105,000		102,900
Diversified Banking Institutions — 0.1%
Credit Agricole SA Jr. Sub. Bonds 6.64% due 05/31/17*(4)(13)		113,000		96,050
Natixis Sub. Notes 0.78% due 01/15/19(4)		150,000		133,663
				229,713
Diversified Manufacturing Operations — 0.1%
Tyco International Finance Company Guar. Notes 3.38% due 10/15/15		300,000		315,167
Diversified Minerals — 0.2%
BHP Billiton Finance USA, Ltd. Company Guar. Notes 6.42% due 03/01/26		451,000		543,312
Electric - Integrated — 0.0%
TransAlta Corp. Senior Notes 4.75% due 01/15/15		50,000		53,786
Forestry — 0.0%
Tembec Industries, Inc. Senior Sec. Notes 11.25% due 12/15/18*		50,000		48,000
Insurance - Multi-line — 0.2%
Aegon NV Sub. Notes 3.23% due 07/15/14(4)(13)		104,000		63,060
XL Capital, Ltd. Senior Notes 5.25% due 09/15/14		297,000		315,465
XL Capital, Ltd. Senior Notes 6.38% due 11/15/24		194,000		209,365
				587,890
Insurance - Reinsurance — 0.1%
Endurance Specialty Holdings, Ltd. Senior Notes 7.00% due 07/15/34		215,000		210,376

Security Description	Principal Amount		Value (Note 2)
Metal - Diversified — 0.1%
Xstrata Canada Corp. Company Guar. Notes 7.35% due 06/05/12	$	252,000	$	272,692
Oil Companies - Exploration & Production — 0.1%
Nexen, Inc. Senior Notes 5.88% due 03/10/35		206,000		214,767
OPTI Canada, Inc. Senior Sec. Notes 7.88% due 12/15/14		159,000		122,430
				337,197
Oil Companies - Integrated — 0.5%
BP Capital Markets PLC Company Guar. Notes 3.88% due 03/10/15		450,000		445,757
Statoil ASA Company Guar. Notes 7.15% due 11/15/25		626,000		809,988
				1,255,745
Paper & Related Products — 0.0%
PE Paper Escrow GmbH Senior Sec. Notes 12.00% due 08/01/14*		89,000		100,793
Pipelines — 0.2%
TransCanada Pipelines, Ltd. Jr. Sub. Notes 6.35% due 05/15/67(4)		415,000		378,787
Printing - Commercial — 0.0%
Quebecor World Capital Corp. Escrow Notes 8.75% due 03/15/16†*(6)(11)		165,000		6,806
Satellite Telecom — 0.3%
Intelsat Intermediate Holding Co., Ltd. Company Guar. Bonds 9.50% due 02/01/15(12)		428,000		444,050
Intelsat Subsidiary Holding Co., Ltd. Company Guar. Notes 8.88% due 01/15/15		159,000		164,168
				608,218
Special Purpose Entities — 0.5%
AngloGold Ashanti Holdings PLC Company Guar. Notes 6.50% due 04/15/40		290,000		306,402
Aries Vermoegensverwaltungs GmbH Sec. Notes 9.60% due 10/25/14		500,000		655,600
SMFG Preferred Capital, Ltd. Jr. Sub. Notes 6.08% due 01/25/17*(4)(13)		272,000		260,706
				1,222,708
Steel - Producers — 0.1%
Essar Steel Algoma, Inc. Senior Sec. Notes 9.38% due 03/15/15*		165,000		162,938
SupraNational Banks — 0.1%
Asian Development Bank Senior Bonds 5.82% due 06/16/28		176,000		212,327

22

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Telephone - Integrated — 0.5%
Telecom Italia Capital SA Company Guar. Bonds 5.25% due 10/01/15	$	606,000	$	645,032
Telefonica Emisiones SAU Company Guar. Notes 0.77% due 02/04/13(4)		220,000		213,882
Telefonos de Mexico SAB de CV Senior Notes 5.50% due 01/27/15		207,000		228,706
Virgin Media Finance PLC Company Guar. Notes 8.38% due 10/15/19		50,000		54,500
				1,142,120
Total Foreign Corporate Bonds & Notes
(cost $9,862,525)				10,396,861
FOREIGN GOVERNMENT AGENCIES — 2.8%
Sovereign — 2.8%
Republic of Argentina Senior Bonds 8.28% due 12/31/33		385,448		295,831
Republic of Colombia Senior Bonds 6.13% due 01/18/41		400,000		447,000
Republic of Indonesia Senior Bonds 6.63% due 02/17/37		850,000		1,041,748
Republic of the Philippines Senior Bonds 6.38% due 10/23/34		1,000,000		1,173,750
Republic of Turkey Senior Bonds 11.88% due 01/15/30		650,000		1,107,437
Republic of Venezuela Senior Bonds 9.25% due 09/15/27		1,410,000		1,001,100
Russian Federation Senior Bonds 7.50% due 03/31/30(12)		736,000		874,074
United Mexican States Notes 5.95% due 03/19/19		800,000		922,000
Total Foreign Government Agencies
(cost $6,377,144)				6,862,940
MUNICIPAL BONDS & NOTES — 0.1%
Municipal Bonds — 0.1%
Texas State Transportation Commission Bonds Series B 5.18% due 04/01/30 (cost $115,000)		115,000		126,487
U.S. GOVERNMENT AGENCIES — 34.8%
Federal Home Loan Mtg. Corp. — 17.4%
4.50% due 11/01/18		290,570		310,504
4.50% due 02/01/19		303,334		324,238
4.50% due 01/01/39		950,006		998,297
4.50% due 12/01/39		2,894,983		3,040,335
4.50% due 06/01/40		2,990,496		3,140,643
5.00% due 03/01/19		123,400		132,167
5.00% due 10/01/33		41,113		44,057
5.00% due 06/01/34		220,286		235,717
5.00% due 12/01/34		278,685		298,207
5.00% due 07/01/35		372,185		396,862
5.00% due 08/01/35		922,352		983,507
5.00% due 11/01/35		564,262		601,674

Security Description	Principal Amount		Value (Note 2)
Federal Home Loan Mtg. Corp. (continued)
5.00% due 11/01/36	$	317,076	$	337,306
5.00% due 01/01/37		338,657		360,264
5.00% due 03/01/38		707,008		751,304
5.00% due 08/01/39		1,420,306		1,511,267
5.00% due 10/01/39		1,343,872		1,427,934
5.50% due 11/01/18		129,076		139,326
5.50% due 10/01/33		316,442		341,640
5.50% due 07/01/34		230,481		248,114
5.50% due 02/01/35		412,940		443,500
5.50% due 07/01/35		10,797		11,596
5.50% due 08/01/35		2,315,572		2,486,708
5.50% due 01/01/36		1,424,523		1,529,946
5.50% due 05/01/37		836,867		894,176
5.50% due 09/01/37		1,175,717		1,256,231
5.50% due 10/01/37		4,578,663		4,892,213
5.50% due 07/01/38		219,442		234,470
6.00% due 07/01/35		327,109		353,931
6.00% due 12/01/36		303,357		327,094
6.00% due 08/01/37		2,024,591		2,179,848
6.00% due 02/01/39		977,950		1,052,125
6.00% due 04/01/40		1,391,635		1,497,188
6.50% due 12/01/32		432,087		478,859
6.50% due 02/01/36		115,185		126,160
6.50% due 09/01/36		3,569		3,891
6.50% due 05/01/37		448,244		487,871
6.50% due 11/01/37		1,392,215		1,515,293
7.00% due 11/01/16		15,887		17,113
7.00% due 07/01/32		39,648		44,778
7.50% due 12/01/30		4,250		4,846
7.50% due 04/01/31		41,572		47,427
8.00% due 02/01/30		4,889		5,628
8.00% due 07/01/30		1,163		1,339
Federal Home Loan Mtg. Corp. REMIC
Series 3102, Class PG
5.00% due 11/15/28		779,000		807,683
Series 3317, Class PD
5.00% due 09/15/31		1,000,000		1,053,688
Series 3116, Class PD
5.00% due 10/15/34		3,355,000		3,651,249
Series 3349, Class HB
5.50% due 06/15/31		1,338,000		1,419,087
				42,447,301
Federal National Mtg. Assoc. — 12.5%
2.13% due 01/25/13		333,000		335,097
4.00% due 06/01/39		1,370,635		1,429,556
4.00% due September TBA		4,500,000		4,659,610
4.50% due 06/01/18		69,546		74,435
4.50% due 01/01/25		1,865,593		1,980,005
4.50% due 01/01/40		1,198,873		1,274,675
4.50% due 02/01/40		2,956,940		3,143,933
4.50% due 05/01/40		1,489,258		1,570,982
4.50% due 08/01/40		1,495,314		1,572,260
5.00% due 03/15/16		248,000		289,064
5.00% due 09/01/18		25,319		27,102
5.00% due 10/01/18		22,359		23,933
5.00% due 02/01/20		40,810		43,710
5.00% due 06/01/22		1,099,188		1,169,836
5.00% due 10/01/24		893,268		953,613
5.00% due 03/01/37		324,163		344,744
5.00% due 06/01/37		94,423		100,417
5.00% due 07/01/37		509,692		542,052
5.00% due 04/01/40		3,201,483		3,404,244
5.00% due 05/01/40		2,966,029		3,153,878
5.50% due 10/01/17		47,571		51,596

23

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. GOVERNMENT AGENCIES (continued)
Federal National Mtg. Assoc. (continued)
5.50% due 05/01/18	$	43,825	$	47,533
5.50% due 11/01/19		47,095		51,079
5.50% due 11/01/22		284,210		306,150
5.50% due 12/01/33		275,604		297,852
5.50% due 05/01/34		135,864		146,831
5.50% due 12/01/35		58,939		63,420
5.50% due 11/01/36		395,708		424,312
6.00% due 09/01/16		67,870		73,332
6.00% due 12/01/16		15,830		17,104
6.00% due 12/01/33		305,056		335,027
6.00% due 07/01/34		263,239		287,907
6.00% due 10/01/36		710,351		767,267
6.00% due 10/01/37		474,394		511,663
6.50% due 02/01/17		25,644		27,883
6.50% due 03/01/17		33,708		36,651
6.50% due 04/01/29		43,487		48,276
6.50% due 06/01/29		106,275		117,979
6.50% due 07/01/32		37,643		41,788
6.50% due 02/01/37		591,201		645,498
7.00% due 09/01/31		91,914		104,188
				30,496,482
Government National Mtg. Assoc. — 4.9%
4.50% due 05/15/39		1,814,698		1,940,188
4.50% due 01/15/40		1,684,598		1,799,616
5.00% due 05/15/34		1,073,822		1,161,360
5.00% due 01/15/40		1,457,693		1,579,364
5.50% due 12/15/39		2,642,859		2,865,325
6.00% due 10/15/39		2,374,291		2,588,517
6.50% due 06/15/29		10,007		11,227
7.00% due 09/15/28		5,296		6,051
				11,951,648
Total U.S. Government Agencies
(cost $81,759,107)				84,895,431
U.S. GOVERNMENT TREASURIES — 16.2%
United States Treasury Bonds — 3.2%
4.25% due 05/15/39		402,000		454,071
4.38% due 02/15/38		674,000		779,945
4.38% due 11/15/39		1,805,000		2,079,699
4.38% due 05/15/40		658,000		759,168
4.50% due 05/15/38		588,000		694,208
4.50% due 08/15/39		1,401,000		1,647,489
4.63% due 02/15/40		284,000		340,711
5.25% due 11/15/28		559,000		718,228
8.13% due 08/15/19		158,000		232,309
				7,705,828
United States Treasury Notes — 13.0%
0.88% due 03/31/11		600,000		602,227
0.88% due 02/29/12		4,000,000		4,028,600
1.00% due 07/31/11		2,000,000		2,013,046
1.00% due 07/15/13		5,410,000		5,456,905
1.13% due 01/15/12		500,000		505,078
1.13% due 06/15/13		3,000,000		3,036,570
1.75% due 07/31/15		250,000		255,235
1.88% due 06/30/15		250,000		256,875
2.25% due 05/31/14		26,000		27,255
2.38% due 09/30/14		141,000		148,347
2.38% due 02/28/15		168,000		176,662
2.63% due 02/29/16		2,750,000		2,908,983
2.75% due 02/15/19		760,000		789,866
3.13% due 05/15/19		262,000		279,112
3.38% due 11/15/19		1,099,000		1,187,006

Security Description	Shares/ Principal Amount		Value (Note 2)
United States Treasury Notes (continued)
3.50% due 05/15/20	$	472,000	$	514,296
3.63% due 08/15/19		78,000		86,013
3.63% due 02/15/20		2,161,000		2,378,282
3.75% due 11/15/18		505,000		565,442
3.88% due 05/15/18		5,000,000		5,652,735
4.25% due 08/15/15		750,000		855,176
				31,723,711
Total U.S. Government Treasuries
(cost $37,555,761)				39,429,539
COMMON STOCK — 0.2%
Banks - Commercial — 0.2%
Lloyds Banking Group PLC†		416,870		444,273
Independent Power Producers — 0.0%
Mirant Corp.†		186		1,804
Oil Companies - Integrated — 0.0%
CB Simmons Co.†(6)(11)		7,000		0
Total Common Stock
(cost $255,378)				446,077
PREFERRED STOCK — 1.1%
Banks - Commercial — 0.1%
CoBank ACB 11.00%		7,302		402,523
Banks - Super Regional — 0.3%
US Bancorp 7.19%(4)		523		405,652
Wachovia Capital Trust IX 6.38%		10,650		263,587
				669,239
Diversified Banking Institutions — 0.2%
Ally Financial, Inc. 7.00%*		134		110,688
HSBC Holdings PLC 8.00%		12,780		339,054
				449,742
Diversified Financial Services — 0.1%
General Electric Capital Corp. 4.50%(12)		6,441		162,893
Finance - Investment Banker/Broker — 0.2%
JPMorgan Chase Capital XXIX 6.70%		21,960		554,490
Finance - Mortgage Loan/Banker — 0.0%
Federal Home Loan Mtg. Corp. 0.00%(4)		6,900		2,277
Special Purpose Entity — 0.2%
Structured Repackaged Asset-Backed Trust Securities 3.00%(4)		21,200		422,940
Total Preferred Stock
(cost $2,741,006)				2,664,104
WARRANTS — 0.0%
Publishing - Periodicals — 0.0%
The Reader’s Digest Association, Inc. Expires 02/19/14†(6) (cost $396)		382		0
Total Long-Term Investment Securities
(cost $227,210,625)				235,759,163

24

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount			Value (Note 2)
REPURCHASE AGREEMENT — 4.1%
Agreement with State Street Bank & Trust Co., bearing interest at 0.01%, dated 08/31/10, to be repurchased 09/01/10 in the amount of $10,355,003 and collateralized by $9,495,000 of United States Treasury Bonds bearing interest at 3.13%, due 04/30/17 and having an approximate value of $10,357,146 (cost $10,055,000)	$	10,055,000		$	10,055,000
TOTAL INVESTMENTS
(cost $237,265,625)(14)		100.9	%		245,814,163
Liabilities in excess of other assets		(0.9	)		(2,236,648	)
NET ASSETS —		100.0	%	$	243,577,515

* Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. The Fund has no right to demand registration of these securities. At August 31, 2010, the aggregate value of these securities was $19,195,776 representing 7.9% of net assets. Unless otherwise indicated these securities are not considered to be illiquid.

† Non-income producing security

(1) Commercial Mortgage Backed Security

(2) Variable Rate Security — the rate reflected is as of August 31, 2010, maturity date reflects the stated maturity date.

(3) Bond is in default and did not pay principal at maturity.

(4) Floating rate security where the rate fluctuates. The rate moves up or down at each reset date. The rate reflected is as of August 31, 2010.

(5) Collateralized Mortgage Obligation

(6) Fair valued security. Securities are classified as Level 3 based on the securities valuation inputs; see Note 2.

(7) Bond in default

(8) Denotes a restricted security that: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933, as amended (the “1933 Act”); (b) is subject to a contractual restriction on public sales; or (c) is otherwise subject to a restriction on sales by operation of applicable law. Restricted securities are valued pursuant to Note 2. Certain restricted securities held by the Fund may not be sold except in exempt transactions or in a public offering registered under the 1933 Act. The Fund has no right to demand registration of these securities. The risk of investing in certain restricted securities is greater than the risk of investing in the securities of widely held, publicly traded companies. To the extent applicable, lack of a secondary market and resale restrictions may result in the inability of a Fund to sell a security at a fair price and may substantially delay the sale of the security. In addition, certain restricted securities may exhibit greater price volatility than securities for which secondary markets exist. As of August 31, 2010, the Core Bond Fund held the following restricted securities:

Name	Acquisition Date		Principal Amount		Acquisition Cost		Market Value		Market Value Per Share		Value as a % of Net Assets
ICO North America, Inc. Senior Sec. Notes 7.50% due 08/15/09		08/11/05	$	25,000	$	25,000
		02/15/08		1,000		1,000
		09/11/08		1,000		1,000
		02/15/09		1,000		1,000
			$	28,000	$	28,000	$	24,360	$	87.00		0.01	%

(9) Company has filed for Chapter 11 bankruptcy protection.

(10) Income may be received in cash or additional shares at the discretion of the issuer.

(11) Illiquid security. At August 31, 2010, the aggregate value of these securities was $32,299 representing 0.0% of net assets.

(12) “Step-up” security where the rate increases (“steps-up”) at a predetermined rate. Rate shown reflects the increased rate.

(13) Perpetual maturity — maturity date reflects the next call date.

(14) See Note 5 for cost of investments on a tax basis.

TBA—Securities purchased on a forward commitment basis with an approximate principal amount and no definite maturity date. The actual principal and maturity date will be determined upon settlement date.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Asset Backed Securities	$	—	$	19,632,451	$	—	$	19,632,451
Convertible Bonds & Notes		—		—		24,360		24,360
U.S. Corporate Bonds & Notes		—		70,211,365		1,069,548		71,280,913
Foreign Corporate Bonds & Notes		—		10,390,055		6,806		10,396,861
Foreign Government Agencies		—		6,862,940		—		6,862,940
Municipal Bonds & Notes		—		126,487		—		126,487
U.S. Government Agencies		—		84,895,431		—		84,895,431
U.S. Government Treasuries		—		39,429,539		—		39,429,539
Common Stock		446,077		—		0		446,077
Preferred Stock		1,745,241		918,863		—		2,664,104
Warrants		—		—		0		0
Repurchase Agreement		—		10,055,000		—		10,055,000
Total	$	2,191,318	$	242,522,131	$	1,100,714	$	245,814,163

25

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

The following is a reconciliation of Level 3 assets which significant unobservable inputs were used to determine fair value:

	Convertible Bonds & Notes		U.S. Corporate Bonds & Notes		Foreign Corporate Bonds & Notes		Common Stock		Warrants
Balance as of 8/31/2009	$	9,800	$	612,651	$	—	$	—	$	—
Accrued discounts/premiums		—		1,260		—		—		—
Realized gain (loss)		—		37,038		—		—		—
Change in unrealized appreciation (depreciation)(1)		14,560		187,666		6,806		—		(396	)
Net purchases (sales)		—		229,801		0		0		396
Transfers in and/or out of Level 3(2)		—		1,132		—		—		—
Balance as of 8/31/2010	$	24,360	$	1,069,548	$	6,806	$	0	$	0

(1) The total change in unrealized appreciation (depreciation) included in the statement of operations attributable to level 3 investments still held at August 31, 2010 includes:

Convertible Bonds & Notes		U.S. Corporate Bonds & Notes		Foreign Corporate Bonds & Notes		Common Stock		Warrants
$	14,560	$	196,780	$	6,806	$	—	$	(396	)

(2) The Fund’s policy is to recognize transfers in and transfers out as of the end of the reporting period.

See Notes to Financial Statements

26

VALIC Company II High Yield Bond Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Medical — Hospitals	4.0	%
Diversified Banking Institutions	3.6
Auto/Truck Parts & Equipment — Original	3.5
Banks — Commercial	3.3
Repurchase Agreements	2.6
Telephone — Integrated	2.6
Special Purpose Entities	2.4
Finance — Auto Loans	2.3
Cable/Satellite TV	2.3
Diversified Manufacturing Operations	2.2
Computer Services	2.2
Auto — Cars/Light Trucks	2.2
Casino Hotels	2.1
Cellular Telecom	1.9
Banks — Super Regional	1.9
Diversified Financial Services	1.9
Retail — Regional Department Stores	1.8
Independent Power Producers	1.7
Theaters	1.7
Telecom Services	1.7
Satellite Telecom	1.6
Electric — Integrated	1.6
Data Processing/Management	1.6
Broadcast Services/Program	1.6
Electric — Generation	1.6
Pipelines	1.5
Casino Services	1.5
Oil Companies — Exploration & Production	1.5
Paper & Related Products	1.4
Transport — Marine	1.3
Electronic Components — Semiconductors	1.2
Web Hosting/Design	1.1
Medical — Drugs	1.1
Publishing — Periodicals	1.1
Auto/Truck Parts & Equipment — Replacement	1.1
Coal	1.0
Oil — Field Services	1.0
Oil Field Machinery & Equipment	1.0
Retail — Drug Store	0.9
Medical Products	0.9
Chemicals — Specialty	0.8
Machinery — Farming	0.8
Food — Meat Products	0.7
Banks — Mortgage	0.7
Medical Information Systems	0.7
Chemicals — Diversified	0.7
Direct Marketing	0.7
Containers — Paper/Plastic	0.7
Diagnostic Kits	0.7
Diversified Operations/Commercial Services	0.6
Computers — Memory Devices	0.6
Investment Companies	0.6
E-Commerce/Services	0.6
Banks — Money Center	0.6
Machinery — General Industrial	0.6
Building Products — Cement	0.6
Rubber — Tires	0.6
Insurance — Multi-line	0.5
Agricultural Chemicals	0.5
Retail — Arts & Crafts	0.5
Medical Labs & Testing Services	0.5
Medical — Outpatient/Home Medical	0.5
Pharmacy Services	0.5
Television	0.5
Storage/Warehousing	0.5
Real Estate Investment Trusts	0.4
Chemicals — Plastics	0.4
Athletic Equipment	0.4

Building Products — Air & Heating	0.4
Retail — Apparel/Shoe	0.4
Metal — Aluminum	0.4
Metal — Diversified	0.4
Commercial Services	0.4
Airlines	0.4
Telecommunication Equipment	0.4
Funeral Services & Related Items	0.3
Finance — Consumer Loans	0.3
Beverages — Wine/Spirits	0.3
Steel Pipe & Tube	0.3
Advertising Services	0.3
Consumer Products — Misc.	0.3
Printing — Commercial	0.3
Office Supplies & Forms	0.3
Diversified Minerals	0.2
Rental Auto/Equipment	0.2
Containers — Metal/Glass	0.2
Enterprise Software/Service	0.2
Multimedia	0.2
Oil & Gas Drilling	0.2
Building & Construction — Misc.	0.1
Firearms & Ammunition	0.1
Hazardous Waste Disposal	0.1
Food — Retail	0.1
Beverages — Non-alcoholic	0.1
Diversified Operations	0.1
Food — Misc.	0.1
Aerospace/Defense	0.1
Building & Construction Products — Misc.	0.1
	97.3	%

Credit Quality†#

A	2.3	%
BBB	1.0
BB	30.7
B	50.0
CCC	13.9
Not Rated@	2.1
	100.0	%

* Calculated as a percentage of net assets.

@ Represents debt issues that either have no rating, or the rating is unavailable from source.

† Source: Standard and Poors

# Calculated as percentage of total debt issues, excluding short-term securities.

27

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Principal Amount		Value (Note 2)
CONVERTIBLE BONDS & NOTES — 0.6%
Auto - Cars/Light Trucks — 0.6%
Ford Motor Co. Senior Notes 4.25% due 11/15/16 (cost $1,051,000)	$	1,051,000	$	1,458,262
U.S. CORPORATE BONDS & NOTES — 80.8%
Advertising Services — 0.3%
Visant Holding Corp. Senior Notes 8.75% due 12/01/13		85,000		86,700
Visant Holding Corp. Senior Notes 10.25% due 12/01/13(1)		640,000		652,800
				739,500
Aerospace/Defense — 0.1%
Esterline Technologies Corp. Company Guar. 7.00% due 08/01/20*		165,000		167,888
Agricultural Chemicals — 0.5%
CF Industries, Inc. Senior Notes 6.88% due 05/01/18		300,000		315,750
CF Industries, Inc. Senior Notes 7.13% due 05/01/20		970,000		1,040,325
				1,356,075
Airlines — 0.4%
Continental Airlines, Inc. Senior Notes 4.50% due 01/15/15		500,000		658,750
Continental Airlines, Inc. Pass Through Certs. Series 1991, Class A 6.55% due 02/02/19		308,614		316,638
				975,388
Athletic Equipment — 0.4%
Easton-Bell Sports, Inc. Senior Sec. Notes 9.75% due 12/01/16		1,075,000		1,136,813
Auto - Cars/Light Trucks — 1.6%
Ford Motor Co. Notes 7.45% due 07/16/31		4,325,000		4,216,875
Auto/Truck Parts & Equipment - Original — 2.8%
ArvinMeritor, Inc. Senior Notes 8.13% due 09/15/15		2,325,000		2,330,812
ArvinMeritor, Inc. Company Guar. Notes 10.63% due 03/15/18		1,095,000		1,188,075
Tenneco, Inc. Senior Notes 7.75% due 08/15/18*		275,000		280,500
Tenneco, Inc. Company Guar. Notes 8.13% due 11/15/15		120,000		124,650
Tenneco, Inc. Company Guar. Notes 8.63% due 11/15/14		530,000		543,250
TRW Automotive, Inc. Company Guar. Notes 7.00% due 03/15/14*		750,000		772,500

Security Description	Principal Amount		Value (Note 2)
Auto/Truck Parts & Equipment - Original (continued)
TRW Automotive, Inc. Company Guar. Notes 7.25% due 03/15/17*	$	2,030,000	$	2,075,675
				7,315,462
Auto/Truck Parts & Equipment - Replacement — 1.1%
Affinia Group Holdings, Inc. Company Guar. Notes 9.00% due 11/30/14		1,710,000		1,752,750
Affinia Group Holdings, Inc. Senior Sec. Notes 10.75% due 08/15/16*		910,000		1,005,550
Exide Corp. Escrow Notes 10.00% due 03/15/25†(2)(3)		300,000		0
				2,758,300
Banks - Commercial — 2.7%
CIT Group, Inc. Senior Sec. Notes 7.00% due 05/01/13		300,906		298,273
CIT Group, Inc. Senior Sec. Notes 7.00% due 05/01/14		451,360		439,512
CIT Group, Inc. Senior Sec. Notes 7.00% due 05/01/15		451,360		433,870
CIT Group, Inc. Senior Sec. Notes 7.00% due 05/01/16		2,147,268		2,039,905
CIT Group, Inc. Senior Sec. Notes 7.00% due 05/01/17		4,073,175		3,830,055
				7,041,615
Banks - Money Center — 0.6%
NB Capital Trust IV Bank Guar. Notes 8.25% due 04/15/27		1,475,000		1,511,415
Banks - Mortgage — 0.8%
Provident Funding Associates Senior Sec. Notes 10.25% due 04/15/17*		1,915,000		1,948,512
Banks - Super Regional — 1.9%
BAC Capital Trust XI Ltd. Guar. Notes 6.63% due 05/23/36		1,575,000		1,563,640
Wells Fargo & Co. Jr. Sub. Bonds 7.98% due 03/15/18(4)(5)		3,250,000		3,355,625
				4,919,265
Beverages - Wine/Spirits — 0.3%
Constellation Brands, Inc. Company Guar. Notes 7.25% due 05/15/17		750,000		785,625
Broadcast Services/Program — 1.6%
Clear Channel Worldwide Holdings, Inc. Company Guar. Notes Class A 9.25% due 12/15/17		210,000		217,875
Clear Channel Worldwide Holdings, Inc. Company Guar. Notes Class B 9.25% due 12/15/17		830,000		870,462

28

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Broadcast Services/Program (continued)
Fisher Communications, Inc. Senior Notes 8.63% due 09/15/14	$	806,000	$	798,948
Liberty Media LLC Debentures 8.25% due 02/01/30		1,130,000		1,073,500
Liberty Media LLC Senior Notes 8.50% due 07/15/29		820,000		779,000
Nexstar Broadcasting, Inc. Company Guar. Notes 0.50% due 01/15/14*(6)(7)		326,183		300,088
Nexstar Broadcasting, Inc. Company Guar. Notes 7.00% due 01/15/14		108,000		105,840
				4,145,713
Building & Construction Products - Misc. — 0.1%
Associated Materials LLC/Associated Materials Finance, Inc. Senior Sec. Notes 9.88% due 11/15/16		145,000		153,700
Building & Construction - Misc. — 0.1%
Esco Corp. Senior Notes 8.63% due 12/15/13*		335,000		342,119
Building Products - Air & Heating — 0.4%
Goodman Global Group, Inc. Senior Notes 0.00% due 12/15/14		1,740,000		1,104,900
Building Products - Cement — 0.6%
Cemex Finance LLC Senior Sec. Notes 9.50% due 12/14/16*		1,550,000		1,488,000
Cable/Satellite TV — 2.3%
Cablevision Systems Corp. Senior Notes 8.00% due 04/15/20		830,000		886,025
CCH II LLC/CCH II Capital Corp. Company Guar. Notes 13.50% due 11/30/16		1,090,065		1,291,727
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 7.88% due 04/30/18*		400,000		414,000
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 8.13% due 04/30/20*		315,000		331,538
Mediacom LLC / Mediacom Capital Corp. Notes 9.13% due 08/15/19		3,015,000		3,015,000
				5,938,290
Casino Hotels — 2.1%
Eldorado Casino Corp. (Shreveport) Sec. Bonds 10.00% due 08/01/12(3)(6)		429,222		392,738
Eldorado Resorts LLC Senior Notes 9.00% due 04/15/14(2)(3)		475,000		420,541
Harrah’s Operating Co., Inc. Senior Sec. Notes 11.25% due 06/01/17		1,895,000		2,027,650

Security Description	Principal Amount		Value (Note 2)
Casino Hotels (continued)
MGM Resorts International Senior Sec. Notes 9.00% due 03/15/20*	$	480,000	$	498,000
MGM Resorts International Senior Sec. Notes 11.13% due 11/15/17		900,000		1,005,750
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 1st Mtg. Notes 7.75% due 08/15/20*		1,165,000		1,176,650
				5,521,329
Casino Services — 0.9%
Greektown, Inc. LLC Escrow Notes 10.75% due 12/01/13†(2)(3)		930,000		0
Peninsula Gaming LLC Senior Sec. Notes 8.38% due 08/15/15		770,000		798,875
Peninsula Gaming LLC Company Guar. Notes 10.75% due 08/15/17		460,000		483,000
Scientific Games International, Inc. Company Guar. Notes 9.25% due 06/15/19		975,000		1,033,500
				2,315,375
Cellular Telecom — 1.9%
Cricket Communications, Inc. Senior Sec. Notes 7.75% due 05/15/16		750,000		774,375
Cricket Communications, Inc. Company Guar. Notes 10.00% due 07/15/15		1,705,000		1,785,987
Leap Wireless International, Inc. Senior Notes 4.50% due 07/15/14		1,246,000		1,084,020
MetroPCS Wireless, Inc. Company Guar. Notes 9.25% due 11/01/14		904,000		940,160
Nextel Communications, Inc. Senior Notes 7.38% due 08/01/15		429,000		424,710
				5,009,252
Chemicals - Diversified — 0.7%
Lyondell Chemical Co. Senior Sec. Notes 8.00% due 11/01/17*		215,000		230,856
Momentive Performance Materials, Inc. Company Guar. Notes 9.75% due 12/01/14		1,180,000		1,151,975
Momentive Performance Materials, Inc. Company Guar. Notes 12.50% due 06/15/14		403,000		448,338
				1,831,169
Chemicals - Plastics — 0.4%
Hexion US Finance Corp. Sec. Notes 9.75% due 11/15/14		1,175,000		1,154,437
Chemicals - Specialty — 0.8%
Ferro Corp. Senior Notes 7.88% due 08/15/18		550,000		561,000

29

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Chemicals - Specialty (continued)
Huntsman International LLC Senior Sub. Notes 7.38% due 01/01/15	$	910,000	$	887,250
Huntsman International LLC Company Guar. Notes 7.88% due 11/15/14		110,000		110,825
Tronox Worldwide LLC Company Guar. Notes 9.50% due 12/01/12†(8)(9)		677,000		624,532
				2,183,607
Coal — 1.0%
Drummond Co., Inc. Senior Notes 9.00% due 10/15/14*		255,000		266,794
Peabody Energy Corp. Company Guar. Notes 6.50% due 09/15/20		2,321,000		2,439,951
				2,706,745
Computer Services — 2.2%
Stream Global Services, Inc. Senior Sec. Notes 11.25% due 10/01/14		649,000		642,510
SunGard Data Systems, Inc. Company Guar. Notes 9.13% due 08/15/13		490,000		500,412
SunGard Data Systems, Inc. Company Guar. Notes 10.25% due 08/15/15		1,030,000		1,081,500	��
SunGard Data Systems, Inc. Company Guar. Notes 10.63% due 05/15/15		175,000		193,375
Unisys Corp. Senior Sec. Notes 12.75% due 10/15/14*		1,850,000		2,155,250
Unisys Corp. Senior Sec. Notes 14.25% due 09/15/15*		1,045,000		1,222,650
				5,795,697
Consumer Products - Misc. — 0.3%
Yankee Acquisition Corp. Company Guar. Notes 9.75% due 02/15/17		715,000		729,300
Containers - Metal/Glass — 0.2%
Ball Corp. Company Guar. Notes 7.13% due 09/01/16		125,000		134,063
Ball Corp. Company Guar. Notes 7.38% due 09/01/19		185,000		198,412
Crown Cork & Seal Co., Inc. Debentures 7.38% due 12/15/26		275,000		259,875
				592,350
Containers - Paper/Plastic — 0.2%
Graphic Packaging International, Inc. Company Guar. Notes 9.50% due 06/15/17		600,000		639,000

Security Description	Principal Amount		Value (Note 2)
Data Processing/Management — 1.6%
Fidelity National Information Services, Inc. Company Guar. Notes 7.63% due 07/15/17*	$	220,000	$	229,350
Fidelity National Information Services, Inc. Company Guar. Notes 7.88% due 07/15/20*		180,000		189,000
First Data Corp. Company Guar. Notes 9.88% due 09/24/15		2,335,000		1,774,600
First Data Corp. Company Guar. Notes 10.55% due 09/24/15(6)		2,634,316		1,982,323
				4,175,273
Diagnostic Kits — 0.7%
Alere, Inc. Senior Notes 7.88% due 02/01/16		1,735,000		1,700,300
Direct Marketing — 0.7%
Sitel LLC/Sitel Finance Corp. Senior Notes 11.50% due 04/01/18*		2,350,000		1,762,500
Diversified Banking Institutions — 3.6%
Citigroup, Inc. Senior Sub. Notes 5.88% due 02/22/33		1,005,000		950,081
GMAC LLC Company Guar. Notes 6.88% due 09/15/11		2,703,000		2,750,303
GMAC LLC Company Guar. Notes 7.50% due 09/15/20*		985,000		975,150
GMAC LLC Sub. Notes 8.00% due 12/31/18		1,475,000		1,421,531
GMAC LLC Company Guar. Notes 8.00% due 03/15/20*		1,385,000		1,419,625
GMAC LLC Company Guar. Notes 8.00% due 11/01/31		1,860,000		1,832,100
				9,348,790
Diversified Financial Services — 1.5%
CIT Group Funding Co. of Delaware LLC Senior Sec. Notes 10.25% due 05/01/13		80,084		82,787
CIT Group Funding Co. of Delaware LLC Senior Sec. Notes 10.25% due 05/01/14		120,126		124,481
CIT Group Funding Co. of Delaware LLC Senior Sec. Notes 10.25% due 05/01/15		120,126		124,180
CIT Group Funding Co. of Delaware LLC Senior Sec. Notes 10.25% due 05/01/16		200,211		206,968
CIT Group Funding Co. of Delaware LLC Senior Sec. Notes 10.25% due 05/01/17		280,296		289,756
Citigroup Capital XXI Company Guar. Bonds 8.30% due 12/21/57(4)		2,975,000		3,086,562
				3,914,734

30

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Diversified Manufacturing Operations — 1.2%
Harland Clarke Holdings Corp. Notes 6.00% due 05/15/15(4)	$	400,000	$	336,000
Harland Clarke Holdings Corp. Notes 9.50% due 05/15/15		2,590,000		2,466,975
SPX Corp. Senior Notes 7.63% due 12/15/14		400,000		431,000
				3,233,975
Diversified Operations — 0.1%
Reynolds Group DL Escrow, Inc./Reynolds Group Escrow LLC Senior Sec. Notes 7.75% due 10/15/16*		230,000		231,725
Diversified Operations/Commercial Services — 0.6%
ARAMARK Corp. Company Guar. Notes 8.50% due 02/01/15		1,600,000		1,650,000
E-Commerce/Services — 0.6%
NetFlix, Inc. Company Guar. Notes 8.50% due 11/15/17		235,000		256,150
Open Solutions, Inc. Company Guar. Notes 9.75% due 02/01/15*		1,715,000		1,303,400
				1,559,550
Electric - Generation — 1.5%
Edison Mission Energy Senior Notes 7.63% due 05/15/27		630,000		398,475
Homer City Funding LLC Senior Notes 8.14% due 10/01/19		359,100		328,576
Midwest Generation LLC Pass Thru Certs., Series B 8.56% due 01/02/16		329,738		321,495
Reliant Energy Mid-Atlantic Power Holdings LLC Pass Through Certs., Series B 9.24% due 07/02/17		509,991		530,391
Reliant Energy Mid-Atlantic Power Holdings LLC Pass Through Certs., Series C 9.68% due 07/02/26		450,000		469,125
The AES Corp. Senior Notes 8.00% due 10/15/17		1,175,000		1,236,687
The AES Corp. Senior Notes 8.00% due 06/01/20		450,000		472,500
The AES Corp. Senior Sec. Notes 8.75% due 05/15/13*		214,000		217,478
				3,974,727
Electric - Integrated — 1.4%
Mirant Americas Generation LLC Senior Notes 8.30% due 05/01/11		550,000		562,375
Mirant Americas Generation LLC Senior Notes 8.50% due 10/01/21		1,100,000		992,750

Security Description	Principal Amount		Value (Note 2)
Electric - Integrated (continued)
Mirant Mid-Atlantic LLC Pass Through Certs., Series B 9.13% due 06/30/17	$	328,292	$	340,603
Southern Energy, Inc. Escrow Notes 7.90% due 07/15/09†(2)(3)		1,225,000		0
Texas Competitive Electric Holdings Co. LLC Company Guar. Notes Series A 10.25% due 11/01/15		2,060,000		1,313,250
Texas Competitive Electric Holdings Co. LLC Company Guar. Notes Series B 10.25% due 11/01/15		110,000		70,125
TXU Corp. Senior Notes 5.55% due 11/15/14		803,000		403,507
				3,682,610
Electronic Components - Semiconductors — 1.2%
Freescale Semiconductor, Inc. Company Guar. Notes 8.88% due 12/15/14		2,760,000		2,559,900
Freescale Semiconductor, Inc. Senior Sec. Notes 9.25% due 04/15/18*		565,000		566,412
				3,126,312
Enterprise Software/Service — 0.2%
Mantech International Corp. Company Guar. Notes 7.25% due 04/15/18		545,000		555,900
Finance - Auto Loans — 2.3%
Credit Acceptance Corp. Company Guar. Notes 9.13% due 02/01/17*		1,060,000		1,097,100
Ford Motor Credit Co., LLC Senior Notes 8.13% due 01/15/20		1,735,000		1,897,660
Ford Motor Credit Co., LLC Senior Notes 8.70% due 10/01/14		2,725,000		2,975,356
				5,970,116
Finance - Consumer Loans — 0.3%
TMX Finance LLC/TitleMax Finance Corp. Senior Sec. Notes 13.25% due 07/15/15*		825,000		866,250
Firearms & Ammunition — 0.1%
Freedom Group, Inc. Senior Sec. Notes 10.25% due 08/01/15*		325,000		338,813
Food - Meat Products — 0.8%
Smithfield Foods, Inc. Senior Notes 7.75% due 07/01/17		1,290,000		1,254,525
Smithfield Foods, Inc. Senior Sec. Notes 10.00% due 07/15/14*		625,000		697,656
				1,952,181
Food - Retail — 0.1%
SUPERVALU, Inc. Senior Notes 8.00% due 05/01/16		275,000		275,688

31

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Funeral Services & Related Items — 0.3%
Stonemor Operating LLC/Cornerstone Family Services/Osiris Holdings Company Guar. Notes 10.25% due 12/01/17*	$	845,000	$	889,363
Hazardous Waste Disposal — 0.1%
Clean Harbors, Inc. Senior Sec. Notes 7.63% due 08/15/16		280,000		287,000
Independent Power Producers — 1.7%
Calpine Corp. Escrow Notes 8.75% due 07/15/13†(2)(3)		3,278,000		0
Dynegy-Roseton / Danskammer Pass Through Certs., Series B 7.67% due 11/08/16		2,085,000		1,897,350
NRG Energy, Inc. Company Guar. Notes 7.38% due 02/01/16		1,440,000		1,450,800
NRG Energy, Inc. Company Guar. Notes 7.38% due 01/15/17		550,000		554,125
RRI Energy, Inc. Senior Notes 7.88% due 12/31/17		690,000		636,525
				4,538,800
Insurance - Multi-line — 0.5%
Hartford Financial Services Group, Inc. Jr. Sub. Notes 8.13% due 06/15/38(4)		1,465,000		1,421,050
Investment Companies — 0.3%
Fox Acquisition Sub LLC Senior Notes 13.38% due 07/15/16*		775,000		791,469
Machinery - Farming — 0.8%
Case New Holland, Inc. Company Guar. Notes 7.75% due 09/01/13		1,175,000		1,233,750
Case New Holland, Inc. Senior Notes 7.88% due 12/01/17*		705,000		742,012
				1,975,762
Machinery - General Industrial — 0.6%
CPM Holdings, Inc. Senior Sec. Notes 10.63% due 09/01/14*		1,390,000		1,501,200
Medical Information Systems — 0.7%
IMS Health, Inc. Senior Notes 12.50% due 03/01/18*		1,645,000		1,906,144
Medical Labs & Testing Services — 0.5%
American Renal Holdings Senior Sec. Notes 8.38% due 05/15/18*		1,270,000		1,270,000
Medical Products — 0.9%
DJO Finance LLC/DJO Finance Corp. Company Guar. Notes 10.88% due 11/15/14		400,000		428,500
LVB Acquisition Holding LLC Company Guar. Notes 10.00% due 10/15/17		1,133,000		1,229,305

Security Description	Principal Amount		Value (Note 2)
Medical Products (continued)
LVB Acquisition Holding LLC Company Guar. Notes 10.38% due 10/15/17(11)	$	636,000	$	691,650
				2,349,455
Medical - Drugs — 0.3%
Axcan Intermediate Holdings, Inc. Senior Notes 9.25% due 03/01/15		825,000		847,688
Medical - Hospitals — 4.0%
Community Health Systems, Inc. Company Guar. Notes 8.88% due 07/15/15		1,800,000		1,867,500
HCA, Inc. Senior Notes 6.25% due 02/15/13		900,000		900,000
HCA, Inc. Senior Notes 7.88% due 02/01/11		725,000		735,875
HCA, Inc. Senior Sec. Notes 7.88% due 02/15/20		2,370,000		2,553,675
HCA, Inc. Senior Sec. Notes 8.50% due 04/15/19		750,000		822,188
HCA, Inc. Senior Notes 8.75% due 09/01/10		360,000		360,000
HCA, Inc. Sec. Notes 9.25% due 11/15/16		1,189,000		1,275,202
Tenet Healthcare Corp. Senior Sec. Notes 9.00% due 05/01/15		1,720,000		1,831,800
				10,346,240
Medical - Outpatient/Home Medical — 0.5%
Radiation Therapy Services, Inc. Senior Sub. Notes 9.88% due 04/15/17*		1,290,000		1,264,200
Multimedia — 0.0%
Haights Cross Operating Co. Bonds 16.00% due 03/15/14†(2)(3)(4)		100,864		97,838
Non-Ferrous Metals — 0.0%
Renco Metals, Inc. Bonds 11.50% due 07/01/03†(2)(3)(10)(12)		210,000		0
Office Supplies & Forms — 0.3%
ACCO Brands Corp. Senior Sec. Notes 10.63% due 03/15/15		625,000		687,500
Oil & Gas Drilling — 0.2%
Pride International, Inc. Senior Notes 6.88% due 08/15/20		385,000		403,769
Oil Companies - Exploration & Production — 1.5%
Anadarko Petroleum Corp. Senior Notes 6.38% due 09/15/17		805,000		796,547

32

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Oil Companies - Exploration & Production (continued)
Antero Resources Finance Corp. Company Guar. 9.38% due 12/01/17	$	825,000	$	851,812
Chesapeake Energy Corp. Senior Notes 9.50% due 02/15/15		425,000		478,125
EXCO Resources, Inc. Company Guar. Notes 7.25% due 01/15/11		845,000		846,056
Petroleum Development Corp. Senior Notes 12.00% due 02/15/18		120,000		129,000
Quicksilver Resources, Inc. Company Guar. Notes 7.13% due 04/01/16		200,000		192,000
Rosetta Resources, Inc. Company Guar. Notes 9.50% due 04/15/18*		545,000		555,900
				3,849,440
Oil Field Machinery & Equipment — 0.6%
Complete Production Services, Inc. Company Guar. Notes 8.00% due 12/15/16		40,000		40,500
Thermon Industries, Inc. Senior Sec. Notes 9.50% due 05/01/17*		1,520,000		1,573,200
				1,613,700
Oil - Field Services — 1.0%
Aquilex Holdings LLC/Aquilex Finance Corp. Senior Notes 11.13% due 12/15/16*		855,000		845,381
Basic Energy Services, Inc. Senior Sec. Notes 11.63% due 08/01/14		925,000		1,008,250
Hornbeck Offshore Services, Inc. Company Guar. Notes 8.00% due 09/01/17		830,000		780,200
				2,633,831
Paper & Related Products — 1.1%
Caraustar Industries, Inc. Senior Sec. Notes 10.00% due 08/15/14(2)(3)(11)		180,739		177,124
Georgia-Pacific LLC Company Guar. Notes 7.00% due 01/15/15*		163,000		168,705
Georgia-Pacific LLC Company Guar. Notes 7.13% due 01/15/17*		205,000		216,275
Georgia-Pacific LLC Company Guar. Notes 8.25% due 05/01/16*		550,000		602,250
Neenah Paper, Inc. Senior Notes 7.38% due 11/15/14		1,325,000		1,325,000
NewPage Corp. Senior Sec. Notes 11.38% due 12/31/14		505,000		410,313
				2,899,667

Security Description	Principal Amount		Value (Note 2)
Pharmacy Services — 0.5%
BioScrip, Inc. Company Guar. Notes 10.25% due 10/01/15	$	1,240,000	$	1,253,950
Pipelines — 1.5%
El Paso Corp. Senior Sub. Notes 6.88% due 06/15/14		775,000		820,045
El Paso Corp. Senior Notes 7.00% due 06/15/17		1,590,000		1,679,245
MarkWest Energy Partners LP / MarkWest Energy Finance Corp. Senior Notes 6.88% due 11/01/14		600,000		606,000
MarkWest Energy Partners LP / MarkWest Energy Finance Corp. Company Guar. Notes 8.50% due 07/15/16		305,000		318,725
The Williams Cos., Inc. Senior Notes 7.88% due 09/01/21		370,000		449,346
				3,873,361
Printing - Commercial — 0.3%
Cenveo Corp. Company Guar. Notes 7.88% due 12/01/13		755,000		719,138
Publishing - Periodicals — 1.1%
Nielsen Finance LLC/Nielsen Finance Co. Company Guar. Notes 11.50% due 05/01/16(1)		525,000		588,656
Nielsen Finance LLC/Nielsen Finance Co. Company Guar. Bonds 12.50% due 08/01/16		2,315,000		2,294,744
				2,883,400
Real Estate Investment Trusts — 0.4%
DuPont Fabros Technology LP Company Guar. 8.50% due 12/15/17		1,100,000		1,163,250
Recycling — 0.0%
Aleris International, Inc. Company Guar. Notes 9.00% due 12/15/14†(8)(9)(11)		2,565,000		5,130
Rental Auto/Equipment — 0.2%
RSC Equipment Rental, Inc./RSC Holdings III LLC Senior Sec. Notes 10.00% due 07/15/17*		550,000		598,125
Retail - Apparel/Shoe — 0.4%
Limited Brands, Inc. Senior Notes 5.25% due 11/01/14		183,000		184,373
Limited Brands, Inc. Senior Notes 6.95% due 03/01/33		651,000		587,527
Limited Brands, Inc. Company Guar. Notes 8.50% due 06/15/19		275,000		310,750
				1,082,650

33

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Retail - Arts & Crafts — 0.5%
Michaels Stores, Inc. Company Guar. Notes 11.38% due 11/01/16	$	1,235,000	$	1,324,537
Retail - Drug Store — 0.9%
Rite Aid Corp. Senior Sec. Notes 9.75% due 06/12/16		150,000		159,375
Rite Aid Corp. Senior Sec. Notes 10.25% due 10/15/19		725,000		744,938
Rite Aid Corp. Senior Sec. Notes 10.38% due 07/15/16		1,475,000		1,524,781
				2,429,094
Retail - Music Store — 0.0%
MTS, Inc. Senior Notes 10.00% due 03/15/09†(2)(3)(8)(9)		15,273		153
Retail - Regional Department Stores — 1.8%
Macy’s Retail Holdings, Inc. Company Guar. Notes 5.90% due 12/01/16		2,522,000		2,597,660
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.38% due 03/15/37		329,000		319,130
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.65% due 07/15/24		308,000		307,230
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.90% due 04/01/29		314,000		312,430
The Neiman-Marcus Group, Inc. Company Guar. Notes 9.75% due 10/15/15(11)		1,205,000		1,220,062
				4,756,512
Rubber - Tires — 0.6%
The Goodyear Tire & Rubber Co. Senior Notes 9.00% due 07/01/15		500,000		523,750
The Goodyear Tire & Rubber Co. Senior Notes 10.50% due 05/15/16		825,000		915,750
				1,439,500
Rubber/Plastic Products — 0.0%
Venture Holdings Co. LLC Company Guar. Notes 11.00% due 06/01/07†(2)(3)(10)(12)		50,000		0
Special Purpose Entity — 0.2%
UCI Holdco, Inc. Senior Notes 8.54% due 12/15/13(6)		455,350		446,243
Steel Pipe & Tube — 0.3%
Mueller Water Products, Inc. Company Guar. Notes 8.75% due 09/01/20*		765,000		768,825
Storage/Warehousing — 0.5%
Mobile Mini, Inc. Notes 6.88% due 05/01/15		535,000		509,587

Security Description	Principal Amount		Value (Note 2)
Storage/Warehousing (continued)
Mobile Mini, Inc. Company Guar. Notes 9.75% due 08/01/14	$	660,000	$	683,925
				1,193,512
Telecom Services — 1.1%
GCI, Inc. Senior Notes 7.25% due 02/15/14		460,000		466,900
Qwest Corp. Senior Notes 8.38% due 05/01/16		425,000		495,125
West Corp. Company Guar. Notes 9.50% due 10/15/14		1,975,000		2,014,500
				2,976,525
Telecommunication Equipment — 0.4%
Sorenson Communications, Inc. Senior Sec. Notes 10.50% due 02/01/15*		1,920,000		916,800
Telephone - Integrated — 2.6%
Cincinnati Bell, Inc. Company Guar. Notes 8.75% due 03/15/18		2,185,000		2,086,675
Frontier Communications Corp. Senior Notes 7.13% due 03/15/19		825,000		812,625
Frontier Communications Corp. Senior Notes 8.13% due 10/01/18		600,000		636,000
Frontier Communications Corp. Senior Notes 8.25% due 04/15/17		165,000		174,488
Frontier Communications Corp. Senior Notes 8.50% due 04/15/20		185,000		196,331
Qwest Communications International, Inc. Company Guar. Notes, Series B 7.50% due 02/15/14		513,000		522,619
Qwest Communications International, Inc. Company Guar. Notes 8.00% due 10/01/15*		375,000		403,125
Sprint Capital Corp. Company Guar. Notes 8.75% due 03/15/32		1,293,000		1,246,129
Valor Telecommunications Enterprises LLC Company Guar. Notes 7.75% due 02/15/15		250,000		257,500
Windstream Corp. Company Guar. 8.13% due 09/01/18*		425,000		432,437
				6,767,929
Television — 0.5%
Bonten Media Acquisition Co. Company Guar. Notes 9.75% due 06/01/15*(11)		144,185		83,627
LIN Television Corp. Company Guar. Notes 8.38% due 04/15/18*		360,000		367,650
Paxson Communications Corp. Escrow Notes 7.38% due 01/15/13*†(2)(3)		1,738,596		8,693

34

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Television (continued)
Sinclair Television Group, Inc. Senior Sec. Notes 9.25% due 11/01/17*	$	745,000	$	767,350
Young Broadcasting, Inc. Escrow Notes 8.75% due 01/15/14†(2)(3)		385,000		4
Young Broadcasting, Inc. Escrow Notes 10.00% due 03/01/11†(2)(3)		540,000		6
				1,227,330
Theaters — 1.5%
AMC Entertainment, Inc. Senior Sub. Notes 8.00% due 03/01/14		1,558,000		1,542,420
AMC Entertainment, Inc. Senior Notes 8.75% due 06/01/19		550,000		567,875
Marquee Holdings, Inc. Senior Disc. Notes 9.51% due 08/15/14(1)		1,795,000		1,471,900
Regal Entertainment Group Company Guar. Notes 9.13% due 08/15/18		415,000		425,375
				4,007,570
Transport - Marine — 0.6%
Marquette Transportation Co./Marquette Transportation Finance Corp. Senior Sec. Notes 10.88% due 01/15/17*		1,630,000		1,662,600
Web Hosting/Design — 1.2%
Equinix, Inc. Senior Notes 8.13% due 03/01/18		465,000		485,925
Terremark Worldwide, Inc. Senior Sec. Notes 12.00% due 06/15/17		2,220,000		2,508,600
				2,994,525
Total U.S. CORPORATE BONDS & NOTES
(cost $204,383,960)				210,907,935
FOREIGN CORPORATE BONDS & NOTES — 9.8%
Banks - Commercial — 0.4%
Barclays Bank PLC Sub. Notes 8.55% due 06/15/11*(4)(5)		1,075,000		1,080,375
Computers - Memory Devices — 0.6%
Seagate Technology HDD Holdings Company Guar. Notes 6.80% due 10/01/16		1,575,000		1,598,625
Diversified Manufacturing Operations — 1.0%
Bombardier, Inc. Senior Notes 7.50% due 03/15/18*		535,000		569,775
Bombardier, Inc. Senior Notes 7.75% due 03/15/20*		540,000		580,500
Bombardier, Inc. Senior Notes 8.00% due 11/15/14*		1,410,000		1,473,450
				2,623,725

Security Description	Principal Amount		Value (Note 2)
Diversified Minerals — 0.2%
Teck Resources, Ltd. Senior Sec. Notes 10.75% due 05/15/19	$	500,000	$	621,250
Electric - Generation — 0.1%
Intergen NV Sec. Notes 9.00% due 06/30/17*		160,000		164,400
Independent Power Producers — 0.0%
AES Drax Energy, Ltd. Sec. Notes 11.50% due 08/30/10†(3)(8)(13)		475,000		0
Investment Companies — 0.3%
Offshore Group Investments, Ltd. Senior Sec. Notes 11.50% due 08/01/15*		805,000		802,987
Medical - Drugs — 0.6%
Elan Corp. PLC Company Guar. Notes 8.75% due 10/15/16*		720,000		698,400
Elan Corp. PLC Company Guar. Notes 8.88% due 12/01/13		760,000		765,700
				1,464,100
Metal - Aluminum — 0.4%
Novelis, Inc. Company Guar. Notes 11.50% due 02/15/15		955,000		1,050,500
Metal - Diversified — 0.4%
Vedanta Resources PLC Senior Notes 9.50% due 07/18/18*		1,000,000		1,050,000
Multimedia — 0.1%
Quebecor Media, Inc. Senior Notes 7.75% due 03/15/16		275,000		280,500
Oil Field Machinery & Equipment — 0.4%
Sevan Marine ASA Sec. Notes 12.00% due 08/10/15*		900,000		913,500
Paper & Related Products — 0.2%
Cascades, Inc. Company Guar. Notes 7.88% due 01/15/20		575,000		590,813
Satellite Telecom — 1.7%
Intelsat Intermediate Holding Co., Ltd. Company Guar. Bonds 9.50% due 02/01/15(1)		759,000		787,463
Intelsat Luxembourg SA Company Guar. Notes 11.50% due 02/04/17(11)		972,188		1,001,353
Intelsat Subsidiary Holding Co., Ltd. Company Guar. Notes 8.50% due 01/15/13		910,000		921,375
Intelsat Subsidiary Holding Co., Ltd. Company Guar. Notes 8.88% due 01/15/15		1,531,000		1,580,757
				4,290,948
Special Purpose Entities — 2.3%
Fibria Overseas Finance, Ltd. Company Guar. Notes 7.50% due 05/04/20*		1,671,000		1,725,307

35

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Special Purpose Entities (continued)
Hellas Telecommunications Luxembourg II Sub. Notes 0.00% due 01/15/15*†(4)(8)(9)	$	925,000	$	11,563
LBG Capital No.1 PLC Bank Guar. Notes 7.88% due 11/01/20		4,470,000		4,157,100
				5,893,970
Telecom Services — 0.5%
Wind Acquisition Finance SA Senior Notes 11.75% due 07/15/17*		1,000,000		1,100,000
Wind Acquisition Finance SA Company Guar. Bonds 12.00% due 12/01/15*		252,000		265,860
				1,365,860
Transport - Marine — 0.6%
Navios Maritime Holdings, Inc./ Navios Maritime Finance U.S., Inc. Notes 8.88% due 11/01/17*		1,600,000		1,660,000
Transport - Rail — 0.0%
TFM SA de CV Senior Notes 9.38% due 05/01/12		43,000		44,021
Total Foreign Corporate Bonds & Notes (cost $25,173,371)				25,495,574
LOANS(3)(14)(15) — 3.0%
Auto/Truck Parts & Equipment - Original — 0.5%
Federal Mogul Corp. Term Loan C 2.21% due 12/27/15		437,303		381,937
Federal Mogul Corp. Tranche B B0 2.21% due 12/27/15		102,895		89,868
Federal Mogul Corp. Term Loan B A2 2.22% due 12/27/15		51,447		44,934
Federal Mogul Corp. Tranche B 2.24% due 12/29/14		808,238		705,910
Federal Mogul Corp. Term Loan B D6 2.24% due 12/27/15		20,579		17,973
Federal Mogul Corp. Tranche C F1 2.24% due 12/27/15		64,309		56,167
				1,296,789
Beverages - Non-alcoholic — 0.1%
Le-Natures, Inc. 10.25% due 03/01/11†(8)(9)		600,000		232,500
Building - Residential/Commercial — 0.0%
TOUSA, Inc. 12.25% due 08/15/13		1,419,838		24,847
Casino Services — 0.6%
Herbst Gaming, Inc. Delayed Draw 12.50% due 12/02/11†(8)(9)		718,859		403,909
Herbst Gaming, Inc. Tranche 1 12.50% due 12/02/11†(8)(9)		262,572		147,532

Security Description	Shares/ Principal Amount		Value (Note 2)
Casino Services (continued)
Holding Gaming Borrower LP 10.00% due 02/19/13	$	995,000	$	991,269
				1,542,710
Commercial Services — 0.4%
Vertrue, Inc. 7.54% due 08/14/15		1,215,000		984,150
Containers - Paper/Plastic — 0.4%
Consolidated Container Company 5.81% due 09/28/14		1,250,000		1,102,084
Diversified Financial Services — 0.4%
Wind Finance SL S.A 7.66% due 11/26/14		1,000,000		999,583
Electric - Integrated — 0.2%
Texas Competitive Electric Holdings Co. LLC 3.85% due 10/10/14		672,830		509,837
Texas Competitive Electric Holdings Co. LLC 4.03% due 10/22/14		3,477		2,635
				512,472
Medical - Drugs — 0.3%
Triax Pharmaceuticals LLC 16.50% due 08/30/11†(2)(8)(16)		1,088,469		678,497
Theaters — 0.1%
AMC Entertainment Holdings, Inc. 5.54% due 06/15/12		375,534		369,901
Total Loans (cost $9,900,990)				7,743,533
COMMON STOCK — 0.4%
Banks - Commercial — 0.2%
CIT Group, Inc.†		11,701		429,193
Building Products-Doors & Windows — 0.0%
Masonite Worldwide Holdings†		754		28,652
Casino Services — 0.0%
Greektown, Inc.(3)		703		0
Energy - Alternate Sources — 0.0%
VeraSun Energy Corp.†(2)(3)		65,000		0
Food - Misc. — 0.1%
Wornick Co.†(2)(3)		3,444		210,411
Gambling (Non-Hotel) — 0.0%
Shreveport Gaming Holdings, Inc.†(2)(3)		2,501		35,527
Gas - Distribution — 0.0%
MXEnergy Holdings, Inc.†(2)(3)		96,187		89,954
Medical - Drugs — 0.0%
Triax Pharmaceuticals LLC†(2)(3)(17)		85,612		428
Medical - Outpatient/Home Medical — 0.0%
Critical Care Systems International, Inc.†(2)(3)		13,262		1,658
Multimedia — 0.0%
Haights Cross Communication, Inc.†(2)(3)		10,439		28,968
Paper & Related Products — 0.1%
Caraustar Industries, Inc.†(2)(3)		80		209,997
Retail - Music Store — 0.0%
MTS, Inc.†(2)(3)		3,863		0
Total Common Stock
(cost $2,802,610)				1,034,788

36

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares/ Principal Amount			Value (Note 2)
PREFERRED STOCK — 0.1%
Auto/Truck Parts & Equipment-Original — 0.1%
Lear Corp. Series A†(3)		4,680		$	341,827
Medical - Drugs — 0.0%
Triax Pharmaceuticals LLC, Class C(2)(3)(17)		26,118			131
Total Preferred Stock
(cost $205,950)					341,958
WARRANTS — 0.0%
Auto/Truck Parts & Equipment-Original — 0.0%
Lear Corp.† Expires 11/09/14 (strike price $.01)		1,164			85,112
Building Products - Doors & Windows — 0.0%
Masonite Worldwide Holdings† Expires 06/09/14(3) (strike price $55.31)		3,658			10,974
Masonite Worldwide Holdings† Expires 06/09/16(3) (strike price $55.31)		2,743			8,229
					19,203
Oil Companies - Exploration & Production — 0.0%
Transmeridian Exploration, Inc.† Expires 12/15/10(2)(3) (Strike price $4.31)		13,811			0
Publishing - Periodicals — 0.0%
The Reader’s Digest Association, Inc.† Expires 02/19/14(2)(3)		4,508			0
Total Warrants
(cost $76,972)					104,315
Total Long - Term Investment Securities
(cost $243,594,853)					247,086,365
REPURCHASE AGREEMENT — 2.6%
Agreement with State Street Bank & Trust Co., bearing interest at 0.01%, dated 08/31/10, to be repurchased 09/01/10 in the amount of $6,832,002 and collateralized by $6,890,000 of Federal Home Loan , bearing interest at 4.38% due 09/17/10 and having approximate value of $7,040,202 (cost $6,832,000)	$	6,832,000			6,832,000
TOTAL INVESTMENTS
(cost $250,426,853)(18)		97.3	%		253,918,365
Other assets less liabilities		2.7			7,131,753
NET ASSETS —		100.0	%	$	261,050,118

* Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. The Fund has no right to demand registration of these securities. At August 31, 2010, the aggregate value of these securities was $55,002,477 representing 21.1% of net assets. Unless otherwise indicated these securities are not considered to be illiquid.

† Non-income producing security

(1) “Step-up” security where the rate increases (“steps-up”) at a predetermined rate. Rate shown reflects the increased rate.

(2) Fair valued security. Securities are classified as Level 3 based on the securities valuation inputs; see Note 2.

(3) Illiquid security. At August 31, 2010, the aggregate value of these securities was $9,778,724 representing 3.7% of net assets.

(4) Floating rate security where the rate fluctuates. The rate moves up or down at each reset date. The rate reflected is as of August 31, 2010.

(5) Perpetual maturity — maturity date reflects the next call date.

(6) PIK (“Payment-in-Kind”) security. Bond or preferred stock that pays interest/dividends in the form of additional bonds or preferred stocks.

(7) “Step-up” security where the rate increases (“steps-up”) at a predetermined rate. The rate reflected is as of August 31, 2010.

(8) Bond in default

(9) Company has filed for Chapter 11 bankruptcy protection.

(10) Bond is in default and did not pay principal at maturity.

(11) Income may be received in cash or additional shares at the discretion of the issuer.

(12) Company has filed for Chapter 7 bankruptcy.

(13) Company has filed bankruptcy in the country of issuance.

(14) The Fund invests in Senior Loans which generally pay interests at rates which are periodically re-determined by reference to a base lending rate plus a premium. These base lending rates are generally either the lending rate offered by one or more major United States banks, or the certificate of deposit rate. Senior Loans are generally considered to be restrictive in that the Fund is ordinarily contractually obligated to receive approval from the Agent Bank and/or borrower prior to the disposition of a Senior Loan.

(15) Senior Loans in the Fund are generally subject to mandatory and/or optional prepayment. Because of these mandatory prepayment conditions and because there may be significant economic incentives for a borrower to prepay, prepayments may occur. As a result, the actual remaining maturity may be substantially less than the stated maturities shown.

(16) A portion of the interest is paid in the form of additional bonds/loans.

(17) Consists of more than one class of securities traded together as a unit.

(18) See Note 5 for cost of investments on a tax basis.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Convertible Bonds & Notes	$	—	$	1,458,262	$	—	$	1,458,262
U.S. Corporate Bonds & Notes		—		209,494,200		1,413,735		210,907,935
Foreign Corporate Bonds & Notes		—		25,495,574		0		25,495,574
Loans		—		3,910,928		3,832,605		7,743,533
Common Stock		457,845		—		576,943		1,034,788
Preferred Stock		341,827		—		131		341,958
Warrants		104,315		—		0		104,315
Repurchase Agreements		—		6,832,000		—		6,832,000
Total	$	903,987	$	247,190,964	$	5,823,414	$	253,918,365

37

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

The following is a reconciliation of Level 3 assets which significant unobservable inputs were used to determine fair value:

	Convertible Bonds & Notes			U.S. Corporate Bonds & Notes			Foreign Corporate Bonds & Notes		Loans			Common Stock			Preferred Stock			Warrants
Balance as of 8/31/2009	$	98,350		$	3,218,031		$	—	$	5,233,524		$	348,147		$	261		$	0
Accrued discounts/premiums		—			1,477			—		106,994			—			—			—
Realized gain (loss)		(137,690	)		322,822			—		9,642			—			—			—
Change in unrealized appreciation (depreciation)(1)		182,650			43,414			—		(539,263	)		(1,007,294	)		(130	)		(4,669	)
Net purchases (sales)		(143,310	)		(2,573,449	)		—		(978,292	)		1,236,090			—			4,669
Transfers in and/or out of Level 3(2)		—			401,440			0		—			—			—			—
Balance as of 8/31/2010	$	—		$	1,413,735		$	0	$	3,832,605		$	576,943		$	131		$	0

(1) The total change in unrealized appreciation (depreciation) included in the statement of operations attributable to level 3 investments still held at August 31, 2010 includes:

Convertible Bonds & Notes		U.S. Corporate Bonds & Notes		Foreign Corporate Bonds & Notes		Loans			Common Stock			Preferred Stock			Warrants
$	—	$	280,298	$	—	$	(555,349	)	$	(1,007,294	)	$	(130	)	$	(4,669	)

(2) The Fund’s policy is to recognize transfers in and transfers out as of the end of the reporting period.

See Notes to Financial Statements

38

VALIC Company II International Small Cap Equity Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Banks — Commercial	6.9	%
Exchange — Traded Funds	4.5
Electronic Components — Misc.	3.6
Diversified Manufacturing Operations	2.5
Machinery — General Industrial	2.4
Auto/Truck Parts & Equipment — Original	2.3
Insurance — Property/Casualty	1.8
Chemicals — Diversified	1.7
Real Estate Operations & Development	1.5
Diversified Operations	1.5
Repurchase Agreements	1.4
Paper & Related Products	1.4
Oil Companies — Exploration & Production	1.4
Transport — Services	1.3
Building & Construction — Misc.	1.3
Distribution/Wholesale	1.2
Electronic Components — Semiconductors	1.2
Airlines	1.2
Medical Products	1.2
Machinery — Electrical	1.2
Building Products — Cement	1.1
Advertising Services	1.1
Building — Heavy Construction	1.0
Chemicals — Specialty	1.0
Audio/Video Products	1.0
Finance — Other Services	1.0
Veterinary Products	0.9
Food — Misc.	0.9
Oil — Field Services	0.9
Television	0.9
Electronics — Military	0.8
Telecom Services	0.8
Food — Retail	0.8
Real Estate Management/Services	0.8
Insurance — Life/Health	0.8
Diagnostic Kits	0.8
Security Services	0.7
Petrochemicals	0.7
Semiconductor Equipment	0.7
Cosmetics & Toiletries	0.7
Auto — Cars/Light Trucks	0.7
Financial Guarantee Insurance	0.7
Internet Content — Information/News	0.7
Retail — Apparel/Shoe	0.7
Auto/Truck Parts & Equipment — Replacement	0.7
Electronic Measurement Instruments	0.6
Beverages — Non-alcoholic	0.6
Computers	0.6
Transport — Marine	0.6
Appliances	0.6
Agricultural Operations	0.6
Investment Companies	0.6
Satellite Telecom	0.6
Insurance — Reinsurance	0.5
Internet Connectivity Services	0.5
Gold Mining	0.5
Engineering/R&D Services	0.5
Cellular Telecom	0.5
Transport — Rail	0.5
Medical — Generic Drugs	0.5
Advanced Materials	0.5
Recreational Vehicles	0.5
Machinery — Material Handling	0.5
Consulting Services	0.5
Building — Maintance & Services	0.5
Building — Residential/Commercial	0.5
Consumer Products — Misc.	0.5
Alternative Waste Technology	0.5
Medical — Drugs	0.5

Commercial Services	0.5
E-Commerce/Services	0.5
Machine Tools & Related Products	0.5
Publishing — Periodicals	0.5
Food — Baking	0.5
Oil Field Machinery & Equipment	0.5
Photo Equipment & Supplies	0.5
Insurance — Multi-line	0.4
Commercial Services — Finance	0.4
Motorcycle/Motor Scooter	0.4
Medical Labs & Testing Services	0.4
Electric Products — Misc.	0.4
Food — Dairy Products	0.4
Pipelines	0.4
Transport — Truck	0.4
Metal — Copper	0.4
Publishing — Newspapers	0.4
Rental Auto/Equipment	0.4
Aerospace/Defense	0.4
Diversified Financial Services	0.4
Gambling (Non — Hotel)	0.4
Computers — Periphery Equipment	0.4
Machinery — Construction & Mining	0.4
Retail — Discount	0.4
Multimedia	0.4
Hotels/Motels	0.4
Electric — Transmission	0.4
Metal — Diversified	0.3
Electric — Integrated	0.3
Athletic Footwear	0.3
Containers — Paper/Plastic	0.3
Extended Service Contracts	0.3
Enterprise Software/Service	0.3
Building Products — Doors & Windows	0.3
Tools — Hand Held	0.3
Internet Infrastructure Software	0.3
Rubber/Plastic Products	0.3
Retail — Restaurants	0.3
Miscellaneous Manufacturing	0.3
Machinery — Print Trade	0.3
Real Estate Investment Trusts	0.3
Optical Supplies	0.3
Retail — Misc./Diversified	0.2
Applications Software	0.2
Finance — Leasing Companies	0.2
Rubber — Tires	0.2
Banks — Money Center	0.2
Apparel Manufacturers	0.2
Computers — Integrated Systems	0.2
Direct Marketing	0.2
Coatings/Paint	0.2
Batteries/Battery Systems	0.2
Transport — Equipment & Leasing	0.2
Power Converter/Supply Equipment	0.2
Wireless Equipment	0.2
Food — Meat Products	0.2
Textile — Products	0.2
Retail — Hypermarkets	0.2
Web Portals/ISP	0.2
Medical Instruments	0.2
Brewery	0.2
Steel — Specialty	0.2
Travel Services	0.2
Building & Construction Products — Misc.	0.2
Coal	0.2
Entertainment Software	0.1
Finance — Credit Card	0.1
Computer Services	0.1
Building Products — Air & Heating	0.1

39

VALIC Company II International Small Cap Equity Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited) — (continued)

Industry Allocation* (continued)

Public Thoroughfares	0.1	%
Educational Software	0.1
Electronic Connectors	0.1
Retail — Pubs	0.1
Funeral Services & Related Items	0.1
Time Deposits	0.1
Mining Services	0.1
Finance — Investment Banker/Broker	0.1
Tobacco	0.1
Venture Capital	0.1
Beverages — Wine/Spirits	0.1
Retail — Pawn Shops	0.1
Retail — Catalog Shopping	0.1
Metal Processors & Fabrication	0.1
Chemicals — Plastics	0.1
Instruments — Controls	0.1
Schools	0.1
Internet Financial Services	0.1
Steel — Producers	0.1
Water	0.1
Industrial Audio & Video Products	0.1
Retail — Bookstores	0.1
Advertising Agencies	0.1
Platinum	0.1
Industrial Gases	0.1
Internet Content — Entertainment	0.1
Transactional Software	0.1
Energy — Alternate Sources	0.1
Medical Information Systems	0.1
Computer Software	0.1
Investment Management/Advisor Services	0.1
Gas — Distribution	0.1
Capacitors	0.1
Veterinary Diagnostics	0.1
Communications Software	0.1
	99.7	%

Country Allocation*

Japan	20.5	%
United Kingdom	12.4
France	8.2
United States	4.5
South Korea	4.5
Switzerland	3.8
Cayman Islands	3.2
Ireland	2.9
Spain	2.8
Bermuda	2.6
Netherlands	2.6
Luxembourg	2.3
Australia	2.2
Italy	1.9
Hong Kong	1.9
Austria	1.9
China	1.9
Finland	1.7
Germany	1.6
Taiwan	1.5
Indonesia	1.4
Brazil	1.4
Jersey	1.4
Norway	1.2
Sweden	1.1
Singapore	1.1
Belgium	1.0
Thailand	0.7
Denmark	0.7
India	0.6
Turkey	0.5
Philippines	0.4
Portugal	0.4
Guernsey	0.4
South Africa	0.4
Mexico	0.4
Russia	0.3
Greece	0.2
Chile	0.2
Cyprus	0.2
Panama	0.2
Malaysia	0.1
Czech Republic	0.1
Papua New Guinea	0.1
Mauritius	0.1
Canada	0.1
British Virgin Islands	0.1
	99.7	%

* Calculated as a percentage of net assets

40

VALIC Company II International Small Cap Equity Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
COMMON STOCK — 93.1%
Australia — 2.2%
Bendigo and Adelaide Bank, Ltd.		239,404	$	1,795,572
Billabong International, Ltd.		175,275		1,178,923
carsales.com.au, Ltd.		255,511		1,182,107
Centamin Egypt, Ltd.†		929,886		2,538,494
Centennial Coal Co., Ltd.		117,618		631,008
Emeco Holdings, Ltd.		2,175,468		1,490,346
Mineral Resources, Ltd.		75,000		568,518
Premier Investments, Ltd.		160,529		935,489
Transfield Services, Ltd.		545,990		1,598,175
White Energy Co., Ltd.†		5,415		16,621
White Energy Co., Ltd. 2010 Performance Shares(1)		5,863		0
White Energy Co., Ltd. 2011 Performance Shares(1)		5,863		0
				11,935,253
Austria — 1.9%
Andritz AG		35,800		2,177,643
Conwert Immobilien Invest SE		212,219		2,456,180
Oesterreichische Post AG		123,186		3,184,594
Schoeller - Bleckmann Oilfield Equipment AG		46,720		2,454,086
				10,272,503
Belgium — 1.0%
Ackermans & van Haaren NV		32,268		2,188,112
Barco NV†		65,209		3,002,997
				5,191,109
Bermuda — 2.6%
China Gas Holdings, Ltd.		4,358,000		2,218,567
China Yurun Food Group, Ltd.		553,000		2,011,879
Digital China Holdings, Ltd.†		822,000		1,278,637
Hiscox, Ltd.		100,508		565,863
Jardine Matheson Holdings, Ltd.		35,600		1,545,040
Kunlun Energy Co., Ltd.		930,000		1,152,524
Lancashire Holdings, Ltd.		282,443		2,310,956
Midland Holdings, Ltd.		670,000		534,019
Omega Insurance Holdings, Ltd.		344,114		472,337
Pacific Basin Shipping, Ltd.		935,000		635,854
Peace Mark Holdings, Ltd.†(1)		686,000		0
Skyworth Digital Holdings, Ltd.		2,322,000		1,214,918
Texwinca Holdings, Ltd.		284,000		280,760
				14,221,354
Brazil — 1.0%
Aliansce Shopping Centers SA		69,000		469,495
Brookfield Incorporacoes SA		90,000		464,285
Cia Hering		19,000		729,167
EDP - Energias do Brasil SA		26,000		555,012
Even Construtora e Incorporadora SA		133,000		624,011
Iguatemi Empresa de Shopping Centers SA		25,500		490,761
Julio Simoes Logistica SA†		72,000		348,470
Localiza Rent a Car SA		33,000		460,356
Odontoprev SA		49,000		521,458
SEB - Sistema Educacional Brasileiro SA		26,400		443,445
Totvs SA		7,600		562,562
				5,669,022
British Virgin Islands — 0.1%
Playtech, Ltd.		50,382		327,038
Canada — 0.1%
C&C Energia, Ltd.†		45,700		308,567
Western Coal Corp.†		46,491		171,122
				479,689
Cayman Islands — 3.2%
AAC Acoustic Technologies Holdings, Inc.		1,238,000		2,259,952

Security Description	Shares		Value (Note 2)
Cayman Islands (continued)
Agile Property Holdings, Ltd.		1,388,000	$	1,620,188
Charm Communications, Inc. ADR†		49,312		401,400
China High Speed Transmission Equipment Group Co., Ltd.		234,000		522,223
China Mengniu Dairy Co., Ltd.		521,000		1,440,013
Coastal Energy Co.†		29,878		114,556
Comba Telecom Systems Holdings, Ltd.		1,042,200		1,067,824
Daphne International Holdings, Ltd.		1,842,000		1,896,760
E - House China Holdings, Ltd. ADR		9,057		145,184
Fufeng Group, Ltd.		1,404,000		902,459
HKR International, Ltd.		1,350,400		529,483
KWG Property Holding, Ltd.		1,115,000		758,264
Lee & Man Paper Manufacturing, Ltd.		1,499,000		1,040,604
Li Ning Co., Ltd.		163,750		527,326
Mindray Medical International, Ltd. ADR		6,366		171,882
NetEase.com, Inc. ADR†		10,900		433,057
O - Net Communications Group, Ltd.†		417,000		254,636
Shanda Interactive Entertainment, Ltd. ADR†		9,323		384,853
Shenguan Holdings Group, Ltd.		1,008,000		1,057,404
SINA Corp.†		11,900		509,558
SPG Land Holdings, Ltd.		1,518,025		657,656
Yingde Gases Group Co., Ltd.†		417,500		391,805
				17,087,087
Chile — 0.2%
CAP SA		10,800		427,234
Cia Cervecerias Unidas SA		57,500		668,671
				1,095,905
China — 1.9%
Bank of China, Ltd.		1,420,000		713,765
China Construction Bank Corp.		1,117,000		921,888
Guangzhou Automobile Group Co., Ltd.†		389,649		457,335
Shandong Chenming Paper Holdings, Ltd.		574,500		429,098
Shandong Weigao Group Medical Polymer Co., Ltd.		40,000		200,289
Weichai Power Co., Ltd.		422,900		3,525,639
Wumart Stores, Inc.		466,000		976,481
Zhejiang Expressway Co., Ltd.		818,000		728,747
Zhuzhou CSR Times Electric Co., Ltd.		789,000		2,048,890
				10,002,132
Cyprus — 0.2%
Globaltrans Investment PLC GDR		73,770		1,010,649
Czech Republic — 0.1%
Philip Morris CR AS		1,220		551,344
Denmark — 0.7%
FLSmidth & Co. A/S		38,198		2,256,293
SimCorp A/S		426		57,505
Tryg A/S		26,442		1,417,850
				3,731,648
Finland — 1.7%
Konecranes Oyj		117,208		3,572,192
Pohjola Bank PLC, Class A		214,326		2,348,023
UPM - Kymmene Oyj		234,472		3,217,969
				9,138,184
France — 7.1%
Euler Hermes SA†		47,382		3,602,692
Eutelsat Communications		87,089		3,131,015
Groupe Eurotunnel SA		243,213		1,807,046
Guyenne et Gascogne SA		20,505		2,072,301
Havas SA		625,596		2,869,888
JC Decaux SA†		120,133		2,870,459
Lagardere SCA		53,990		1,944,806

41

VALIC Company II International Small Cap Equity Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
France (continued)
Sa des Ciments Vicat		20,077	$	1,213,993
Safran SA		166,601		4,093,717
SCOR SE		112,514		2,447,444
SEB SA		44,822		3,294,441
SOITEC†		214,137		1,816,247
Thales SA		59,795		1,911,809
UBISOFT Entertainment†		91,083		787,660
Virbac SA		36,241		4,294,580
				38,158,098
Germany — 1.6%
Adidas AG		35,712		1,817,709
Aixtron AG		64,338		1,598,034
Bilfinger Berger AG		57,324		3,417,531
Rheinmetall AG		36,507		2,020,790
				8,854,064
Greece — 0.2%
Public Power Corp. SA		90,492		1,286,665
Guernsey — 0.4%
Tetragon Financial Group, Ltd.		536,922		2,265,811
Hong Kong — 2.3%
Bank of East Asia, Ltd.		33,140		124,401
China Everbright International, Ltd.		5,948,000		2,660,972
China Taiping Insurance Holdings Co., Ltd.†		688,200		2,141,018
Dah Sing Banking Group, Ltd.†		404,800		621,348
Hutchison Whampoa, Ltd.		160,000		1,183,738
Lenovo Group, Ltd.		2,968,000		1,701,723
Shanghai Industrial Holdings, Ltd.		111,000		540,820
Techtronic Industries Co.		798,000		695,541
West China Cement, Ltd.†		7,033,350		1,925,954
Wharf Holdings, Ltd.		121,000		650,985
				12,246,500
India — 0.6%
HDFC Bank, Ltd. ADR		7,600		1,214,480
Jagran Prakashan, Ltd.		174,905		474,073
Sun TV Network, Ltd.		165,224		1,678,583
				3,367,136
Indonesia — 1.4%
AKR Corporindo Tbk PT		2,572,392		350,199
Bank Mandiri Tbk PT		4,161,500		2,717,526
BW Plantation Tbk PT†		25,086,000		2,276,759
Perusahaan Gas Negara PT		681,500		301,716
United Tractors Tbk PT		987,666		2,011,406
				7,657,606
Ireland — 2.1%
DCC PLC (London)		179,562		4,516,868
DCC PLC (Dublin)		6,569		164,494
FBD Holdings PLC		447,899		3,927,793
Glanbia PLC		184,300		785,910
Paddy Power PLC		60,103		2,035,144
				11,430,209
Isle of Man — 0.0%
Hansard Global PLC		32,202		81,488
Italy — 1.9%
Banca Popolare di Milano Scarl		470,077		2,043,269
Buzzi Unicem SpA		96,430		874,959
DiaSorin SpA		87,965		3,562,699
Gruppo Editoriale L’Espresso SpA†		872,703		1,685,442
Piaggio & C SpA		901,141		2,355,316
				10,521,685

Security Description	Shares		Value (Note 2)
Japan — 20.5%
Aica Kogyo Co., Ltd.		184,200	$	2,061,040
Alpha Systems, Inc.		13,800		286,644
Asahi Diamond Industrial Co., Ltd.		114,000		1,684,014
Axell Corp.		20,400		605,856
Chugoku Marine Paints, Ltd.		167,000		1,137,055
COOKPAD, Inc.		6,800		361,409
Credit Saison Co., Ltd.		60,200		764,592
Dai - ichi Seiko Co., Ltd.		17,500		690,543
Daiseki Co., Ltd.		52,400		952,444
Dena Co., Ltd.		54,300		1,627,513
Disco Corp.		7,000		349,542
Don Quijote Co., Ltd.		52,300		1,276,840
Doshisha Co., Ltd.		18,600		440,590
Eiken Chemical Co., Ltd.		17,600		161,524
en - japan, Inc.		620		884,871
Enplas Corp.		20,900		331,375
EPS Co., Ltd.		449		1,125,573
Exedy Corp.		43,200		1,245,452
Ferrotec Corp.		42,600		460,938
Foster Electric Co., Ltd.		26,700		572,393
FP Corp.		33,100		1,792,703
Fuji Machine Manufacturing Co., Ltd.		99,100		1,568,897
Fujimi, Inc.		108,900		1,489,419
GS Yuasa Corp.		63,000		371,206
Hajime Construction Co., Ltd.		58,000		1,591,358
Harmonic Drive Systems, Inc.		124		495,203
HIS Co., Ltd.		39,600		845,642
Hitachi Metals, Ltd.		79,000		851,030
IDEC Corp.		33,100		302,199
Internet Initiative Japan, Inc.		165		434,055
Jafco Co., Ltd.		24,300		540,032
Japan Petroleum Exploration Co.		16,700		602,321
JVC Kenwood Holdings, Inc.†		241,400		591,934
Kajima Corp.		838,000		1,965,076
Kakaku.com, Inc.		419		2,047,369
Kawasaki Kisen Kaisha, Ltd.†		662,000		2,466,444
Koito Manufacturing Co., Ltd.		45,000		621,355
Komori Corp.		148,000		1,416,403
Konica Minolta Holdings, Inc.		278,500		2,433,270
Kureha Corp.		223,000		1,133,448
Lintec Corp.		54,300		1,103,322
M3, Inc.		545		2,471,670
Mani, Inc.		19,000		654,743
Mazda Motor Corp.		1,059,000		2,369,861
Micronics Japan Co., Ltd.		149,100		1,561,814
Mitsubishi UFJ Lease & Finance Co., Ltd.		35,230		1,253,871
Mori Seiki Co., Ltd.		211,500		1,800,054
Moshi Moshi Hotline, Inc.		56,100		1,141,900
Nabtesco Corp.		77,000		1,156,696
Nichicon Corp.		27,200		291,394
Nidec Copal Corp.		43,700		676,749
Nihon M&A Center, Inc.		147		429,924
Nippon Seiki Co., Ltd.		25,000		240,745
Nipro Corp.		26,900		529,931
Nishimatsuya Chain Co., Ltd.		75,200		653,446
Nissha Printing Co., Ltd.		52,000		1,146,959
Nomura Real Estate Holdings, Inc.		39,000		516,224
NTT Urban Development Corp.		3,659		2,852,809
Ohara, Inc.		96,300		1,231,118
Okuma Corp.†		559,000		2,708,166
Osaka Securities Exchange Co., Ltd.		270		1,311,272
Otsuka Corp.		17,600		1,158,529
Pigeon Corp.		15,000		551,720
Pioneer Corp.†		900,700		2,669,614
Rinnai Corp.		12,200		729,008

42

VALIC Company II International Small Cap Equity Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Japan (continued)
Saint Marc Holdings Co., Ltd.		17,600	$	679,824
Sakai Chemical Industry Co., Ltd.		38,000		143,840
Sanwa Holdings Corp.		593,000		1,743,495
Sawai Pharmaceutical Co., Ltd.		10,200		1,045,376
SBI Holdings, Inc.		3,466		430,310
Shimadzu Corp.		81,000		548,613
Shin - Etsu Polymer Co., Ltd.		83,000		462,373
Star Micronics Co., Ltd.		325,200		2,790,968
Sumco Corp.†		170,600		2,901,885
Sumitomo Rubber Industries, Ltd.		138,000		1,251,708
Suruga Bank, Ltd.		725,000		6,334,365
Sysmex Corp.		5,900		372,920
T - Gaia Corp.		270		422,950
Taiheiyo Cement Corp.†		2,183,000		2,442,590
Taiko Pharmaceutical Co., Ltd.		17,000		193,251
Taiyo Ink Manufacturing Co., Ltd.		36,800		995,672
The Daiei, Inc.†		288,300		1,166,790
The Japan Steel Works, Ltd.		59,000		522,509
Tokyo Seimitsu Co., Ltd.†		87,100		1,066,848
Tokyu Livable, Inc.		69,500		775,991
Toridoll.corp.		450		765,445
Toshiba Machine Co., Ltd.		432,000		1,383,264
Toshiba Plant Systems & Services Corp.		70,000		801,571
Towa Corp.†		70,600		389,935
TS Tech Co., Ltd.		79,600		1,150,273
Tsugami Corp.		100,000		609,451
Union Tool Co.		118,000		2,550,744
Village Vanguard Co., Ltd.		142		409,047
Works Applications Co., Ltd.		1,398		668,131
Yamaguchi Financial Group, Inc.		67,000		634,032
Yamaha Motor Co., Ltd.†		203,500		2,734,811
Yamatake Corp.		35,900		878,163
				111,058,256
Jersey — 1.1%
Beazley PLC		255,889		438,753
Charter International PLC		320,437		2,997,774
United Business Media, Ltd.		292,923		2,479,813
				5,916,340
Luxembourg — 0.9%
Acergy SA		136,194		2,091,273
GlobeOp Financial Services		47,289		172,246
Millicom International Cellular SA		26,046		2,398,316
				4,661,835
Malaysia — 0.1%
IJM Corp. BHD		402,160		639,478
Mauritius — 0.1%
Golden Agri - Resources, Ltd.		1,195,474		493,888
Mexico — 0.4%
Corp GEO SAB de CV, Series B†		152,000		391,533
Genomma Lab Internacional SA de CV†		321,500		572,393
Industrias CH SAB de CV†		142,000		500,035
Mexichem SAB de CV		202,000		520,786
				1,984,747
Netherlands — 2.6%
Aalberts Industries NV		236,715		3,352,245
ASM International NV†		107,977		2,385,699
Koninklijke Bam Groep NV		218,138		1,091,920
Koninklijke Vopak NV		55,542		2,230,873
SBM Offshore NV		157,087		2,389,818

Security Description	Shares		Value (Note 2)
Netherlands (continued)
SNS Reaal NV†		289,169	$	1,222,109
X5 Retail Group NV GDR†		33,000		1,201,200
				13,873,864
Norway ��� 1.2%
Aker Solutions ASA		83,856		924,665
Orkla ASA		218,000		1,823,190
Sparebank 1 SR Bank		453,700		3,589,405
				6,337,260
Panama — 0.2%
Copa Holdings SA, Class A		12,000		585,360
Intergroup Financial Services Corp.		13,700		339,075
				924,435
Papua New Guinea — 0.1%
New Britain Palm Oil, Ltd.		58,804		520,817
Philippines — 0.4%
Filinvest Land, Inc.		30,610,000		776,047
Metro Pacific Investments Corp.		5,639,000		418,947
Security Bank Corp.		738,600		1,221,230
				2,416,224
Portugal — 0.4%
Portucel Empresa Produtora de Pasta e Papel SA		827,367		2,285,689
Russia — 0.3%
LSR Group OJSC GDR†		61,300		489,174
Pharmstandard GDR†		37,400		891,990
				1,381,164
Singapore — 1.1%
Cambridge Industrial Trust		1,787,000		672,350
Fortune Real Estate Investment Trust		1,540,000		722,610
Goodpack, Ltd.		764,000		1,087,805
SIA Engineering Co., Ltd.		205,000		624,603
Venture Corp., Ltd.		438,000		2,811,214
				5,918,582
South Africa — 0.4%
Aspen Pharmacare Holdings, Ltd.†		117,700		1,342,179
Impala Platinum Holdings, Ltd.		17,000		401,085
Truworths International, Ltd.		63,300		502,537
				2,245,801
South Korea — 4.3%
Cheil Industries, Inc.		35,627		3,105,365
Daegu Bank		48,610		565,610
Glovis Co., Ltd.		15,863		2,169,933
Hyundai Home Shopping Network Corp.†(1)		1,587		119,134
Hyundai Mobis		17,341		3,138,708
Intelligent Digital Integrated Security		33,905		412,889
Korea Investment Holdings Co., Ltd.		24,340		638,496
Korean Reinsurance Co.		53,773		482,158
LG Chemical Co., Ltd.		10,022		2,883,969
LG Electronics, Inc.		2,361		189,841
LG Household & Health Care, Ltd.		8,961		3,004,689
OCI Materials Co., Ltd.		16,156		1,521,405
Samsung Electronics Co., Ltd.		1,992		1,256,112
Shinhan Financial Group Co., Ltd.		17,430		667,309
Sungwoo Hitech Co., Ltd.		237,397		2,316,744
Synopex, Inc.†		117,934		323,632
Taewoong Co., Ltd.		11,572		468,131
				23,264,125

43

VALIC Company II International Small Cap Equity Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Spain — 2.8%
Antena 3 de Television SA		303,676	$	2,058,859
Bankinter SA		410,898		2,671,767
Iberia Lineas Aereas de Espana SA†		592,681		1,911,487
Obrascon Huarte Lain SA		160,973		4,018,664
Red Electrica Corp. SA		46,260		1,906,420
Vueling Airlines SA†		237,567		2,682,417
				15,249,614
Sweden — 1.1%
AarhusKarlshamn AB		54,271		1,068,305
Husqvarna AB, Class B		424,367		2,664,512
Intrum Justitia AB		232,822		2,362,380
				6,095,197
Switzerland — 3.8%
Acino Holding AG		8,770		818,476
Aryzta AG		57,674		2,471,134
Banque Cantonale Vaudoise		8,359		3,993,219
Clariant AG†		241,381		3,105,083
EFG International AG		213,462		2,291,786
Gategroup Holding AG†		34,142		1,281,271
Sonova Holding AG		26,135		3,343,941
Sulzer AG		32,170		3,190,858
				20,495,768
Taiwan — 1.5%
Advantech Co., Ltd.		509,000		1,153,568
Chicony Electronics Co., Ltd.		261,259		468,951
Chimei Innolux Display Corp.†		247,370		255,602
China Life Insurance Co., Ltd.†		738,562		599,445
Delta Electronics, Inc.		144,000		546,170
Hon Hai Precision Industry Co., Ltd. GDR†		82,208		608,339
Polaris Securities Co., Ltd.		757,000		336,744
Simplo Technology Co., Ltd.		155,760		760,955
St Shine Optical Co., Ltd.		140,000		1,359,181
Ta Chong Bank Co., Ltd.†		1,634,000		411,127
Wistron Corp.		341,346		533,853
Yageo Corp.†		2,442,000		956,705
				7,990,640
Thailand — 0.7%
BEC World PCL(2)		956,100		970,001
Big C Supercenter PCL(2)		392,200		726,876
Kasikornbank PCL		326,000		1,187,538
Thoresen Thai Agencies PCL		265,630		205,408
TMB Bank PCL†(2)		8,949,600		772,134
				3,861,957
Turkey — 0.5%
BIM Birlesik Magazalar AS GDR		43,500		1,189,303
Turk Hava Yollari†		478,000		1,502,505
				2,691,808
United Kingdom — 12.4%
Abbey Protection PLC		222,241		276,932
Advanced Medical Solutions Group PLC†		419,180		334,295
Afren PLC†		131,587		207,459
Alternative Networks PLC		146,180		353,098
Amlin PLC		77,193		481,125
Aveva Group PLC		17,097		374,171
Avocet Mining PLC†		198,522		358,506
Axis - Shield PLC†		66,174		294,315
Babcock International Group PLC		229,033		1,775,602
Brewin Dolphin Holdings PLC		123,300		226,919
Britvic PLC		462,633		3,422,712
BTG PLC†		168,350		518,962

Security Description	Shares		Value (Note 2)
United Kingdom (continued)
Caretech Holdings PLC		34,835	$	172,295
Carillion PLC		107,384		500,327
Chemring Group PLC		95,065		3,793,625
Cohort PLC		140,659		159,634
CPP Group PLC†		88,874		337,347
Croda International PLC		239,892		4,709,254
CVS Group PLC†		210,165		290,088
Datacash Group PLC		59,275		327,266
Davis Service Group PLC		40,471		236,170
Dechra Pharmaceuticals PLC		129,090		838,441
Devro PLC		48,371		177,003
Dignity PLC		59,846		650,740
Domino Printing Sciences PLC		118,905		838,850
E2V Technologies PLC†		174,211		165,651
eaga PLC		211,981		331,607
Education Development International PLC		110,000		159,423
EMIS Group PLC†		67,761		329,691
Fenner PLC		330,580		1,032,747
Fidessa Group PLC		20,291		426,646
Filtrona PLC		126,917		457,808
G4S PLC†		1,035,200		4,014,240
Group NBT PLC		40,452		203,954
Gulfsands Petroleum PLC†		95,615		441,020
H&T Group PLC		115,740		515,651
Hargreaves Services PLC		21,843		209,372
Hill & Smith Holdings PLC		56,104		239,632
Homeserve PLC		255,170		1,780,996
Hunting PLC		26,276		243,603
IG Group Holdings PLC		463,772		3,712,799
Immunodiagnostic Systems Holdings PLC		42,724		491,428
Intec Telecom Systems PLC		195,669		190,556
James Halstead PLC		30,092		291,903
JD Wetherspoon PLC		102,698		659,622
Jupiter Fund Management PLC†		102,823		317,360
Kazakhmys PLC		121,968		2,162,371
Laird PLC		100,769		201,217
Latchways PLC		12,500		136,111
Marston’s PLC		167,481		239,391
May Gurney Integrated Services PLC		189,341		530,675
Mears Group PLC		229,510		918,689
Melrose PLC		209,849		828,725
Micro Focus International PLC		114,793		530,622
Microgen PLC		229,674		299,404
Millennium & Copthorne Hotels PLC		257,148		1,916,663
Mitie Group PLC		236,066		706,707
Morson Group PLC		133,571		203,827
Mouchel Group PLC		250,899		448,282
N Brown Group PLC		149,289		512,635
Northgate PLC†		65,625		185,188
Pace PLC		131,207		413,519
PayPoint PLC		87,675		407,422
Phoenix IT Group, Ltd.		137,928		419,365
Premier Oil PLC†		153,363		3,565,712
PZ Cussons PLC		49,207		246,624
RM PLC		273,977		550,442
Rotork PLC		18,862		455,901
RPS Group PLC		49,659		129,547
RWS Holdings PLC		122,935		485,489
Salamander Energy PLC†		99,005		335,261
SDL PLC†		38,956		340,845
Serco Group PLC		165,500		1,477,228
Spectris PLC		33,342		449,221
Spirax - Sarco Engineering PLC		18,752		455,543
St James’s Place PLC		818,917		3,208,908
Synergy Health PLC		221,213		2,342,614

44

VALIC Company II International Small Cap Equity Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
United Kingdom (continued)
Telecity Group PLC†		89,034	$	658,157
Ultra Electronics Holdings PLC		18,241		466,908
Valiant Petroleum PLC†		27,383		286,622
Vedanta Resources PLC		64,209		1,860,177
Victrex PLC		15,775		260,320
Xchanging PLC		331,784		658,440
YouGov PLC†		211,761		127,471
				67,293,088
United States — 1.8%
AsiaInfo - Linkage, Inc.†		93,540		1,670,624
Autoliv, Inc.		66,689		3,610,542
Central European Distribution Corp.†		23,400		535,392
Gran Tierra Energy, Inc.†		53,000		333,005
Virgin Media, Inc.		167,487		3,485,405
				9,634,968
Total Common Stock
(cost $490,353,364)				503,817,724
EXCHANGE - TRADED FUNDS — 4.5%
France — 1.1%
Lyxor ETF Eastern Europe		76,473		1,896,537
Lyxor ETF Russia		107,000		3,924,143
				5,820,680
Ireland — 0.8%
iShares MSCI EM Latin America		179,364		4,629,385
Luxembourg — 1.4%
db x - trackers - MSCI Emerging Latin America TRN Index ETF†		135,000		7,608,600
United States — 1.2%
iShares MSCI South Africa Index Fund		87,740		5,124,016
iShares MSCI Turkey Index Fund		21,617		1,306,964
				6,430,980
Total Exchange - Traded Funds
(cost $24,210,100)				24,489,645
PREFERRED STOCK — 0.6%
Brazil — 0.4%
Banco ABC Brasil SA		63,000		496,826
Parana Banco SA		72,000		420,213
Suzano Papel e Celulose SA		51,000		463,465
Ultrapar Participacoes SA		11,000		604,413
				1,984,917

Security Description	Shares/ Principal Amount			Value (Note 2)
South Korea — 0.2%
Hyundai Motor Co.		22,858		$	962,823
Total Preferred Stock
(cost $2,699,257)					2,947,740
RIGHTS — 0.0%
Australia — 0.0%
White Energy Co., Ltd. Expires 10/20/10 (strike price 2.50 AUD)†(1) (cost $0)		13,793			0
Total Long - Term Investment Securities
(cost $517,262,721)					531,255,109
SHORT - TERM INVESTMENT SECURITIES — 0.1%
Time Deposits — 0.1%
Euro Time Deposit with State Street Bank & Trust Co. 0.01% due 09/01/10 (cost $649,000)	$	649,000			649,000
REPURCHASE AGREEMENT — 1.4%
Agreement with State Street Bank & Trust Co., bearing interest at 0.01%, dated 08/31/10, to be repurchased 09/01/10 in the amount of $7,608,002 and collateralized by $7,670,000 of Federal Home Loan Bank Bonds, bearing interest at 4.38%, due 09/17/10 and having an approximate value of $7,837,206 (cost $7,608,000)		7,608,000			7,608,000
TOTAL INVESTMENTS
(cost $525,519,721)(3)		99.7	%		539,512,109
Other assets less liabilities		0.3			1,813,868
NET ASSETS —		100.0	%	$	541,325,977

† Non-income producing security

(1) Fair valued security. Securities are classified as Level 3 based on the securities valuation inputs; see Note 2.

(2) Fair valued security. Securities are classified as Level 2 based on the securities valuation inputs; see Note 2.

(3) See Note 5 for cost of investments on a tax basis.

ADR—American Depository Receipt

GDR—Global Depository Receipt

Currency Legend

AUD—Australian Dollar

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
France	$	38,158,098	$	—	$	—	$	38,158,098
Japan		111,058,256		—		—		111,058,256
United Kingdom		67,293,088		—		—		67,293,088
Other Countries*		284,720,137		2,469,011		119,134		287,308,282
Exchange-Traded Funds		24,489,645		—		—		24,489,645
Preferred Stock		2,947,740		—		—		2,947,740
Rights		—		—		0		0

* Sum of all other countries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by country, please refer to the Portfolio of Investments.

45

VALIC Company II International Small Cap Equity Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Short-Term Investment Securities:
Time Deposits	$	—	$	649,000	$	—	$	649,000
Repurchase Agreement		—		7,608,000		—		7,608,000
Total	$	528,666,964	$	10,726,011	$	119,134	$	539,512,109

The following is a reconciliation of Level 3 assets which significant unobservable inputs were used to determine fair value:

	Common Stock			Rights
Balance as of 8/31/2009	$	16,643		$	—
Accrued discounts/premiums		—			—
Realized gain (loss)		0			—
Change in unrealized appreciation (depreciation)(1)		(258	)		—
Net purchases (sales)		102,749			0
Transfers in and/or (out) of Level 3		—			—
Balance as of 8/31/2010	$	119,134		$	0

(1) The total change in unrealized appreciation (depreciation) included in the statement of operations attributable to level 3 investments still held at August 31, 2010 includes:

Common Stock	Rights
$(0)	$	—

See Notes to Financial Statements

46

VALIC Company II Large Cap Value Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Diversified Banking Institutions	8.7	%
Oil Companies — Exploration & Production	7.6
Banks — Super Regional	5.0
Medical — Drugs	4.9
Diversified Manufacturing Operations	4.7
Telephone — Integrated	4.4
Oil Companies — Integrated	3.2
Multimedia	2.9
U.S. Government Agencies	2.3
Beverages — Non-alcoholic	2.2
Electric — Integrated	2.0
Applications Software	2.0
Insurance — Life/Health	1.9
Wireless Equipment	1.8
Investment Management/Advisor Services	1.8
Medical — HMO	1.6
Medical Products	1.5
Oil — Field Services	1.4
Retail — Drug Store	1.4
Networking Products	1.4
Insurance Brokers	1.3
Transport — Rail	1.3
Oil Field Machinery & Equipment	1.2
Auto/Truck Parts & Equipment — Original	1.2
Computers	1.2
Retail — Building Products	1.1
Insurance — Property/Casualty	1.1
Advertising Agencies	1.1
Metal — Copper	1.0
Medical — Biomedical/Gene	0.9
Insurance — Reinsurance	0.9
Aerospace/Defense — Equipment	0.8
Medical — Wholesale Drug Distribution	0.8
Agricultural Chemicals	0.8
Tobacco	0.8
Cruise Lines	0.8
Office Automation & Equipment	0.8
Insurance — Multi-line	0.7
Finance — Credit Card	0.7
Machinery — Construction & Mining	0.7
Building — Residential/Commercial	0.7
Web Portals/ISP	0.7
Retail — Discount	0.6
Batteries/Battery Systems	0.6
Enterprise Software/Service	0.6
Instruments — Scientific	0.6
Retail — Apparel/Shoe	0.6
Finance — Investment Banker/Broker	0.6
Banks — Fiduciary	0.5
Medical Instruments	0.5
Food — Misc.	0.5
Engines — Internal Combustion	0.5
Mining	0.5
Aerospace/Defense	0.5
Retail — Regional Department Stores	0.5
Cellular Telecom	0.5
Consumer Products — Misc.	0.5
Computers — Integrated Systems	0.4
Engineering/R&D Services	0.4
Industrial Gases	0.4
Toys	0.4
Gas — Distribution	0.4
Coal	0.3
Chemicals — Diversified	0.3
Electronic Components — Semiconductors	0.3
Retail — Office Supplies	0.3
Auto — Heavy Duty Trucks	0.3
Real Estate Investment Trusts	0.3
Food — Retail	0.3

Paper & Related Products	0.3
Internet Security	0.3
Appliances	0.3
Medical Labs & Testing Services	0.3
Cosmetics & Toiletries	0.3
Retail — Restaurants	0.2
Semiconductor Equipment	0.2
Brewery	0.2
Agricultural Operations	0.2
Computers — Memory Devices	0.2
Banks — Commercial	0.2
Commercial Services — Finance	0.2
Entertainment Software	0.2
Cable/Satellite TV	0.2
Savings & Loans/Thrifts	0.1
Machinery — Farming	0.1
Computer Services	0.1
X-Ray Equipment	0.1
Retail — Major Department Stores	0.1
Pipelines	0.1
Tools — Hand Held	0.1
Forestry	0.1
	99.6	%

* Calculated as a percentage of net assets

47

VALIC Company II Large Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
COMMON STOCK — 97.3%
Advertising Agencies — 1.1%
Omnicom Group, Inc.		44,240	$	1,548,842
Aerospace/Defense — 0.5%
Rockwell Collins, Inc.		13,070		704,865
Aerospace/Defense - Equipment — 0.8%
United Technologies Corp.		18,760		1,223,340
Agricultural Chemicals — 0.8%
CF Industries Holdings, Inc.		12,860		1,189,550
Agricultural Operations — 0.2%
Archer - Daniels-Midland Co.		8,760		269,633
Appliances — 0.3%
Whirlpool Corp.		5,410		401,206
Applications Software — 2.0%
Microsoft Corp.		121,140		2,844,367
Auto - Heavy Duty Trucks — 0.3%
PACCAR, Inc.		11,660		477,943
Auto/Truck Parts & Equipment - Original — 1.2%
Johnson Controls, Inc.		66,190		1,756,021
Banks - Commercial — 0.2%
BB&T Corp.		10,900		241,108
Banks - Fiduciary — 0.5%
State Street Corp.		22,740		797,719
Banks - Super Regional — 5.0%
Capital One Financial Corp.		12,700		480,822
Comerica, Inc.		27,800		956,598
PNC Financial Services Group, Inc.		25,600		1,304,576
SunTrust Banks, Inc.		30,000		674,700
US Bancorp		33,300		692,640
Wells Fargo & Co.		134,550		3,168,652
				7,277,988
Batteries/Battery Systems — 0.6%
Energizer Holdings, Inc.†		14,800		933,140
Beverages - Non - alcoholic — 2.2%
Dr Pepper Snapple Group, Inc.		13,640		502,225
PepsiCo, Inc.		35,780		2,296,360
The Coca - Cola Co.		7,800		436,176
				3,234,761
Brewery — 0.2%
Molson Coors Brewing Co., Class B		8,000		348,480
Building - Residential/Commercial — 0.7%
NVR, Inc.†		710		428,953
Toll Brothers, Inc.†		31,260		540,173
				969,126
Cable/Satellite TV — 0.2%
Comcast Corp., Class A		13,300		227,696
Cellular Telecom — 0.5%
Vodafone Group PLC ADR		27,900		674,622
Chemicals - Diversified — 0.3%
The Dow Chemical Co.		20,300		494,711
Coal — 0.3%
Alpha Natural Resources, Inc.†		6,940		257,682
Peabody Energy Corp.		5,890		252,092
				509,774
Commercial Services - Finance — 0.2%
The Western Union Co.		15,300		239,904

Security Description	Shares		Value (Note 2)
Computer Services — 0.1%
Accenture PLC, Class A		5,200	$	190,320
Computers — 1.2%
Hewlett - Packard Co.		29,600		1,139,008
International Business Machines Corp.		4,900		603,827
				1,742,835
Computers - Integrated Systems — 0.4%
Teradata Corp.†		16,400		536,936
Computers - Memory Devices — 0.2%
EMC Corp.†		13,700		249,888
Consumer Products - Misc. — 0.5%
Clorox Co.		7,940		514,671
Kimberly - Clark Corp.		2,400		154,560
				669,231
Cosmetics & Toiletries — 0.3%
The Procter & Gamble Co.		6,200		369,954
Cruise Lines — 0.8%
Carnival Corp.		36,700		1,144,306
Diversified Banking Institutions — 8.7%
Bank of America Corp.		270,860		3,372,207
Citigroup, Inc.†		249,000		926,280
HSBC Holdings PLC ADR		5,900		290,280
JPMorgan Chase & Co.		136,520		4,963,867
Morgan Stanley		39,100		965,379
The Goldman Sachs Group, Inc.		15,860		2,171,869
				12,689,882
Diversified Manufacturing Operations — 4.7%
3M Co.		4,500		353,475
Dover Corp.		27,830		1,245,671
Eaton Corp.		7,030		488,444
General Electric Co.		218,420		3,162,722
Honeywell International, Inc.		12,350		482,761
Illinois Tool Works, Inc.		11,600		478,616
Tyco International, Ltd.		17,400		648,672
				6,860,361
Electric - Integrated — 2.0%
Entergy Corp.		17,030		1,342,645
NextEra Energy, Inc.		26,810		1,440,501
Public Service Enterprise Group, Inc.		5,200		166,192
				2,949,338
Electronic Components - Semiconductors — 0.3%
Intel Corp.		27,700		490,844
Engineering/R&D Services — 0.4%
KBR, Inc.		9,400		218,080
URS Corp.†		8,700		310,329
				528,409
Engines - Internal Combustion — 0.5%
Cummins, Inc.		10,210		759,726
Enterprise Software/Service — 0.6%
BMC Software, Inc.†		25,520		920,251
Entertainment Software — 0.2%
Activision Blizzard, Inc.		13,700		146,453
Electronic Arts, Inc.†		5,800		88,392
				234,845

48

VALIC Company II Large Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Finance - Credit Card — 0.7%
American Express Co.		12,340	$	491,996
Discover Financial Services		36,000		522,360
				1,014,356
Finance - Investment Banker/Broker — 0.6%
TD Ameritrade Holding Corp.†		56,900		831,309
Food - Misc. — 0.5%
General Mills, Inc.		4,000		144,640
Kellogg Co.		3,500		173,880
Unilever PLC ADR		16,700		443,552
				762,072
Food - Retail — 0.3%
Safeway, Inc.		6,800		127,840
The Kroger Co.		17,000		335,410
				463,250
Forestry — 0.1%
Weyerhaeuser Co.		5,100		80,070
Gas - Distribution — 0.4%
Questar Corp.		31,550		513,634
Industrial Gases — 0.4%
Air Products & Chemicals, Inc.		7,090		524,873
Instruments - Scientific — 0.6%
Thermo Fisher Scientific, Inc.†		21,000		884,520
Insurance Brokers — 1.3%
AON Corp.		29,670		1,075,241
Marsh & McLennan Cos., Inc.		33,640		797,941
				1,873,182
Insurance - Life/Health — 1.9%
Prudential Financial, Inc.		55,650		2,814,221
Insurance - Multi - line — 0.7%
Genworth Financial, Inc., Class A†		43,900		475,437
The Allstate Corp.		19,900		549,240
				1,024,677
Insurance - Property/Casualty — 1.1%
Chubb Corp.		10,500		578,760
Fidelity National Financial, Inc., Class A		32,600		473,026
The Progressive Corp.		8,000		158,400
The Travelers Cos., Inc.		8,000		391,840
				1,602,026
Insurance - Reinsurance — 0.9%
Berkshire Hathaway, Inc., Class B†		8,500		669,630
Everest Re Group, Ltd.		4,800		379,872
PartnerRe, Ltd.		4,000		297,800
				1,347,302
Internet Security — 0.3%
Symantec Corp.†		31,000		422,530
Investment Management/Advisor Services — 1.8%
Ameriprise Financial, Inc.		37,100		1,616,818
Franklin Resources, Inc.		4,000		386,040
Invesco, Ltd.		30,500		552,050
				2,554,908
Machinery - Construction & Mining — 0.7%
Caterpillar, Inc.		15,560		1,013,890
Machinery - Farming — 0.1%
Deere & Co.		3,400		215,118

Security Description	Shares		Value (Note 2)
Medical Instruments — 0.5%
Beckman Coulter, Inc.		5,100	$	232,764
Medtronic, Inc.		7,600		239,248
St. Jude Medical, Inc.†		9,100		314,587
				786,599
Medical Labs & Testing Services — 0.3%
Laboratory Corp. of America Holdings†		5,100		370,362
Medical Products — 1.5%
Baxter International, Inc.		12,000		510,720
Becton, Dickinson and Co.		5,500		375,045
Covidien PLC		9,000		318,060
Johnson & Johnson		5,700		325,014
Zimmer Holdings, Inc.†		12,820		604,719
				2,133,558
Medical - Biomedical/Gene — 0.9%
Amgen, Inc.†		26,550		1,355,112
Medical - Drugs — 4.9%
Abbott Laboratories		11,300		557,542
Eli Lilly & Co.		13,400		449,704
Merck & Co., Inc.		67,700		2,380,332
Pfizer, Inc.		233,780		3,724,115
				7,111,693
Medical - HMO — 1.6%
CIGNA Corp.		24,470		788,423
UnitedHealth Group, Inc.		40,330		1,279,268
WellPoint, Inc.†		4,400		218,592
				2,286,283
Medical - Wholesale Drug Distribution — 0.8%
AmerisourceBergen Corp.		17,780		485,038
McKesson Corp.		12,310		714,596
				1,199,634
Metal - Copper — 1.0%
Freeport - McMoRan Copper & Gold, Inc.		20,480		1,474,150
Mining — 0.5%
Goldcorp, Inc.		16,200		716,364
Multimedia — 2.9%
News Corp., Class A		144,050		1,810,709
Time Warner, Inc.		73,040		2,189,739
Viacom, Inc., Class B		8,700		273,354
				4,273,802
Networking Products — 1.4%
Cisco Systems, Inc.†		98,850		1,981,943
Office Automation & Equipment — 0.8%
Pitney Bowes, Inc.		58,880		1,132,851
Oil Companies - Exploration & Production — 7.6%
Anadarko Petroleum Corp.		27,000		1,241,730
Apache Corp.		2,700		242,595
Comstock Resources, Inc.†		4,500		97,965
Devon Energy Corp.		3,500		210,980
EOG Resources, Inc.		27,670		2,403,693
EQT Corp.		5,000		163,000
Forest Oil Corp.†		3,300		86,196
Noble Energy, Inc.		6,400		446,592
Occidental Petroleum Corp.		64,290		4,698,313
QEP Resources, Inc.		39,340		1,142,040
Southwestern Energy Co.†		7,000		229,040
Ultra Petroleum Corp.†		2,700		105,327
				11,067,471

49

VALIC Company II Large Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Oil Companies - Integrated — 3.2%
ConocoPhillips		38,260	$	2,005,972
Exxon Mobil Corp.		37,330		2,208,443
Hess Corp.		10,400		522,600
				4,737,015
Oil Field Machinery & Equipment — 1.2%
Cameron International Corp.†		40,910		1,504,670
National Oilwell Varco, Inc.		7,900		296,961
				1,801,631
Oil - Field Services — 1.4%
Schlumberger, Ltd.		38,890		2,074,004
Paper & Related Products — 0.3%
International Paper Co.		20,700		423,522
Pipelines — 0.1%
Plains All American Pipeline LP		2,500		150,100
Real Estate Investment Trusts — 0.3%
Equity Residential		2,300		105,409
Public Storage		2,200		215,644
Simon Property Group, Inc.		1,700		153,765
				474,818
Retail - Apparel/Shoe — 0.6%
Abercrombie & Fitch Co., Class A		14,990		518,654
The Gap, Inc.		20,400		344,556
				863,210
Retail - Building Products — 1.1%
Home Depot, Inc.		47,890		1,331,821
Lowe’s Cos., Inc.		14,400		292,320
				1,624,141
Retail - Discount — 0.6%
Target Corp.		3,600		184,176
Wal - Mart Stores, Inc.		15,100		757,114
				941,290
Retail - Drug Store — 1.4%
CVS Caremark Corp.		74,490		2,011,230
Retail - Major Department Stores — 0.1%
TJX Cos., Inc.		4,200		166,698
Retail - Office Supplies — 0.3%
Staples, Inc.		27,130		482,100
Retail - Regional Department Stores — 0.5%
Kohl’s Corp.†		3,900		183,222
Macy’s, Inc.		26,100		507,384
				690,606
Retail - Restaurants — 0.2%
McDonald’s Corp.		5,000		365,300

Security Description	Shares/ Principal Amount			Value (Note 2)
Savings & Loans/Thrifts — 0.1%
People’s United Financial, Inc.		17,200		$	218,784
Semiconductor Equipment — 0.2%
Applied Materials, Inc.		34,700			360,533
Telephone - Integrated — 4.4%
AT&T, Inc.		164,200			4,438,326
CenturyLink, Inc.		11,300			408,608
Verizon Communications, Inc.		51,160			1,509,732
					6,356,666
Tobacco — 0.8%
Philip Morris International, Inc.		22,980			1,182,091
Tools - Hand Held — 0.1%
Snap - On, Inc.		3,300			136,059
Toys — 0.4%
Mattel, Inc.		24,660			517,613
Transport - Rail — 1.3%
Kansas City Southern†		7,600			255,132
Norfolk Southern Corp.		13,380			718,238
Union Pacific Corp.		11,810			861,422
					1,834,792
Web Portals/ISP — 0.7%
AOL, Inc.†		43,200			959,904
Wireless Equipment — 1.8%
Motorola, Inc.†		69,480			523,184
QUALCOMM, Inc.		56,390			2,160,301
					2,683,485
X - Ray Equipment — 0.1%
Hologic, Inc.†		12,900			183,051
Total Long - Term Investment Securities
(cost $145,177,525)					141,772,325
SHORT - TERM INVESTMENT SECURITIES — 2.3%
U.S. Government Agencies — 2.3%
Federal Home Loan Bank Disc. Notes 0.10% due 09/01/10 (cost $3,400,000)	$	3,400,000			3,400,000
TOTAL INVESTMENTS
(cost $148,577,525)(1)		99.6	%		145,172,325
Other assets less liabilities		0.4			605,796
NET ASSETS —		100.0	%	$	145,778,121

† Non-income producing security

(1) See Note 5 for cost of investments on a tax basis.

ADR—American Depository Receipt

50

VALIC Company II Large Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
Banks - Super Regional	$	7,277,988	$	—	$	—	$	7,277,988
Diversified Banking Institutions		12,689,882		—		—		12,689,882
Oil Companies - Exploration & Production		11,067,471		—		—		11,067,471
Other Industries*		110,736,984		—		—		110,736,984
Short-Term Investment Securities:
U.S. Government Agencies		—		3,400,000		—		3,400,000
Total	$	141,772,325	$	3,400,000	$	—	$	145,172,325

* Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by industry classification, please refer to the Portfolio of Investments.

See Notes to Financial Statements

51

VALIC Company II Mid Cap Growth Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Repurchase Agreements	9.0	%
Electronic Components — Semiconductors	6.4
Oil Companies — Exploration & Production	4.7
Medical — Biomedical/Gene	3.8
Computer Services	3.0
Apparel Manufacturers	2.6
Chemicals — Specialty	2.5
Internet Infrastructure Software	2.3
Casino Hotels	2.2
Hotels/Motels	2.2
Engineering/R&D Services	2.1
Medical — HMO	2.0
Transport — Truck	2.0
Retail — Apparel/Shoe	2.0
Medical Products	1.8
Finance — Credit Card	1.7
Investment Management/Advisor Services	1.6
Real Estate Management/Services	1.5
Commercial Services	1.5
Wireless Equipment	1.5
Retail — Regional Department Stores	1.4
Auto/Truck Parts & Equipment — Original	1.4
Retail — Restaurants	1.4
Schools	1.4
Aerospace/Defense — Equipment	1.4
Food — Confectionery	1.3
Machinery — Electrical	1.3
Dialysis Centers	1.2
Applications Software	1.2
E-Commerce/Services	1.2
Medical — Drugs	1.2
Retail — Perfume & Cosmetics	1.1
Computers — Integrated Systems	1.1
Non — Hazardous Waste Disposal	1.1
Oil — Field Services	1.1
Transport — Services	1.1
Retail — Auto Parts	1.1
Computers — Memory Devices	1.1
Electronic Connectors	1.1
Broadcast Services/Program	1.1
X-Ray Equipment	1.0
Machinery — Pumps	1.0
Auction Houses/Art Dealers	1.0
Internet Content — Information/News	1.0
Medical — Hospitals	0.9
Retail — Automobile	0.9
Research & Development	0.9
Machinery — Construction & Mining	0.9
Machinery — Farming	0.8
Financial Guarantee Insurance	0.8
Telecom Equipment — Fiber Optics	0.8
Machine Tools & Related Products	0.8
Distribution/Wholesale	0.7
Coal	0.7
Medical Instruments	0.7
Private Corrections	0.6
Human Resources	0.6
Cosmetics & Toiletries	0.6
Diversified Manufacturing Operations	0.6
Computer Aided Design	0.6
Soap & Cleaning Preparation	0.5
Internet Security	0.5
Computer Software	0.5
Retirement/Aged Care	0.4
Semiconductor Components — Integrated Circuits	0.3
Electronic Components — Misc.	0.2
Containers — Metal/Glass	0.2
	99.2	%

* Calculated as a percentage of net assets

52

VALIC Company II Mid Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
COMMON STOCK — 90.2%
Aerospace/Defense-Equipment — 1.4%
BE Aerospace, Inc.†		84,297	$	2,271,804
Apparel Manufacturers — 2.6%
Coach, Inc.		53,981		1,934,679
Hanesbrands, Inc.†		96,257		2,304,393
				4,239,072
Applications Software — 1.2%
Check Point Software Technologies, Ltd.†		57,047		1,990,370
Auction House/Art Dealers — 1.0%
KAR Auction Services, Inc.†		134,175		1,624,859
Auto/Truck Parts & Equipment - Original — 1.4%
BorgWarner, Inc.†		53,110		2,318,251
Broadcast Services/Program — 1.1%
Discovery Communications, Inc., Class A†		45,569		1,720,230
Casino Hotels — 2.2%
Las Vegas Sands Corp.†		74,119		2,099,791
MGM Resorts International†		172,084		1,550,477
				3,650,268
Chemicals - Specialty — 2.5%
Albemarle Corp.		49,510		1,984,856
Lubrizol Corp.		23,356		2,179,348
				4,164,204
Coal — 0.7%
Massey Energy Co.		38,581		1,109,204
Commercial Services — 1.5%
Alliance Data Systems Corp.†		44,153		2,480,957
Computer Aided Design — 0.6%
Autodesk, Inc.†		32,769		909,340
Computer Services — 3.0%
Cognizant Technology Solutions Corp., Class A†		38,609		2,224,071
IHS, Inc., Class A†		44,087		2,724,136
				4,948,207
Computer Software — 0.5%
Smart Technologies, Inc., Class A†		64,174		735,434
Computers - Integrated Systems — 1.1%
Teradata Corp.†		56,114		1,837,172
Computers - Memory Devices — 1.1%
NetApp, Inc.†		43,140		1,744,582
Containers - Metal/Glass — 0.2%
Crown Holdings, Inc.†		13,213		368,114
Cosmetics & Toiletries — 0.6%
The Estee Lauder Cos., Inc., Class A		16,419		920,613
Dialysis Centers — 1.2%
Fresenius Medical Care AG & Co. KGaA		35,981		2,037,271
Distribution/Wholesale — 0.7%
Fastenal Co.		25,556		1,156,920
Diversified Manufacturing Operations — 0.6%
Cooper Industries PLC		21,775		916,510
E - Commerce/Services — 1.2%
Ctrip.com International, Ltd. ADR†		46,513		1,883,311
Electronic Components - Misc. — 0.2%
Gentex Corp.		22,964		403,477
Electronic Components - Semiconductors — 6.4%
Altera Corp.		60,665		1,496,606

Security Description	Shares		Value (Note 2)
Electronic Components - Semiconductors (continued)
Avago Technologies, Ltd.†		129,682	$	2,613,092
Broadcom Corp., Class A		38,311		1,148,181
Cavium Networks, Inc.†		69,717		1,682,968
Rovi Corp.†		47,981		2,087,653
Xilinx, Inc.		55,712		1,345,445
				10,373,945
Electronic Connectors — 1.1%
Amphenol Corp., Class A		42,334		1,723,840
Engineering/R&D Services — 2.1%
Foster Wheeler AG†		67,489		1,439,540
The Shaw Group, Inc.†		60,766		1,968,819
				3,408,359
Finance - Credit Card — 1.7%
Discover Financial Services		194,063		2,815,854
Financial Guarantee Insurance — 0.8%
Assured Guaranty, Ltd.		86,710		1,339,670
Food - Confectionery — 1.3%
The Hershey Co.		47,189		2,192,873
Hotels/Motels — 2.2%
Marriott International, Inc., Class A		52,907		1,693,553
Orient - Express Hotels, Ltd., Class A†		212,033		1,831,965
				3,525,518
Human Resources — 0.6%
Robert Half International, Inc.		46,463		1,002,672
Internet Content - Information/News — 1.0%
Baidu, Inc. ADR†		20,668		1,620,991
Internet Infrastructure Software — 2.3%
Akamai Technologies, Inc.†		34,018		1,567,209
TIBCO Software, Inc.†		156,694		2,270,496
				3,837,705
Internet Security — 0.5%
VeriSign, Inc.†		28,120		819,136
Investment Management/Advisor Services — 1.6%
Affiliated Managers Group, Inc.†		41,022		2,634,023
Machine Tools & Related Products — 0.8%
Kennametal, Inc.		49,676		1,251,835
Machinery - Construction & Mining — 0.9%
Bucyrus International, Inc.		24,513		1,409,252
Machinery - Electrical — 1.3%
Baldor Electric Co.		61,332		2,151,527
Machinery - Farming — 0.8%
AGCO Corp.†		41,300		1,364,965
Machinery - Pumps — 1.0%
Flowserve Corp.		18,736		1,674,624
Medical Instruments — 0.7%
NuVasive, Inc.†		37,773		1,108,638
Medical Products — 1.8%
American Medical Systems Holdings, Inc.†		74,778		1,362,455
CareFusion Corp.†		70,495		1,521,282
				2,883,737
Medical - Biomedical/Gene — 3.8%
Genzyme Corp.†		24,607		1,725,197
Human Genome Sciences, Inc.†		52,537		1,528,301
Life Technologies Corp.†		35,819		1,531,979

53

VALIC Company II Mid Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Medical - Biomedical/Gene (continued)
United Therapeutics Corp.†		29,132	$	1,346,481
				6,131,958
Medical - Drugs — 1.2%
Furiex Pharmaceuticals, Inc.†		1		10
Shire PLC		87,184		1,879,960
				1,879,970
Medical - HMO — 2.0%
Aetna, Inc.		42,405		1,133,061
AMERIGROUP Corp.†		59,062		2,179,388
				3,312,449
Medical - Hospitals — 0.9%
Universal Health Services, Inc., Class B		48,795		1,532,163
Non-Hazardous Waste Disposal — 1.1%
Republic Services, Inc.		61,923		1,822,394
Oil Companies - Exploration & Production — 4.7%
Atlas Energy, Inc.†		34,263		931,954
Concho Resources, Inc.†		35,747		2,088,340
Continental Resources, Inc.†		49,531		2,006,996
Oasis Petroleum, Inc.†		66,679		1,098,203
Plains Exploration & Production Co.†		67,399		1,609,488
				7,734,981
Oil - Field Services — 1.1%
Key Energy Services, Inc.†		225,734		1,808,129
Private Corrections — 0.6%
Corrections Corp. of America†		45,785		1,021,463
Real Estate Management/Services — 1.5%
Jones Lang LaSalle, Inc.		33,221		2,508,518
Research & Development — 0.9%
Pharmaceutical Product Development, Inc.		63,184		1,451,336
Retail - Apparel/Shoe — 2.0%
American Eagle Outfitters, Inc.		137,598		1,739,239
Rue21, Inc.†		69,560		1,467,020
				3,206,259
Retail - Auto Parts — 1.1%
O’Reilly Automotive, Inc.†		37,146		1,755,891
Retail - Automobile — 0.9%
Copart, Inc.†		45,969		1,519,275
Retail - Perfume & Cosmetics — 1.1%
Ulta Salon Cosmetics & Fragrance, Inc.†		81,212		1,839,452
Retail - Regional Department Stores — 1.4%
Macy’s, Inc.		119,269		2,318,589
Retail - Restaurants — 1.4%
Texas Roadhouse, Inc., Class A†		173,152		2,295,996

Security Description	Shares/ Principal Amount			Value (Note 2)
Retirement/Aged Care — 0.4%
Brookdale Senior Living, Inc.†		48,351		$	647,903
Schools — 1.4%
Grand Canyon Education, Inc.†		66,480			1,136,143
ITT Educational Services, Inc.†		21,617			1,151,322
					2,287,465
Semiconductor Components - Integrated Circuits — 0.3%
Marvell Technology Group, Ltd.†		27,690			441,379
Soap & Cleaning Preparation — 0.5%
Church & Dwight Co., Inc.		13,725			840,382
Telecom Equipment - Fiber Optics — 0.8%
Finisar Corp.†		100,228			1,281,916
Transport - Services — 1.1%
UTi Worldwide, Inc.		127,189			1,781,918
Transport - Truck — 2.0%
J.B. Hunt Transport Services, Inc.		53,869			1,763,671
Knight Transportation, Inc.		79,263			1,493,315
					3,256,986
Wireless Equipment — 1.5%
Crown Castle International Corp.†		59,225			2,435,332
X - Ray Equipment — 1.0%
Hologic, Inc.†		118,529			1,681,927
Total Long-Term Investment Securities
(cost $140,200,584)					147,363,365
REPURCHASE AGREEMENT — 9.0%
Agreement with State Street Bank & Trust Co., bearing interest at 0.01%, dated 08/31/10, to be repurchased 09/01/10 in the amount of $14,692,004 and collateralized by $14,810,000 of Federal Home Loan Bank Bonds, bearing interest at 4.38% due 09/17/10 and having approximate value of $15,132,858 (cost $14,692,000)	$	14,692,000			14,692,000
TOTAL INVESTMENTS
(cost $154,892,584)(1)		99.2	%		162,055,365
Other assets less liabilities		0.8			1,308,404
NET ASSETS —		100.0	%	$	163,363,769

† Non-income producing security

(1) See Note 5 for cost of investments on a tax basis.

ADR—American Depository Receipt

54

VALIC Company II Mid Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
Electronic Components - Semiconductors	$	10,373,945	$	—	$	—	$	10,373,945
Other Industries*		136,989,420		—		—		136,989,420
Repurchase Agreement		—		14,692,000		—		14,692,000
Total	$	147,363,365	$	14,692,000	$	—	$	162,055,365

* Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by industry classification, please refer to the Portfolio of Investments.

See Notes to Financial Statements

55

VALIC Company II Mid Cap Value Fund

PORTFOLIO PROFILE — August 31, 2010

Industry Allocation*

Electric — Integrated	7.1	%
Real Estate Investment Trusts	5.2
Oil Companies — Exploration & Production	4.4
Insurance — Reinsurance	3.7
Diversified Manufacturing Operations	3.5
Investment Management/Advisor Services	3.3
Insurance — Life/Health	3.3
Banks — Super Regional	2.7
Gas — Distribution	2.2
Time Deposits	2.0
Chemicals — Diversified	2.0
Containers — Metal/Glass	1.9
Agricultural Chemicals	1.9
Retail — Apparel/Shoe	1.8
Banks — Commercial	1.7
Telecom Services	1.6
Building — Residential/Commercial	1.5
Commercial Services	1.5
Medical — Wholesale Drug Distribution	1.5
Chemicals — Specialty	1.4
Toys	1.4
Television	1.4
Applications Software	1.4
Airlines	1.3
Electronic Connectors	1.3
Electronic Parts Distribution	1.2
Medical — HMO	1.2
Electronic Components — Misc.	1.2
Telephone — Integrated	1.2
Real Estate Operations & Development	1.2
Insurance — Property/Casualty	1.2
Agricultural Operations	1.1
Semiconductor Equipment	1.1
Aerospace/Defense — Equipment	1.1
Repurchase Agreements	1.0
Aerospace/Defense	0.9
Food — Misc.	0.9
Electric Products — Misc.	0.8
Retail — Regional Department Stores	0.8
Non — Hazardous Waste Disposal	0.8
Coal	0.8
Engines — Internal Combustion	0.8
Finance — Credit Card	0.8
Medical — Drugs	0.8
Pipelines	0.7
Drug Delivery Systems	0.7
Medical — Generic Drugs	0.7
Food — Confectionery	0.6
Office Automation & Equipment	0.6
Enterprise Software/Service	0.6
Disposable Medical Products	0.6
Beverages — Non-alcoholic	0.6
Finance — Investment Banker/Broker	0.6
Tools — Hand Held	0.6
Brewery	0.6
Networking Products	0.6
Forestry	0.6
Medical — Hospitals	0.6
Containers — Paper/Plastic	0.6
Machinery — Construction & Mining	0.6
Medical Instruments	0.6
Power Converter/Supply Equipment	0.6
Advertising Agencies	0.6
Oil Field Machinery & Equipment	0.6
Building & Construction — Misc.	0.5
Apparel Manufacturers	0.5
Machinery — Electrical	0.5
Transport — Rail	0.5
Food — Canned	0.5

Real Estate Management/Services	0.5
Retail — Restaurants	0.5
Engineering/R&D Services	0.5
Machinery — Farming	0.5
Metal — Iron	0.4
Cable/Satellite TV	0.4
Oil & Gas Drilling	0.4
Transport — Truck	0.4
Oil — Field Services	0.4
Transport — Marine	0.3
Travel Services	0.3
Computer Graphics	0.3
Human Resources	0.3
Computers — Integrated Systems	0.2
Schools	0.2
Registered Investment Companies	0.2
Medical — Outpatient/Home Medical	0.2
Appliances	0.2
Semiconductor Components — Integrated Circuits	0.2
Savings & Loans/Thrifts	0.1
	101.2	%

* Calculated as a percentage of net assets

56

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
COMMON STOCK — 98.2%
Advertising Agencies — 0.6%
The Interpublic Group of Cos., Inc.†		292,676	$	2,496,526
Aerospace/Defense — 0.9%
Esterline Technologies Corp.†		49,800		2,290,800
Teledyne Technologies, Inc.†		51,800		1,874,124
				4,164,924
Aerospace/Defense - Equipment — 1.1%
BE Aerospace, Inc.†		73,602		1,983,574
Goodrich Corp.		42,271		2,894,718
				4,878,292
Agricultural Chemicals — 1.9%
Agrium, Inc.		42,400		2,949,768
CF Industries Holdings, Inc.		59,330		5,488,025
				8,437,793
Agricultural Operations — 1.1%
Bunge, Ltd.		67,340		3,569,020
China Agri - Industries Holdings, Ltd.		1,204,000		1,464,225
				5,033,245
Airlines — 1.3%
Delta Air Lines, Inc.†		572,675		5,990,180
Apparel Manufacturers — 0.5%
VF Corp.		34,300		2,422,266
Appliances — 0.2%
Whirlpool Corp.		12,265		909,572
Applications Software — 1.4%
Check Point Software Technologies, Ltd.†		174,555		6,090,224
Banks - Commercial — 1.7%
BOK Financial Corp.		58,407		2,595,607
Popular, Inc.†		518,766		1,328,041
Regions Financial Corp.		231,042		1,485,600
Susquehanna Bancshares, Inc.		193,200		1,528,212
Umpqua Holdings Corp.		82,400		856,960
				7,794,420
Banks - Super Regional — 2.7%
Comerica, Inc.		188,612		6,490,139
Fifth Third Bancorp		269,206		2,974,726
Huntington Bancshares, Inc.		202,031		1,068,744
SunTrust Banks, Inc.		80,477		1,809,928
				12,343,537
Beverages - Non-alcoholic — 0.6%
Dr Pepper Snapple Group, Inc.		74,682		2,749,791
Brewery — 0.6%
Molson Coors Brewing Co., Class B		62,200		2,709,432
Building & Construction - Misc. — 0.5%
Multiplan Empreendimentos Imobiliarios SA		129,700		2,459,223
Building - Residential/Commercial — 1.5%
MDC Holdings, Inc.		149,200		3,971,704
Toll Brothers, Inc.†		170,600		2,947,968
				6,919,672
Cable/Satellite TV — 0.4%
Cablevision Systems Corp., Class A		77,087		1,934,113
Chemicals - Diversified — 2.0%
Celanese Corp., Series A		54,115		1,444,870
FMC Corp.		67,000		4,172,760
PPG Industries, Inc.		50,248		3,307,826
				8,925,456

Security Description	Shares		Value (Note 2)
Chemicals - Specialty — 1.4%
Albemarle Corp.		76,079	$	3,050,007
Methanex Corp.		162,000		3,458,700
				6,508,707
Coal — 0.8%
Consol Energy, Inc.		54,800		1,764,560
Walter Energy, Inc.		25,857		1,862,738
				3,627,298
Commercial Services — 1.5%
PHH Corp.†		369,400		6,837,594
Computer Graphics — 0.3%
Compagnie Generale de Geophysique - Veritas ADR†		83,600		1,398,628
Computers - Integrated Systems — 0.2%
Brocade Communications Systems, Inc.†		198,726		997,605
Containers - Metal/Glass — 1.9%
Greif, Inc., Class A		55,100		3,132,435
Owens - Illinois, Inc.†		136,700		3,425,702
Rexam PLC		439,808		2,041,073
				8,599,210
Containers - Paper/Plastic — 0.6%
Packaging Corp. of America		117,049		2,609,022
Disposable Medical Products — 0.6%
C.R. Bard, Inc.		36,475		2,802,374
Diversified Manufacturing Operations — 3.5%
Barnes Group, Inc.		215,000		3,270,150
Dover Corp.		56,400		2,524,464
Eaton Corp.		40,275		2,798,307
Pentair, Inc.		142,400		4,286,240
Textron, Inc.		163,600		2,792,652
				15,671,813
Drug Delivery Systems — 0.7%
Alkermes, Inc.†		241,300		3,199,638
Electric Products - Misc. — 0.8%
AMETEK, Inc.		86,200		3,705,738
Electric - Integrated — 7.1%
CMS Energy Corp.		250,113		4,376,977
Edison International		122,554		4,136,198
Hawaiian Electric Industries, Inc.		86,594		2,079,988
Northeast Utilities		161,400		4,675,758
NV Energy, Inc.		404,400		5,176,320
Westar Energy, Inc.		85,300		2,044,641
Wisconsin Energy Corp.		127,818		7,124,575
Xcel Energy, Inc.		100,392		2,239,746
				31,854,203
Electronic Components - Misc. — 1.2%
Flextronics International, Ltd.†		251,762		1,241,187
Kingboard Laminates Holdings, Ltd.		4,210,500		4,032,553
				5,273,740
Electronic Connectors — 1.3%
Amphenol Corp., Class A		57,506		2,341,644
Thomas & Betts Corp.†		94,200		3,480,690
				5,822,334
Electronic Parts Distribution — 1.2%
Arrow Electronics, Inc.†		245,192		5,609,993
Engineering/R&D Services — 0.5%
URS Corp.†		60,775		2,167,844

57

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Engines - Internal Combustion — 0.8%
Cummins, Inc.		48,105	$	3,579,493
Enterprise Software/Service — 0.6%
BMC Software, Inc.†		80,500		2,902,830
Finance - Credit Card — 0.8%
Discover Financial Services		242,085		3,512,653
Finance - Investment Banker/Broker — 0.6%
TD Ameritrade Holding Corp.†		187,000		2,732,070
Finance - Other Services — 0.0%
Solar Cayman Ltd.†*(1)(2)(3)(4)		120,200		52,888
Food - Canned — 0.5%
Del Monte Foods Co.		172,473		2,249,048
Food - Confectionery — 0.6%
The J.M. Smucker Co.		49,885		2,917,275
Food - Misc. — 0.9%
ConAgra Foods, Inc.		99,721		2,152,976
PureCircle, Ltd.†		629,344		1,775,957
				3,928,933
Forestry — 0.6%
Sino-Forest Corp.†*(1)		84,300		1,452,235
Sino-Forest Corp.†		71,900		1,238,621
				2,690,856
Gas - Distribution — 2.2%
CenterPoint Energy, Inc.		156,528		2,315,049
Sempra Energy		75,141		3,826,180
UGI Corp.		131,116		3,618,801
				9,760,030
Human Resources — 0.3%
Team Health Holdings, Inc.†		104,500		1,317,745
Insurance - Life/Health — 3.3%
Lincoln National Corp.		122,951		2,872,135
Principal Financial Group, Inc.		133,600		3,079,480
Unum Group		440,614		8,834,311
				14,785,926
Insurance - Property/Casualty — 1.2%
Arch Capital Group, Ltd.†		47,686		3,805,343
Fidelity National Financial, Inc., Class A		96,000		1,392,960
				5,198,303
Insurance - Reinsurance — 3.7%
Everest Re Group, Ltd.		48,544		3,841,772
PartnerRe, Ltd.		46,472		3,459,840
Platinum Underwriters Holdings, Ltd.		101,555		4,083,527
Reinsurance Group of America, Inc.		117,259		5,128,909
				16,514,048
Investment Management/Advisor Services — 3.3%
Affiliated Managers Group, Inc.†		34,476		2,213,704
Ameriprise Financial, Inc.		219,646		9,572,173
Invesco, Ltd.		180,400		3,265,240
				15,051,117
Machinery - Construction & Mining — 0.6%
Terex Corp.†		142,800		2,600,388
Machinery - Electrical — 0.5%
Regal-Beloit Corp.		41,808		2,312,819
Machinery - Farming — 0.5%
AGCO Corp.†		63,200		2,088,760

Security Description	Shares		Value (Note 2)
Medical Instruments — 0.6%
St. Jude Medical, Inc.†		73,899	$	2,554,688
Medical - Drugs — 0.8%
Endo Pharmaceuticals Holdings, Inc.†		125,793		3,417,796
Medical - Generic Drugs — 0.7%
Impax Laboratories, Inc.†		199,015		3,118,565
Medical - HMO — 1.2%
CIGNA Corp.		167,800		5,406,516
Medical - Hospitals — 0.6%
Universal Health Services, Inc., Class B		83,603		2,625,134
Medical - Outpatient/Home Medical — 0.2%
Amedisys, Inc.†		41,700		964,104
Medical - Wholesale Drug Distribution — 1.5%
AmerisourceBergen Corp.		249,308		6,801,122
Metal - Iron — 0.4%
Cliffs Natural Resources, Inc.		31,979		1,956,795
Networking Products — 0.6%
Polycom, Inc.†		94,626		2,694,948
Non-Hazardous Waste Disposal — 0.8%
Republic Services, Inc.		124,574		3,666,213
Office Automation & Equipment — 0.6%
Xerox Corp.		345,522		2,916,206
Oil & Gas Drilling — 0.4%
Ensco PLC ADR		45,200		1,859,076
Oil Companies - Exploration & Production — 4.4%
Cabot Oil & Gas Corp.		48,400		1,347,456
Cobalt International Energy, Inc.†		115,500		942,480
Concho Resources, Inc.†		44,617		2,606,525
Newfield Exploration Co.†		138,882		6,667,725
Pioneer Natural Resources Co.		38,352		2,217,513
Quicksilver Resources, Inc.†		137,900		1,682,380
Whiting Petroleum Corp.†		50,666		4,298,503
				19,762,582
Oil Field Machinery & Equipment — 0.6%
Cameron International Corp.†		67,257		2,473,712
Oil - Field Services — 0.4%
SBM Offshore NV		102,978		1,566,639
Pipelines — 0.7%
Spectra Energy Corp.		161,863		3,292,293
Power Converter/Supply Equipment — 0.6%
Hubbell, Inc., Class B		55,700		2,505,386
Real Estate Investment Trusts — 5.2%
AMB Property Corp.		56,700		1,348,893
Boston Properties, Inc.		29,573		2,407,242
Chimera Investment Corp.		408,716		1,606,254
Duke Realty Corp.		236,300		2,648,923
Essex Property Trust, Inc.		29,367		3,106,148
Federal Realty Investment Trust		45,237		3,586,842
Liberty Property Trust		72,724		2,208,628
RioCan Real Estate Investment Trust		48,100		941,837
Ventas, Inc.		75,620		3,819,566
Vornado Realty Trust		18,906		1,532,520
				23,206,853
Real Estate Management/Services — 0.5%
BR Malls Participacoes SA		142,900		2,237,580

58

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares/ Principal Amount		Value (Note 2)
COMMON STOCK (continued)
Real Estate Operations & Development — 1.2%
BR Properties SA		443,100	$	3,567,507
Iguatemi Empresa de Shopping Centers SA		85,400		1,643,570
				5,211,077
Registered Investment Companies — 0.2%
Solar Capital, Ltd.(1)(4)		49,526		972,691
Retail - Apparel/Shoe — 1.8%
American Eagle Outfitters, Inc.		70,800		894,912
AnnTaylor Stores Corp.†		167,426		2,566,641
Foot Locker, Inc.		122,480		1,437,915
Ross Stores, Inc.		64,000		3,176,320
				8,075,788
Retail - Regional Department Stores — 0.8%
Macy’s, Inc.		190,288		3,699,199
Retail - Restaurants — 0.5%
Darden Restaurants, Inc.		53,683		2,214,961
Savings & Loans/Thrifts — 0.1%
Beneficial Mutual Bancorp, Inc.†		72,204		602,181
Schools — 0.2%
DeVry, Inc.		25,600		975,616
Semiconductor Components - Integrated Circuits — 0.2%
Linear Technology Corp.		28,600		819,390
Semiconductor Equipment — 1.1%
Varian Semiconductor Equipment Associates, Inc.†		198,450		4,925,529
Telecom Services — 1.6%
Virgin Media, Inc.		338,800		7,050,428
Telephone - Integrated — 1.2%
Qwest Communications International, Inc.		467,512		2,641,443
Windstream Corp.		223,667		2,579,999
				5,221,442
Television — 1.4%
CBS Corp., Class B		455,812		6,299,322
Tools - Hand Held — 0.6%
Stanley Black & Decker. Inc.		50,906		2,730,598
Toys — 1.4%
Mattel, Inc.		303,245		6,365,113
Transport - Marine — 0.3%
Overseas Shipholding Group, Inc.		46,200		1,487,640
Transport - Rail — 0.5%
All America Latina Logistica		249,200		2,297,252
Transport - Truck — 0.4%
Werner Enterprises, Inc.		90,329		1,801,160
Travel Services — 0.3%
Thomas Cook Group PLC		511,469		1,425,282
Total Long - Term Investment Securities
(cost $424,810,386)				442,340,466
SHORT - TERM INVESTMENT SECURITIES — 2.0%
Time Deposits — 2.0%
Euro Time Deposit with State Street Bank & Trust Co. 0.01% due 09/01/10 (cost $9,185,000)	$	9,185,000		9,185,000

Security Description	Principal Amount			Value (Note 2)
REPURCHASE AGREEMENT — 1.0%
Agreement with State Street Bank & Trust Co., bearing interest 0.01%, dated 08/31/10, to be repurchased 09/01/10 in the amount of $4,319,001 and collateralized by $4,355,000 of Federal Home Loan Bank Notes, bearing interest at 4.38%, due 09/17/10 and having an approximate value of $4,449,938 (cost $4,319,000)	$	4,319,000		$	4,319,000
TOTAL INVESTMENTS
(cost $438,314,386)(5)		101.2	%		455,844,466
Liabilities in excess of other assets		(1.2	)		(5,266,377	)
NET ASSETS —		100.0	%	$	450,578,089

† Non-income producing security

* Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. The Fund has no right to demand registration of these securities. At August 31, 2010, the aggregate value of these securities was $1,505,123 representing 0.3% of net assets. Unless otherwise indicated these securities are not considered to be illiquid.

(1) Denotes a restricted security that: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933, as amended (the “1933 Act”); (b) is subject to a contractual restriction on public sales; or (c) is otherwise subject to a restriction on sales by operation of applicable law. Restricted securities are valued pursuant to Note 2. Certain restricted securities held by the Fund may not be sold except in exempt transactions or in a public offering registered under the 1933 Act. The Fund has no right to demand registration of these securities. The risk of investing in certain restricted securities is greater than the risk of investing in the securities of widely held, publicly traded companies. To the extent applicable, lack of a secondary market and resale restrictions may result in the inability of a Fund to sell a security at a fair price and may substantially delay the sale of the security. In addition, certain restricted securities may exhibit greater price volatility than securities for which secondary markets exist. As of August 31, 2010, the Mid Cap Value Fund held the following restricted securities:

Name	Acquisition Date		Shares		Acquisition Cost		Value		Value Per Share		% of Net Assets
Solar Capital, Ltd. Common Stock		3/9/2007		46,243	$	1,678,652
		4/1/2010		735		16,414
		6/15/2010		1,548		30,019
		8/26/2010		1,000		19,766
				49,526	$	1,744,851	$	972,691	$	19.64		0.2	%
Solar Cayman, Ltd. Common Stock		3/9/2007		120,200		1,803,000		52,888		0.44		0.0
Sino-Forest Corp. Common Stock		12/11/2009		84,300		1,338,032		1,452,235		17.23		0.3
							$	2,477,814				0.5	%

(2) Fair valued security. Securities are classified as Level 3 based on the securities valuation inputs; see Note 2.

(3) Consists of more than one type of security traded together as a unit.

(4) Illiquid security. At August 31, 2010, the aggregate value of these securities was $972,691 representing 0.2% of net assets.

(5) See Note 5 for cost of investments on a tax basis.

ADR—American Depository Receipt

59

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
Electric - Integrated	$	31,854,203	$	—	$	—	$	31,854,203
Real Estate Investments Trusts		23,206,853		—		—		23,206,853
Other Industries*		387,226,522		—		52,888		387,279,410
Short-Term Investment Securities:
Time Deposit		—		9,185,000		—		9,185,000
Repurchase Agreement		—		4,319,000		—		4,319,000
Total	$	442,287,578	$	13,504,000	$	52,888	$	455,844,466

* Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by industry classification, please refer to the Portfolio of Investments.

The following is a reconciliation of Level 3 assets which significant unobservable inputs were used to determine fair value:

	Common Stock
Balance as of 8/31/2009	$	1,121,466
Accrued discounts/premiums		—
Realized gain (loss)		—
Change in unrealized appreciation (depreciation)(1)		686,342
Net purchases (sales)		(1,754,920	)
Transfers in and/or out of Level 3(2)		—
Balance as of 8/31/2010	$	52,888

(1) The total change in unrealized appreciation (depreciation) included in the statement of operations attributable to level 3 investments still held at August 31, 2010 includes:

Common Stock
$	686,342

(2) The Fund’s policy is to recognize transfers in and transfers out as of the end of the reporting period.

See Notes to Financial Statements

60

VALIC Company II Moderate Growth Lifestyle Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Fixed Income Investment Companies	44.0	%
Domestic Equity Investment Companies	41.9
International Equity Investment Companies	9.0
Real Estate Investment Companies	5.0
	99.9	%

* Calculated as a percentage of net assets

61

VALIC Company II Moderate Growth Lifestyle Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
AFFILIATED REGISTERED INVESTMENT COMPANIES#(1) — 99.9%
Domestic Equity Investment Companies — 41.9%
VALIC Co. I Blue Chip Growth Fund		1,011,292	$	8,403,834
VALIC Co. I Science & Technology Fund		547,378		6,880,545
VALIC Co. I Small Cap Special Values Fund		1,249,409		9,058,214
VALIC Co. I Stock Index Fund		815,117		17,296,793
VALIC Co. I Value Fund		976,666		7,764,493
VALIC Co. II Capital Appreciation Fund		875,615		7,013,677
VALIC Co. II Mid Cap Value Fund		1,125,342		15,315,902
VALIC Co. II Small Cap Growth Fund†		158,053		1,612,139
VALIC Co. II Small Cap Value Fund		728,289		7,479,524
Total Domestic Equity Investment Companies
(cost $72,973,672)				80,825,121
Fixed Income Investment Companies — 44.0%
VALIC Co. II Core Bond Fund		2,651,926		28,322,571
VALIC Co. II High Yield Bond Fund		3,391,211		24,959,312
VALIC Co. II Strategic Bond Fund		2,818,710		31,625,923
Total Fixed Income Investment Companies
(cost $76,346,833)				84,907,806

Security Description	Shares			Value (Note 2)
International Equity Investment Companies — 9.0%
VALIC Co. I Foreign Value Fund		1,015,346		$	8,173,538
VALIC Co. I International Equities Fund		1,620,238			9,105,743
Total International Equity Investment Companies
(cost $15,938,484)					17,279,281
Real Estate Investment Companies — 5.0%
VALIC Co. I Global Real Estate Fund (cost $7,206,466)		1,236,435			9,730,743
TOTAL INVESTMENTS
(cost $172,465,455)(2)		99.9	%		192,742,951
Other assets less liabilities		0.1			97,606
NET ASSETS —		100.0	%	$	192,840,557

† Non-income producing security

# The Moderate Growth Lifestyle Fund invests in various VALIC Company I or VALIC Company II Funds, some of which are not presented in this report. Additional information on the underlying funds including such fund’s prospectuses and shareholder reports is available at our website, www.valic.com.

(1) See Note 3

(2) See Note 5 for cost of investments on a tax basis.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Affiliated Registered Investment Companies:
Domestic Equity Investment Companies	$	80,825,121	$	—	$	—	$	80,825,121
Fixed Income Investment Companies		84,907,806		—		—		84,907,806
International Equity Investment Companies		17,279,281		—		—		17,279,281
Real Estate Investment Companies		9,730,743		—		—		9,730,743
Total	$	192,742,951	$	—	$	—	$	192,742,951

See Notes to Financial Statements

62

VALIC Company II Money Market II Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

U.S. Government Agencies	59.4	%
Repurchase Agreement	10.2
U.S. Government Treasuries	4.4
Money Center Banks	4.4
Commercial Banks — Canadian	4.3
Foreign Bank	3.5
Diversified Financial Services	3.5
Super - Regional Banks — US	3.4
Commercial Banks	2.6
Finance	2.3
Finance — Investment Banker/Broker	2.0
	100.0	%
Weighted Average Days to Maturity	52.6

Credit Quality@#

A-1 100.0 % 

* Calculated as a percentage of net assets.

@ Source: Standard & Poors.

# Calculated as a percentage of total debt issues.

63

VALIC Company II Money Market II Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Principal Amount		Value (Note 2)
SHORT - TERM INVESTMENT SECURITIES — 89.8%
Certificates of Deposit — 16.5%
BNP Paribas 0.25% due 09/07/10	$	3,750,000	$	3,750,000
Citibank NA 0.20% due 09/27/10		3,750,000		3,750,000
Citibank NA 0.23% due 10/26/10		3,750,000		3,750,000
Credit Agricole SA 0.23% due 09/24/10		3,650,000		3,650,000
Lloyds Bank PLC 0.30% due 09/01/10		3,770,000		3,770,000
Nordea Bank Finland 0.21% due 09/20/10		3,700,000		3,700,000
Royal Bank of Canada 0.26% due 09/23/10(1)		3,520,000		3,520,000
Royal Bank of Canada 0.29% due 09/09/10(1)		3,500,000		3,500,000
Royal Bank of Canada 0.30% due 09/07/10(1)		2,200,000		2,200,090
State Street Bank & Trust Co. 0.28% due 11/10/10(1)		3,750,000		3,750,000
Total Certificates of Deposit
(amortized cost $35,340,090)				35,340,090
Commercial Paper — 1.7%
Bank of America Corp. 0.19% due 09/03/10 (amortized cost $3,679,961)		3,680,000		3,679,961
Medium Term Notes — 5.1%
General Electric Capital Corp. 0.59% due 10/06/10(1)		950,000		950,172
General Electric Capital Corp. 0.62% due 10/21/10(1)		250,000		250,089
General Electric Capital Corp. FDIC Guar. Notes 1.17% due 09/09/10(1)		3,500,000		3,508,010
General Electric Capital Corp. FDIC Guar. Notes 1.63% due 01/07/11		269,000		270,307
JPMorgan Chase & Co. 0.86% due 09/24/10(1)		4,000,000		4,000,883
Wachovia Bank NA 0.61% due 09/02/10(1)		1,855,000		1,854,720
Total Medium Term Notes
(amortized cost $10,834,181)				10,834,181
U.S. Corporate Bonds & Notes — 2.7%
Bank of America NA 0.31% due 11/24/10(1)		3,650,000		3,650,000
JPMorgan Chase & Co. FDIC Guar. Notes 0.42% due 11/23/10(1)		1,000,000		1,000,000
JPMorgan Chase & Co. FDIC Guar. Notes 2.63% due 12/01/10		570,000		573,395
Morgan Stanley FDIC Guar. Notes 2.90% due 12/01/10		540,000		543,582
Total U.S. Corporate Bonds & Notes
(amortized cost $5,766,977)				5,766,977
U.S. Government Agencies — 59.4%
Federal Farm Credit Bank 0.33% due 09/27/10(1)		4,000,000		3,999,866
5.25% due 09/13/10		35,000		35,049

Security Description	Principal Amount		Value (Note 2)
U.S. Government Agencies (continued)
Federal Home Loan Bank 0.16% due 09/17/10	$	750,000	$	749,947
0.16% due 10/13/10		3,020,000		3,019,436
0.17% due 09/24/10		2,970,000		2,969,677
0.17% due 11/05/10		3,020,000		3,019,073
0.17% due 11/16/10		3,010,000		3,008,920
0.17% due 11/17/10		3,010,000		3,008,906
0.18% due 09/10/10		3,700,000		3,699,833
0.18% due 10/27/10		3,200,000		3,199,104
0.18% due 11/05/10		2,340,000		2,339,261
0.18% due 11/17/10		3,750,000		3,748,556
0.18% due 11/29/10		3,500,000		3,498,442
0.19% due 10/22/10		1,860,000		1,859,499
0.19% due 11/05/10		3,740,000		3,738,751
0.20% due 09/01/10		1,130,000		1,130,000
0.20% due 09/03/10		3,640,000		3,639,960
0.22% due 09/04/10(1)		2,700,000		2,699,580
0.25% due 12/27/10		3,710,000		3,706,986
0.25% due 12/28/10		2,230,000		2,229,897
0.27% due 10/29/10		2,100,000		2,099,880
0.28% due 12/15/10		2,900,000		2,897,632
0.39% due 02/25/11		1,430,000		1,427,258
0.41% due 03/17/11		2,160,000		2,155,154
0.48% due 10/08/10(1)		5,000,000		5,000,025
0.50% due 10/19/10		7,600,000		7,599,842
0.61% due 05/26/11		1,410,000		1,410,000
5.00% due 09/01/10		40,000		40,000
Federal Home Loan Mtg. Corp. 0.18% due 11/17/10		900,000		899,653
0.18% due 11/22/10		2,450,000		2,448,995
0.20% due 12/01/10		1,130,000		1,129,429
0.21% due 09/08/10		1,420,000		1,419,942
0.22% due 01/11/11		2,180,000		2,178,241
0.23% due 09/30/10		3,570,000		3,569,339
0.28% due 10/26/10		2,500,000		2,498,950
0.32% due 09/14/10		1,000,000		999,884
0.58% due 10/07/10(1)		3,500,000		3,499,791
Federal National Mtg. Assoc. 0.17% due 11/03/10		3,020,000		3,019,102
0.18% due 09/22/10		3,720,000		3,719,609
0.18% due 11/17/10		190,000		189,927
0.20% due 11/01/10		1,300,000		1,299,559
0.20% due 11/15/10		2,520,000		2,518,950
0.20% due 01/19/11		3,000,000		2,997,667
0.24% due 12/08/10		750,000		749,510
0.25% due 09/20/10		2,840,000		2,839,625
0.25% due 10/20/10		3,630,000		3,628,765
0.25% due 12/20/10		7,210,000		7,204,492
0.28% due 03/01/11		2,230,000		2,226,861
Total U.S. Government Agencies
(amortized cost $126,968,825)				126,968,825
U.S. Government Treasuries — 4.4%
United States Treasury Bills 0.18% due 12/23/10		2,220,000		2,218,746
0.22% due 11/26/10		3,570,000		3,568,124
0.22% due 12/16/10		3,570,000		3,567,687
Total U.S. Government Treasuries
(amortized cost $9,354,557)				9,354,557
Total Short - Term Investment Securities — 89.8%
(amortized cost $191,944,591)				191,944,591

64

VALIC Company II Money Market II Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount			Value (Note 2)
REPURCHASE AGREEMENT — 10.2%
UBS Securities LLC Joint Repurchase Agreement(2) (amortized cost $21,842,000)	$	21,842,000		$	21,842,000
TOTAL INVESTMENTS
(amortized cost $213,786,591)(3)		100.0	%		213,786,591
Other assets less liabilities		0.0			20,377
NET ASSETS —		100.0	%	$	213,806,968

(1) Variable Rate Security - the rate reflected is as of August 31, 2010, maturity date reflects next reset date.

(2) See Note 2 for details of Joint Repurchase Agreements.

(3) See Note 5 for cost of investments on a tax basis.

FDIC—Federal Deposit Insurance Corp.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Short-Term Investment Securities:
Certificates of Deposit	$	—	$	35,340,090	$	—	$	35,340,090
Commercial Paper		—		3,679,961		—		3,679,961
Medium Term Notes		—		10,834,181		—		10,834,181
U.S. Corporate Bonds & Notes		—		5,766,977		—		5,766,977
U.S. Government Agencies		—		126,968,825		—		126,968,825
U.S. Government Treasuries		—		9,354,557		—		9,354,557
Repurchase Agreement		—		21,842,000		—		21,842,000
Total	$	—	$	213,786,591	$	—	$	213,786,591

See Notes to Financial Statements

65

VALIC Company II Small Cap Growth Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Enterprise Software/Service	5.2	%
Medical — Biomedical/Gene	4.1
Electronic Components — Semiconductors	3.4
Applications Software	3.3
Medical Instruments	2.9
Oil Companies — Exploration & Production	2.9
Medical — HMO	2.8
Apparel Manufacturers	2.3
Building & Construction Products — Misc.	2.3
Transport — Truck	2.3
Medical — Drugs	2.2
Investment Management/Advisor Services	2.1
Retail — Apparel/Shoe	2.1
Patient Monitoring Equipment	1.9
Internet Application Software	1.9
Computers — Integrated Systems	1.8
Banks — Commercial	1.6
Aerospace/Defense — Equipment	1.6
Computer Data Security	1.6
Retail — Convenience Store	1.5
Networking Products	1.4
Retirement/Aged Care	1.4
Medical Imaging Systems	1.4
Internet Security	1.4
Machinery — Electrical	1.4
Building Products — Air & Heating	1.3
Satellite Telecom	1.2
Machinery — Pumps	1.2
Schools	1.2
Retail — Office Supplies	1.2
Wireless Equipment	1.2
Chemicals — Diversified	1.2
Retail — Appliances	1.1
Machinery — General Industrial	1.1
Theaters	1.1
Oil — Field Services	1.1
Web Hosting/Design	1.1
Therapeutics	1.1
Computers — Periphery Equipment	1.0
Rental Auto/Equipment	1.0
Semiconductor Components — Integrated Circuits	1.0
Hotels/Motels	1.0
Batteries/Battery Systems	1.0
Communications Software	1.0
Footwear & Related Apparel	1.0
Drug Delivery Systems	0.9
Investment Companies	0.9
Diversified Manufacturing Operations	0.9
Educational Software	0.9
Power Converter/Supply Equipment	0.9
Retail — Restaurants	0.9
Private Corrections	0.8
Metal Processors & Fabrication	0.8
Semiconductor Equipment	0.8
Auction Houses/Art Dealers	0.8
Time Deposits	0.8
Human Resources	0.8
Insurance — Property/Casualty	0.8
Computer Aided Design	0.8
Retail — Discount	0.8
Medical Labs & Testing Services	0.8
Finance — Investment Banker/Broker	0.8
Decision Support Software	0.7
Lasers — System/Components	0.7
Building — Heavy Construction	0.6
Retail — Perfume & Cosmetics	0.6
Internet Telephone	0.5

Commercial Services — Finance	0.5
Telecom Services	0.5
Advanced Materials	0.5
Retail — Building Products	0.5
Retail — Automobile	0.5
Resorts/Theme Parks	0.4
Internet Content — Information/News	0.4
Savings & Loans/Thrifts	0.4
Seismic Data Collection	0.3
	100.2	%

* Calculated as a percentage of net assets

66

VALIC Company II Small Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares			Value (Note 2)
COMMON STOCK — 99.4%
Advanced Materials — 0.5%
STR Holdings, Inc.†		10,600		$	219,102
Aerospace/Defense-Equipment — 1.6%
HEICO Corp.		18,100			750,969
Apparel Manufacturers — 2.3%
G-III Apparel Group, Ltd.†		14,600			352,152
Oxford Industries, Inc.		15,100			297,772
Under Armour, Inc., Class A†		13,000			466,310
					1,116,234
Applications Software — 3.3%
NetSuite, Inc.†		37,450	��		711,550
Nuance Communications, Inc.†		41,890			614,945
RealPage, Inc.†		14,800			248,196
					1,574,691
Auction House/Art Dealers — 0.8%
Sotheby’s		14,800			393,828
Banks-Commercial — 1.6%
City National Corp.		7,000			339,080
Columbia Banking System, Inc.		23,500			418,535
					757,615
Batteries/Battery Systems — 1.0%
EnerSys†		21,000			463,470
Building & Construction Products - Misc. — 2.3%
Simpson Manufacturing Co., Inc.		19,670			433,527
Trex Co., Inc.†		33,300			667,665
					1,101,192
Building Products - Air & Heating — 1.3%
Lennox International, Inc.		14,150			599,818
Building - Heavy Construction — 0.6%
Orion Marine Group, Inc.†		27,000			302,940
Chemicals - Diversified — 1.2%
Innospec, Inc.†		44,290			549,639
Commercial Services - Finance — 0.5%
Morningstar, Inc.†		6,190			250,386
Communications Software — 1.0%
SolarWinds, Inc.†		31,920			460,286
Computer Aided Design — 0.8%
ANSYS, Inc.†		9,510			368,798
Computer Data Security — 1.6%
Fortinet, Inc.†		36,800			750,352
Computers - Integrated Systems — 1.8%
NCI, Inc.†		9,830			188,244
Riverbed Technology, Inc.†		18,000			690,480
					878,724
Computers - Periphery Equipment — 1.0%
Compellent Technologies, Inc.†		32,200			491,694
Decision Support Software — 0.7%
MSCI, Inc., Class A†		11,750			351,325
Diversified Manufacturing Operations — 0.9%
Carlisle Cos., Inc.		15,840			444,312
Drug Delivery Systems — 0.9%
Nektar Therapeutics†		35,100			449,631
Educational Software — 0.9%
Blackboard, Inc.†		12,840			424,876

Security Description	Shares		Value (Note 2)
Electronic Components-Semiconductors — 3.4%
Cavium Networks, Inc.†		23,000	$	555,220
Mellanox Technologies, Ltd.†		32,900		546,140
Monolithic Power Systems, Inc.†		32,100		526,761
				1,628,121
Enterprise Software/Service — 5.2%
Concur Technologies, Inc.†		10,200		477,054
MedAssets, Inc.†		33,050		655,051
Omnicell, Inc.†		55,760		622,003
Taleo Corp., Class A†		28,440		728,917
				2,483,025
Finance - Investment Banker/Broker — 0.8%
Gleacher & Co., Inc.†		58,800		98,784
Greenhill & Co., Inc.		3,700		260,591
				359,375
Footwear & Related Apparel — 1.0%
CROCS, Inc.†		36,300		453,750
Hotel/Motels — 1.0%
Morgans Hotel Group Co.†		74,800		466,752
Human Resources — 0.8%
Heidrick & Struggles International, Inc.		21,700		376,929
Insurance - Property/Casualty — 0.8%
ProAssurance Corp.†		7,100		375,945
Internet Application Software — 1.9%
Art Technology Group, Inc.†		151,600		529,084
DealerTrack Holdings, Inc.†		25,740		379,536
				908,620
Internet Content - Information/News — 0.4%
Archipelago Learning, Inc.†		20,045		209,470
Internet Security — 1.4%
Sourcefire, Inc.†		25,620		649,979
Internet Telephone — 0.5%
BroadSoft, Inc.†		30,900		252,453
Investment Companies — 0.9%
PennantPark Investment Corp.		45,004		444,640
Investment Management/Advisor Services — 2.1%
Affiliated Managers Group, Inc.†		6,830		438,554
Financial Engines, Inc.†		41,300		551,768
				990,322
Lasers - System/Components — 0.7%
Cymer, Inc.†		11,500		338,445
Machinery - Electrical — 1.4%
Baldor Electric Co.		18,460		647,577
Machinery - General Industrial — 1.1%
Wabtec Corp.		12,800		544,384
Machinery - Pumps — 1.2%
Graco, Inc.		21,000		586,110
Medical Imaging Systems — 1.4%
MELA Sciences, Inc.†		35,000		240,800
Vital Images, Inc.†		32,470		409,771
				650,571
Medical Instruments — 2.9%
Bruker Corp.†		48,050		571,314
Micrus Endovascular Corp.†		16,900		395,629
Thoratec Corp.†		13,420		432,124
				1,399,067

67

VALIC Company II Small Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Medical Labs & Testing Services — 0.8%
ICON PLC ADR†		16,430	$	361,460
Medical - Biomedical/Gene — 4.1%
Acorda Therapeutics, Inc.†		5,900		177,708
Alexion Pharmaceuticals, Inc.†		4,790		270,491
ARIAD Pharmaceuticals, Inc.†		72,100		252,350
AVEO Pharmaceuticals, Inc.†		24,900		217,128
Enzo Biochem, Inc.†		76,510		270,846
Halozyme Therapeutics, Inc.†		57,330		438,001
Incyte Corp., Ltd.†		25,000		313,000
				1,939,524
Medical - Drugs — 2.2%
Cumberland Pharmaceuticals, Inc.†		31,200		157,560
Idenix Pharmaceuticals, Inc.†		30,400		182,704
Pharmasset, Inc.†		7,600		184,604
Sucampo Pharmaceuticals, Inc. Class A†		38,620		129,377
ViroPharma, Inc.†		31,200		391,248
				1,045,493
Medical - HMO — 2.8%
Health Net, Inc.†		27,600		659,088
Healthspring, Inc.†		33,230		689,855
				1,348,943
Metal Processors & Fabrication — 0.8%
Commercial Metals Co.		30,580		398,457
Networking Products — 1.4%
LogMeIn, Inc.†		21,000		688,170
Oil Companies - Exploration & Production — 2.9%
Concho Resources, Inc.†		11,540		674,167
Forest Oil Corp.†		27,390		715,427
				1,389,594
Oil - Field Services — 1.1%
CARBO Ceramics, Inc.		4,800		363,504
Oceaneering International, Inc.†		3,560		178,036
				541,540
Patient Monitoring Equipment — 1.9%
Insulet Corp.†		40,690		537,922
Masimo Corp.		16,545		376,564
				914,486
Power Converter/Supply Equipment — 0.9%
Generac Holdings, Inc.†		34,900		422,988
Private Corrections — 0.8%
The Geo Group, Inc.†		18,220		402,662
Rental Auto/Equipment — 1.0%
Avis Budget Group, Inc.†		53,900		491,568
Resort/Theme Parks — 0.4%
Vail Resorts, Inc.†		6,400		211,392
Retail - Apparel/Shoe — 2.1%
J Crew Group, Inc.†		7,030		214,345
Talbots, Inc.†		38,800		387,224
The Children’s Place Retail Stores, Inc.†		8,700		379,842
				981,411
Retail - Appliances — 1.1%
Hhgregg, Inc.†		28,900		546,210

Security Description	Shares		Value (Note 2)
Retail - Automobile — 0.5%
Rush Enterprises, Inc., Class A†		16,718	$	212,235
Retail - Building Products — 0.5%
Lumber Liquidators Holdings, Inc.†		10,800		216,324
Retail - Convenience Store — 1.5%
Susser Holdings Corp.†		61,400		712,854
Retail - Discount — 0.8%
HSN, Inc.†		13,900		365,431
Retail - Office Supplies — 1.2%
OfficeMax, Inc.†		56,900		554,206
Retail - Perfume & Cosmetics — 0.6%
Ulta Salon Cosmetics & Fragrance, Inc.†		12,090		273,839
Retail - Restaurants — 0.9%
DineEquity, Inc.†		13,000		414,960
Retirement/Aged Care — 1.4%
Emeritus Corp.†		44,530		684,871
Satellite Telecom — 1.2%
DigitalGlobe, Inc.†		19,180		588,251
Savings & Loans/Thrifts — 0.4%
WSFS Financial Corp.		5,240		188,483
Schools — 1.2%
American Public Education, Inc.†		13,470		334,730
Lincoln Educational Services Corp.†		21,310		232,705
				567,435
Seismic Data Collection — 0.3%
Global Geophysical Services, Inc.†		25,000		147,750
Semiconductor Components - Integrated Circuits — 1.0%
Hittite Microwave Corp.†		11,340		482,517
Semiconductor Equipment — 0.8%
Varian Semiconductor Equipment Associates, Inc.†		15,970		396,375
Telecom Services — 0.5%
Cbeyond, Inc.†		19,840		237,088
Theaters — 1.1%
National CineMedia, Inc.		34,190		543,279
Therapeutics — 1.1%
Onyx Pharmaceuticals, Inc.†		10,500		252,945
Theravance, Inc.†		23,010		278,191
				531,136
Transport - Truck — 2.3%
Landstar System, Inc.		8,360		300,793
Marten Transport, Ltd.		19,900		392,229
Old Dominion Freight Line, Inc.†		17,355		404,545
				1,097,567
Web Hosting/Design — 1.1%
Rackspace Hosting, Inc.†		27,500		541,475
Wireless Equipment — 1.2%
Viasat, Inc.†		15,740		550,113
Total Long-Term Investment Securities
(cost $47,063,552)				47,455,504

68

VALIC Company II Small Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount			Value (Note 2)
SHORT-TERM INVESTMENT SECURITIES — 0.8%
Time Deposits — 0.8%
Euro Time Deposit with State Street Bank & Trust Co. 0.01% due 09/01/10 (cost $388,000)	$	388,000		$	388,000
TOTAL INVESTMENTS
(cost $47,451,552)(1)		100.2	%		47,843,504
Liabilities in excess of other assets		(0.2	)		(86,807	)
NET ASSETS		100.0	%	$	47,756,697

† Non-income producing security

(1) See Note 5 for cost of investments on a tax basis.

ADR — American Depository Receipt

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
Enterprise Software/Service	$	2,483,025	$	—	$	—	$	2,483,025
Other Industries*		44,972,479		—		—		44,972,479
Short-Term Investment Securities:
Time Deposit		—		388,000		—		388,000
Total	$	47,455,504	$	388,000	$	—	$	47,843,504

* Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by industry classification, please refer to the Portfolio of Investments.

See Notes to Financial Statements

69

VALIC Company II Small Cap Value Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Banks — Commercial	9.0	%
Real Estate Investment Trusts	5.9
Electric — Integrated	3.0
Gold Mining	2.9
Gas — Distribution	2.6
Telecom Services	2.4
Food — Misc.	2.3
Oil Companies — Exploration & Production	2.3
Retail — Apparel/Shoe	2.2
Medical — Biomedical/Gene	2.0
Diversified Minerals	2.0
Semiconductor Equipment	1.9
Distribution/Wholesale	1.8
Transport — Truck	1.7
Time Deposits	1.5
Transport — Marine	1.5
Oil — Field Services	1.4
Retail — Restaurants	1.3
Insurance — Property/Casualty	1.3
Human Resources	1.3
Retail — Automobile	1.2
Insurance — Reinsurance	1.2
Repurchase Agreements	1.2
Finance — Investment Banker/Broker	1.2
Electronic Components — Misc.	1.2
Enterprise Software/Service	1.1
Consumer Products — Misc.	1.1
Machinery — General Industrial	1.1
Apparel Manufacturers	1.1
Savings & Loans/Thrifts	1.0
Diversified Manufacturing Operations	1.0
Telecommunication Equipment	0.9
Retail — Office Supplies	0.9
Insurance — Life/Health	0.9
Data Processing/Management	0.9
Insurance — Multi-line	0.9
Investment Companies	0.8
Computers — Memory Devices	0.8
Telephone — Integrated	0.7
Computers — Periphery Equipment	0.7
Paper & Related Products	0.7
Medical Labs & Testing Services	0.7
Airlines	0.7
Medical — Outpatient/Home Medical	0.7
Investment Management/Advisor Services	0.7
Oil & Gas Drilling	0.6
Consulting Services	0.6
Medical Products	0.6
Collectibles	0.6
Internet Application Software	0.6
Metal — Aluminum	0.5
Finance — Consumer Loans	0.5
Transport — Air Freight	0.5
Rental Auto/Equipment	0.5
Food — Baking	0.5
Computer Software	0.5
Computers — Integrated Systems	0.5
Real Estate Operations & Development	0.5
Home Furnishings	0.5
Metal Processors & Fabrication	0.5
Medical Sterilization Products	0.5
Retail — Major Department Stores	0.4
Auto/Truck Parts & Equipment — Original	0.4
Building — Mobile Home/Manufactured Housing	0.4
Medical — HMO	0.4
Lasers — System/Components	0.4
Building — Residential/Commercial	0.4
Medical — Hospitals	0.4
Wire & Cable Products	0.4

Chemicals — Specialty	0.4	%
Engineering/R&D Services	0.4
Non-Ferrous Metals	0.4
Coal	0.4
Diversified Operations/Commercial Services	0.4
Hazardous Waste Disposal	0.4
Aerospace/Defense	0.3
Retail — Regional Department Stores	0.3
Publishing — Newspapers	0.3
Containers — Paper/Plastic	0.3
Electric Products — Misc.	0.3
Financial Guarantee Insurance	0.3
Auction Houses/Art Dealers	0.3
Commercial Services — Finance	0.3
Chemicals — Plastics	0.3
Networking Products	0.3
Rubber — Tires	0.3
U.S. Government Treasuries	0.3
Office Furnishings — Original	0.3
Electronic Components — Semiconductors	0.3
Disposable Medical Products	0.3
Medical — Drugs	0.2
Commercial Services	0.2
Chemicals — Diversified	0.2
Computer Aided Design	0.2
Building & Construction Products — Misc.	0.2
Transactional Software	0.2
Internet Infrastructure Software	0.2
Finance — Auto Loans	0.2
Television	0.2
Toys	0.2
Transport — Equipment & Leasing	0.2
Retail — Bookstores	0.2
Machinery — Material Handling	0.2
Machinery — Farming	0.2
Retail — Home Furnishings	0.2
Industrial Automated/Robotic	0.2
Publishing — Books	0.1
Textile — Apparel	0.1
Food — Wholesale/Distribution	0.1
Metal — Diversified	0.1
Auto/Truck Parts & Equipment — Replacement	0.1
Metal Products — Distribution	0.1
Gambling (Non-Hotel)	0.1
Circuit Boards	0.1
Applications Software	0.1
Oil Field Machinery & Equipment	0.1
Linen Supply & Related Items	0.1
Cosmetics & Toiletries	0.1
Power Converter/Supply Equipment	0.1
Advanced Materials	0.1
Computer Services	0.1
Footwear & Related Apparel	0.1
Telecom Equipment — Fiber Optics	0.1
Water	0.1
Publishing — Periodicals	0.1
Semiconductor Components — Integrated Circuits	0.1
Office Supplies & Forms	0.1
Funeral Services & Related Items	0.1
Retail — Hair Salons	0.1
Multilevel Direct Selling	0.1
Miscellaneous Manufacturing	0.1
Transport — Services	0.1
E-Commerce/Services	0.1
Rubber/Plastic Products	0.1
Independent Power Producers	0.1
Physical Therapy/Rehabilitation Centers	0.1
Diagnostic Equipment	0.1
Auto Repair Centers	0.1

70

VALIC Company II Small Cap Value Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited) — (continued)

Industry Allocation* (continued)

Finance — Credit Card	0.1	%
Containers — Metal/Glass	0.1
Hotels/Motels	0.1
Internet Telephone	0.1
Steel — Producers	0.1
E-Services/Consulting	0.1
Building Products — Light Fixtures	0.1
Food — Retail	0.1
Entertainment Software	0.1
	99.6	%

* Calculated as a percentage of net assets

71

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
COMMON STOCK — 96.6%
Advanced Materials — 0.1%
Ceradyne, Inc.†		16,900	$	369,096
Advertising Services — 0.0%
Marchex, Inc., Class B		17,000		68,170
Aerospace/Defense — 0.3%
Cubic Corp.		31,118		1,188,396
Agricultural Operations — 0.0%
The Andersons, Inc.		1,400		50,162
Airlines — 0.7%
Alaska Air Group, Inc.†		7,800		344,994
Hawaiian Holdings, Inc.†		14,640		71,736
Pinnacle Airlines Corp.†		13,900		66,025
Republic Airways Holdings, Inc.†		100,418		705,939
Skywest, Inc.		58,080		739,939
UAL Corp.†		19,800		419,562
				2,348,195
Apparel Manufacturers — 1.1%
Carter’s, Inc.†		64,785		1,447,297
Jones Apparel Group, Inc.		37,520		577,058
Oxford Industries, Inc.		8,700		171,564
Volcom, Inc.†		94,000		1,465,460
				3,661,379
Applications Software — 0.1%
EPIQ Systems, Inc.		32,518		404,849
Auction House/Art Dealers — 0.3%
KAR Auction Services, Inc.†		86,500		1,047,515
Audio/Video Products — 0.0%
Audiovox Corp., Class A†		6,760		42,791
Auto Repair Centers — 0.1%
Midas, Inc.†		31,703		220,019
Auto - Cars/Light Trucks — 0.0%
Tesla Motors, Inc.†		6,000		117,840
Auto/Truck Parts & Equipment - Original — 0.4%
ArvinMeritor, Inc.†		50,978		666,283
Autoliv, Inc.		4,880		264,203
Superior Industries International, Inc.		41,300		602,154
				1,532,640
Auto/Truck Parts & Equipment - Replacement — 0.1%
ATC Technology Corp.†		14,860		358,572
Douglas Dynamics, Inc.†		9,800		111,328
				469,900
Banks - Commercial — 9.0%
1st Source Corp.		16,328		264,840
1st United Bancorp, Inc.†		22,140		130,847
Alliance Financial Corp.		900		25,587
Associated Banc - Corp.		158,000		1,905,480
Bancfirst Corp.		13,540		503,688
Bancorp, Inc.†		11,720		75,242
Bank of Hawaii Corp.		27,680		1,236,189
Cathay General Bancorp		283,060		2,714,546
Centerstate Banks, Inc.		10,000		86,200
Central Pacific Financial Corp.†		7,163		11,246
Century Bancorp, Inc. Class A		1,318		27,678
Chemical Financial Corp.		12,200		235,704
Citizens Republic Bancorp†		52,600		41,028
City Holding Co.		29,300		836,515
Community Bank System, Inc.		23,080		521,147

Security Description	Shares		Value (Note 2)
Banks - Commercial (continued)
Community Trust Bancorp, Inc.		19,380	$	510,469
Cullen/Frost Bankers, Inc.		7,720		395,650
CVB Financial Corp.		212,500		1,451,375
East West Bancorp, Inc.		171,900		2,513,178
F.N.B. Corp.		78,940		613,364
Financial Institutions, Inc.		10,200		146,472
First BanCorp. Puerto Rico†		143,920		52,401
First Busey Corp.		32,980		141,154
First Citizens BancShares, Inc., Class A		1,340		225,080
First Commonwealth Financial Corp.		191,900		949,905
First Community Bancshares, Inc.		7,400		95,534
First Financial Bancorp		41,798		666,678
First Financial Bankshares, Inc.		4,320		192,974
First Interstate BancSystem, Inc.		11,200		127,904
First Merchants Corp.		7,580		58,593
First South Bancorp, Inc.		3,680		36,910
FirstMerit Corp.		67,575		1,169,048
Fulton Financial Corp.		439		3,635
Heartland Financial USA, Inc.		9,240		129,822
Hudson Valley Holding Corp.		324		5,268
Lakeland Bancorp, Inc.		14,636		115,917
Lakeland Financial Corp.		4,780		88,621
MainSource Financial Group, Inc.		17,793		108,004
MB Financial, Inc.		20,120		301,398
Metro Bancorp, Inc.†		9,900		91,575
Nara BanCorp., Inc.†		22,720		135,638
Old Second Bancorp, Inc.		1,580		1,312
S&T Bancorp, Inc.		3,680		62,450
SCBT Financial Corp.		3,020		86,825
Sierra Bancorp		2,920		33,638
Simmons First National Corp., Class A		16,320		414,202
Southwest Bancorp, Inc.		17,680		210,569
State Bancorp, Inc.		9,800		83,104
Sterling Bancorp		285,700		2,485,590
Sterling Bancshares, Inc.		253,000		1,254,880
Suffolk Bancorp		2,820		66,411
Susquehanna Bancshares, Inc.		66,200		523,642
SVB Financial Group†		10,420		387,311
TCF Financial Corp.		68,640		980,179
The South Financial Group, Inc†.		260,600		73,672
Tompkins Financial Corp.		6,648		244,248
Trustco Bank Corp. NY		27,200		144,704
Trustmark Corp.		24,400		465,308
UMB Financial Corp.		31,760		1,012,509
Umpqua Holdings Corp.		17,300		179,920
United Community Banks, Inc.†		27,240		67,555
Washington Trust Bancorp, Inc.		11,180		202,246
West Bancorp, Inc.†		3,080		18,172
West Coast Bancorp.†		42,600		100,536
Westamerica Bancorporation		9,424		477,608
Western Alliance Bancorp†		157,241		962,315
Whitney Holding Corp.		34,080		253,214
Zions Bancorporation		86,000		1,584,980
				31,319,604
Broadcast Services/Program — 0.0%
Crown Media Holdings, Inc., Class A†		17,500		37,450
Building & Construction Products - Misc. — 0.2%
Gibraltar Industries, Inc.†		48,080		365,408
Interline Brands, Inc.†		4,900		79,184
NCI Building Systems, Inc.†		1,868		16,438
Quanex Building Products Corp.		13,520		213,616
Trex Co., Inc.†		6,478		129,884
				804,530

72

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Building & Construction - Misc. — 0.0%
Dycom Industries, Inc.†		11,400	$	91,656
Building Products - Light Fixtures — 0.1%
LSI Industries, Inc.		33,400		172,010
Building - Mobile Home/Manufactured Housing — 0.4%
Thor Industries, Inc.		64,500		1,505,430
Building - Residential/Commercial — 0.4%
MDC Holdings, Inc.		54,000		1,437,480
Chemicals - Diversified — 0.2%
Innophos Holdings, Inc.		28,100		819,677
Chemicals - Plastics — 0.3%
A. Schulman, Inc.		6,765		122,920
PolyOne Corp.†		22,020		214,695
Spartech Corp.†		75,740		676,358
				1,013,973
Chemicals - Specialty — 0.4%
H.B. Fuller Co.		26,818		509,274
Minerals Technologies, Inc.		13,880		743,968
				1,253,242
Circuit Boards — 0.1%
Park Electrochemical Corp.		18,840		450,276
Coal — 0.4%
International Coal Group, Inc.†		270,094		1,234,330
Collectibles — 0.6%
RC2 Corp.†		107,500		1,979,075
Commerce — 0.0%
SPS Commerce, Inc.†		3,100		31,589
Commercial Services — 0.2%
PHH Corp.†		44,480		823,325
Commercial Services - Finance — 0.3%
Advance America Cash Advance Centers, Inc.		38,040		127,434
Cardtronics, Inc.†		3,600		49,860
Dollar Financial Corp.†		36,038		696,975
Global Cash Access Holdings, Inc.†		5,620		20,344
Green Dot Corp., Class A†		3,100		140,306
				1,034,919
Computer Aided Design — 0.2%
Aspen Technology, Inc.†		84,658		811,024
Computer Services — 0.1%
CIBER, Inc.†		39,760		108,942
Unisys Corp.†		10,946		244,753
				353,695
Computer Software — 0.5%
Avid Technology, Inc.†		146,000		1,617,680
DynaVox, Inc., Class A†		10,400		94,224
				1,711,904
Computers - Integrated Systems — 0.5%
Agilysys, Inc†.		36,160		156,934
Brocade Communications Systems, Inc.†		306,000		1,536,120
				1,693,054
Computers - Memory Devices — 0.8%
Imation Corp.†		12,500		107,000
Quantum Corp.†		560		806
STEC, Inc.†		135,600		1,513,296
Xyratex, Ltd.†		86,300		1,039,052
				2,660,154

Security Description	Shares		Value (Note 2)
Computers - Periphery Equipment — 0.7%
Electronics for Imaging, Inc.†		240,720	$	2,562,464
Consulting Services — 0.6%
FTI Consulting, Inc.†		64,500		2,114,310
Consumer Products - Misc. — 1.1%
American Greetings Corp., Class A		32,320		623,776
Blyth, Inc.		19,792		754,471
Central Garden and Pet Co., Class A†		132,960		1,241,847
Helen of Troy, Ltd.†		29,120		648,066
Jarden Corp.		7,060		190,196
Prestige Brands Holdings, Inc.†		61,740		456,876
				3,915,232
Containers - Metal/Glass — 0.1%
Silgan Holdings, Inc.		6,976		208,513
Containers - Paper/Plastic — 0.3%		��
Graham Packaging Co., Inc.†		7,900		88,322
Rock - Tenn Co., Class A		21,580		1,039,724
				1,128,046
Cosmetics & Toiletries — 0.1%
Inter Parfums, Inc.		23,240		381,601
Data Processing/Management — 0.9%
Acxiom Corp.†		11,200		138,824
CSG Systems International, Inc.†		53,242		974,328
Fair Isaac Corp.		18,220		407,946
Schawk, Inc.		97,500		1,482,000
				3,003,098
Diagnostic Equipment — 0.1%
Affymetrix, Inc.†		31,980		131,438
GenMark Diagnostics, Inc.†		18,500		76,405
Hansen Medical, Inc.†		17,800		24,386
				232,229
Disposable Medical Products — 0.3%
ICU Medical, Inc.†		24,800		883,624
Distribution/Wholesale — 1.8%
Beacon Roofing Supply, Inc.†		142,200		1,980,846
BlueLinx Holdings, Inc.†		14,460		49,164
Houston Wire & Cable Co.		1,578		14,265
School Specialty, Inc.†		82,000		1,068,460
Tech Data Corp.†		14,318		518,312
United Stationers, Inc.†		36,200		1,625,018
WESCO International, Inc.†		32,758		1,057,428
				6,313,493
Diversified Financial Services — 0.0%
Doral Financial Corp.†		28,500		38,475
Diversified Manufacturing Operations — 1.0%
Barnes Group, Inc.		33,749		513,322
Federal Signal Corp.		103,267		544,217
Koppers Holdings, Inc.		11,440		228,800
Leggett & Platt, Inc.		50,498		968,047
Standex International Corp.		16,200		381,186
Tredegar Corp.		42,160		692,267
				3,327,839
Diversified Minerals — 2.0%
Fronteer Gold, Inc.†		946,836		7,025,523
Diversified Operations/Commercial Services — 0.4%
Chemed Corp.		24,500		1,222,550

73

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
E - Commerce/Services — 0.1%
Ancestry.com, Inc.†		6,340	$	122,045
United Online, Inc.		23,958		118,113
				240,158
E - Services/Consulting — 0.1%
Perficient, Inc.†		20,158		174,971
Electric Products - Misc. — 0.3%
AMETEK, Inc.		26,000		1,117,740
Electric - Integrated — 3.0%
Avista Corp.		62,180		1,297,697
Black Hills Corp.		12,040		366,377
El Paso Electric Co.†		123,500		2,834,325
NorthWestern Corp.		51,018		1,434,626
Pike Electric Corp.†		188,000		1,522,800
Portland General Electric Co.		26,300		525,474
Unisource Energy Corp.		18,240		593,347
Westar Energy, Inc.		74,500		1,785,765
				10,360,411
Electronic Components - Misc. — 1.2%
Bel Fuse, Inc., Class B		3,400		63,002
CTS Corp.		20,340		163,534
Jabil Circuit, Inc.		146,000		1,496,500
Methode Electronics, Inc.		40,080		357,914
OSI Systems, Inc.†		4,480		132,518
Vishay Intertechnology, Inc.†		232,200		1,785,618
				3,999,086
Electronic Components - Semiconductors — 0.3%
Alpha & Omega Semiconductor, Ltd.†		4,400		48,840
DSP Group, Inc.†		19,980		134,466
IXYS Corp.†		12,000		113,520
Lattice Semiconductor Corp.†		55,580		230,657
Microsemi Corp.†		12,300		172,200
MIPS Technologies, Inc.†		18,180		119,806
Semtech Corp.†		5,120		84,966
				904,455
Energy - Alternate Sources — 0.0%
Headwaters, Inc.†		9,920		30,454
Engineering/R&D Services — 0.4%
EMCOR Group, Inc.†		55,098		1,252,929
Engines - Internal Combustion — 0.0%
Briggs & Stratton Corp.		6,500		117,975
Enterprise Software/Service — 1.1%
CDC Software Corp. ADR†		145,187		789,818
Lawson Software, Inc.†		351,500		2,671,400
MicroStrategy, Inc., Class A†		5,140		400,560
QLIK Technologies, Inc.†		4,100		76,383
RealD, Inc.†		3,700		61,827
				3,999,988
Entertainment Software — 0.1%
THQ, Inc.†		45,800		162,590
Finance - Auto Loans — 0.2%
AmeriCredit Corp.†		20,460		495,132
Credit Acceptance Corp.†		3,830		216,970
				712,102
Finance - Consumer Loans — 0.5%
Ocwen Financial Corp.†		26,240		238,522
World Acceptance Corp.†		38,458		1,567,163
				1,805,685

Security Description	Shares		Value (Note 2)
Finance - Credit Card — 0.1%
CompuCredit Holdings Corp.		49,067	$	214,423
Finance - Investment Banker/Broker — 1.2%
Gleacher & Co., Inc.†		115,376		193,832
Investment Technology Group, Inc.†		15,400		204,666
Oppenheimer Holdings, Inc., Class A		10,000		233,000
Piper Jaffray Cos., Inc.†		15,560		429,767
Raymond James Financial, Inc.		64,000		1,477,120
Stifel Financial Corp.†		35,200		1,523,456
				4,061,841
Finance - Leasing Companies — 0.0%
Marlin Business Services Corp.†		3,840		37,440
Financial Guarantee Insurance — 0.3%
Ambac Financial Group, Inc.†		29,780		16,260
The MGIC Investment Corp.†		89,800		648,356
PMI Group, Inc.†		84,120		259,090
Radian Group, Inc.		26,000		164,580
				1,088,286
Food - Baking — 0.5%
Flowers Foods, Inc.		67,000		1,731,280
Food - Misc. — 2.3%
B&G Foods, Inc.		215,430		2,300,792
Cal - Maine Foods, Inc.		48,300		1,433,544
Dole Food Co., Inc.†		39,820		344,045
J & J Snack Foods Corp.		27,000		1,019,250
M&F Worldwide Corp.†		4,080		94,656
RalCorp Holdings, Inc.†		44,000		2,624,600
Seaboard Corp.		200		322,000
				8,138,887
Food - Retail — 0.1%
Great Atlantic & Pacific Tea Co., Inc.†		54,200		164,768
Food - Wholesale/Distribution — 0.1%
Nash Finch Co.		12,320		483,806
Footwear & Related Apparel — 0.1%
The Timberland Co., Class A†		12,040		193,483
Wolverine World Wide, Inc.		5,418		136,913
				330,396
Funeral Services & Related Items — 0.1%
Stewart Enterprises, Inc., Class A		59,620		283,791
Gambling (Non-Hotel) — 0.1%
Isle of Capri Casinos, Inc.†		64,280		455,102
Gas - Distribution — 2.6%
The Laclede Group, Inc.		34,800		1,158,840
New Jersey Resources Corp.		9,160		340,844
Nicor, Inc.		36,860		1,558,809
Piedmont Natural Gas, Inc.		8,260		225,333
South Jersey Industries, Inc.		99,800		4,689,602
Southwest Gas Corp.		27,140		853,553
UGI Corp.		1,980		54,648
				8,881,629
Gold Mining — 2.9%
Seabridge Gold, Inc.†		204,394		6,139,996
US Gold Corp.†		740,934		3,830,629
				9,970,625
Hazardous Waste Disposal — 0.4%
Sharps Compliance Corp.†		267,187		1,213,029

74

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Health Care Cost Containment — 0.0%
MedQuist, Inc.†		4,100	$	30,135
Home Furnishings — 0.5%
Ethan Allen Interiors, Inc.		75,500		1,018,495
Furniture Brands International, Inc.†		72,120		335,358
La - Z-Boy, Inc.†		39,700		265,990
				1,619,843
Hotel/Motels — 0.1%
Wyndham Worldwide Corp.		8,600		199,434
Housewares — 0.0%
Lifetime Brands, Inc†		1,300		17,732
Human Resources — 1.3%
AMN Healthcare Services, Inc.†		242,050		1,077,122
Cross Country Healthcare, Inc.†		72,348		536,099
Emergency Medical Services Corp., Class A†		3,440		165,292
Heidrick & Struggles International, Inc.		41,000		712,170
Resources Connection, Inc.		130,500		1,447,245
SFN Group, Inc.†		88,580		481,875
				4,419,803
Identification Systems — 0.0%
Checkpoint Systems, Inc.†		760		13,938
Independent Power Producers — 0.1%
Dynegy, Inc.†		47,900		236,147
Industrial Automated/Robotic — 0.2%
Cognex Corp.		27,940		544,830
Instruments - Controls — 0.0%
Watts Water Technologies, Inc., Class A		3,660		109,946
Insurance Brokers — 0.0%
Crawford & Co., Class B†		24,118		64,395
Insurance - Life/Health — 0.9%
American Equity Investment Life Holding Co.		119,998		1,138,781
CNO Financial Group, Inc.†		74,020		350,115
Delphi Financial Group, Inc., Class A		39,216		874,517
FBL Financial Group, Inc., Class A		4,106		94,438
Primerica, Inc.		6,400		134,592
StanCorp Financial Group, Inc.		11,558		411,811
				3,004,254
Insurance - Multi-line — 0.9%
Horace Mann Educators Corp.		181,980		2,984,472
Insurance - Property/Casualty — 1.3%
Arch Capital Group, Ltd.†		6,100		486,780
First Mercury Financial Corp.		16,498		150,297
Hallmark Financial Services, Inc.†		13,100		109,254
Harleysville Group, Inc.		29,260		932,809
Meadowbrook Insurance Group, Inc.		18,280		157,025
PMA Capital Corp., Class A†		14,560		100,610
ProAssurance Corp.†		10,440		552,798
Selective Insurance Group, Inc.		145,768		2,166,112
				4,655,685
Insurance - Reinsurance — 1.2%
Axis Capital Holdings, Ltd.		11,640		359,443
Platinum Underwriters Holdings, Ltd.		41,400		1,664,694
Validus Holdings, Ltd.		87,621		2,231,707
				4,255,844
Internet Application Software — 0.6%
DealerTrack Holdings, Inc.†		113,000		1,666,185
IntraLinks Holdings, Inc.†		15,100		196,300
S1 Corp.†		9,120		44,414
				1,906,899

Security Description	Shares		Value (Note 2)
Internet Financial Services — 0.0%
Online Resources Corp.†		14,000	$	55,300
Internet Infrastructure Software — 0.2%
TIBCO Software, Inc.†		50,540		732,325
Internet Telephone — 0.1%
BroadSoft, Inc.†		23,800		194,446
Investment Companies — 0.8%
Fifth Street Finance Corp.		206,000		2,031,160
Gladstone Capital Corp.		15,540		162,082
Gladstone Investment Corp.		13,800		81,420
MCG Capital Corp.		62,340		329,155
NGP Capital Resources Co.		17,163		138,849
				2,742,666
Investment Management/Advisor Services — 0.7%
Affiliated Managers Group, Inc.†		30,120		1,934,005
Financial Engines, Inc.†		600		8,016
GAMCO Investors, Inc., Class A		6,200		218,860
Janus Capital Group, Inc.		12,160		110,413
				2,271,294
Lasers - System/Components — 0.4%
Coherent, Inc.†		35,340		1,312,881
Newport Corp.†		14,822		140,364
				1,453,245
Leisure Products — 0.0%
Brunswick Corp.		9,400		119,474
Linen Supply & Related Items — 0.1%
G&K Services, Inc., Class A		19,660		394,969
Machinery - Farming — 0.2%
AGCO Corp.†		17,060		563,833
Machinery - General Industrial — 1.1%
Applied Industrial Technologies, Inc.		44,600		1,195,280
Flow International Corp.†		468,196		1,015,985
Wabtec Corp.		38,500		1,637,405
				3,848,670
Machinery - Material Handling — 0.2%
Cascade Corp.		3,440		107,397
NACCO Industries, Inc., Class A		6,180		479,197
				586,594
Machinery - Pumps — 0.0%
Tecumseh Products Co., Class A†		4,380		51,290
Medical Labs & Testing Services — 0.7%
Covance, Inc.†		65,500		2,484,415
Medical Laser Systems — 0.0%
LCA - Vision, Inc.†		28,700		113,939
Medical Products — 0.6%
Greatbatch, Inc.†		36,000		790,200
Invacare Corp.		20,400		467,160
Teleflex, Inc.		7,580		364,295
TomoTherapy, Inc.†		147,740		455,039
				2,076,694
Medical Sterilization Products — 0.5%
STERIS Corp.		54,000		1,553,580
Medical - Biomedical/Gene — 2.0%
Bio - Rad Laboratories, Inc., Class A†		21,200		1,749,636
Charles River Laboratories International, Inc.†		50,500		1,426,625
Incyte Corp., Ltd.†		244,500		3,061,140

75

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Medical - Biomedical/Gene (continued)
Lexicon Pharmaceuticals, Inc.†		20,600	$	29,561
Seattle Genetics, Inc.†		7,320		83,814
Tengion, Inc.†		19,400		58,782
The Medicines Co.†		56,800		653,200
				7,062,758
Medical - Drugs — 0.2%
Bionovo, Inc.†		20,844		35,643
Idenix Pharmaceuticals, Inc.†		22,900		137,629
PharMerica Corp.†		8,940		69,375
ViroPharma, Inc.†		47,000		589,380
				832,027
Medical - HMO — 0.4%
Magellan Health Services, Inc.†		30,442		1,333,664
WellCare Health Plans, Inc.†		5,000		124,050
				1,457,714
Medical - Hospitals — 0.4%
Health Management Associates, Inc., Class A†		224,000		1,400,000
Medical - Outpatient/Home Medical — 0.7%
Amedisys, Inc.†		70,000		1,618,400
Res - Care, Inc.†		56,000		694,400
				2,312,800
Metal Processors & Fabrication — 0.5%
CIRCOR International, Inc.		3,400		94,690
Mueller Industries, Inc.		12,460		293,807
Worthington Industries, Inc.		83,840		1,192,205
				1,580,702
Metal Products - Distribution — 0.1%
A.M. Castle & Co.†		33,600		468,384
Metal - Aluminum — 0.5%
Century Aluminum Co.†		184,569		1,845,690
Metal - Diversified — 0.1%
Hecla Mining Co.†		83,700		478,764
Miscellaneous Manufacturing — 0.1%
American Railcar Industries, Inc.† .		21,100		243,705
Multilevel Direct Selling — 0.1%
Nu Skin Enterprises, Inc., Class A		9,540		243,938
Multimedia — 0.0%
Journal Communications, Inc., Class A†		32,380		128,225
Networking Products — 0.3%
Anixter International, Inc.†		6,100		279,868
Black Box Corp.		19,380		546,516
Meru Networks, Inc.†		11,100		142,080
				968,464
Non - Ferrous Metals — 0.4%
Uranerz Energy Corp.†		986,059		1,242,434
Office Furnishings - Original — 0.3%
HNI Corp.		21,220		495,912
Knoll, Inc.		9,860		132,321
Steelcase, Inc., Class A		45,438		282,170
				910,403
Office Supplies & Forms — 0.1%
ACCO Brands Corp.†		34,820		202,304
The Standard Register Co.		29,376		84,309
				286,613

Security Description	Shares		Value (Note 2)
Oil & Gas Drilling — 0.6%
Hercules Offshore, Inc.†		236,680	$	506,495
Patterson - UTI Energy, Inc.		105,200		1,552,752
Pioneer Drilling Co.†		28,640		155,802
				2,215,049
Oil Companies - Exploration & Production — 2.3%
Atlas Energy, Inc.†		54,700		1,487,840
Brigham Exploration Co.†		171,400		2,625,848
Delta Petroleum Corp.†		5,280		3,643
Kodiak Oil & Gas Corp.†		414,500		1,019,670
Mariner Energy, Inc.†		12,997		297,501
Petroquest Energy, Inc.†		131,200		784,576
Stone Energy Corp.†		29,820		337,264
Swift Energy Co.†		15,198		409,586
Vaalco Energy, Inc.†		69,560		395,797
W&T Offshore, Inc.		49,800		450,192
				7,811,917
Oil Field Machinery & Equipment — 0.1%
Complete Production Services, Inc.†		22,400		395,136
Oil Refining & Marketing — 0.0%
Alon USA Energy, Inc.		14,200		76,964
Oil - Field Services — 1.4%
Cal Dive International, Inc.†		279,460		1,277,132
Helix Energy Solutions Group, Inc.†		17,040		155,064
Key Energy Services, Inc.†		127,400		1,020,474
Oceaneering International, Inc.†		27,000		1,350,270
TETRA Technologies, Inc.†		129,000		1,082,310
Union Drilling, Inc.†		17,800		83,126
				4,968,376
Paper & Related Products — 0.7%
Boise, Inc.†		6,180		42,518
Buckeye Technologies, Inc.		12,278		145,863
Domtar Corp.		6,420		385,328
Glatfelter		124,000		1,268,520
Neenah Paper, Inc.		47,440		698,317
				2,540,546
Physical Therapy/Rehabilitation Centers — 0.1%
U.S. Physical Therapy, Inc.†		14,600		234,038
Power Converter/Supply Equipment — 0.1%
Power - One, Inc.†		36,900		375,642
Printing - Commercial — 0.0%
American Reprographics Co.†		15,500		102,300
Publishing - Books — 0.1%
Scholastic Corp.		21,600		506,088
Publishing - Newspapers — 0.3%
The Dolan Media Co.†		125,370		1,149,643
Publishing - Periodicals — 0.1%
Dex One Corp.†		34,300		292,236
Radio — 0.0%
Cumulus Media, Inc., Class A†		26,700		56,337
Entercom Communications Corp., Class A†		13,340		73,370
				129,707
Real Estate Investment Trusts — 5.9%
American Capital Agency Corp.		21,500		585,660
Anworth Mortgage Asset Corp.		112,240		764,354
Apartment Investment & Management Co., Class A		35,279		721,103
Ashford Hospitality Trust, Inc.†		42,380		340,311
BioMed Realty Trust, Inc.		16,500		281,985

76

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Real Estate Investment Trusts (continued)
Brandywine Realty Trust		6,656	$	73,149
Capstead Mortage Corp.		6,900		80,178
CBL & Associates Properties, Inc.		31,340		382,348
Colonial Properties Trust		7,293		115,667
Cypress Sharpridge Investments, Inc.		7,700		103,719
DCT Industrial Trust, Inc.		313,940		1,453,542
Developers Diversified Realty Corp.		36,960		382,906
DiamondRock Hospitality Co.†		57,334		502,246
Dupont Fabros Technology, Inc.		7,740		191,255
EastGroup Properties, Inc.		4,560		160,740
Education Realty Trust, Inc.		106,418		727,899
FelCor Lodging Trust, Inc.†		61,100		243,178
First Industrial Realty Trust, Inc.†		22,518		95,702
Getty Realty Corp.		17,800		441,974
Hersha Hospitality Trust		415,058		1,967,375
Home Properties, Inc.		15,900		802,950
Hospitality Properties Trust		28,140		550,137
LaSalle Hotel Properties		14,378		302,944
Lexington Realty Trust		128,076		854,267
LTC Properties, Inc.		24,320		600,218
MFA Financial, Inc.		135,658		999,800
Mission West Properties, Inc.		44,360		294,550
MPG Office Trust, Inc.†		58,700		132,662
Pebblebrook Hotel Trust†		15,200		269,648
Pennsylvania Real Estate Investment Trust		45,880		479,905
PS Business Parks, Inc.		23,900		1,344,853
RAIT Investment Trust†		125,100		168,885
Ramco - Gershenson Properties Trust		36,260		378,554
Redwood Trust, Inc.		30,400		419,824
Resource Capital Corp.		24,600		145,632
Saul Centers, Inc.		7,700		318,318
Strategic Hotels & Resorts, Inc.†		17,638		62,968
Sunstone Hotel Investors, Inc.†		77,968		668,186
Taubman Centers, Inc.		18,100		750,969
U - Store - It Trust		133,860		1,070,880
Universal Health Realty Income Trust		11,120		353,727
				20,585,168
Real Estate Management/Services — 0.0%
United Capital Corp.†		700		14,980
Real Estate Operations & Development — 0.5%
Forestar Real Estate Group, Inc.†		20,240		301,171
Government Properties Income Trust		52,300		1,342,541
				1,643,712
Rental Auto/Equipment — 0.5%
Electro Rent Corp.		12,000		141,960
Rent - A - Center, Inc.		31,040		623,283
United Rentals, Inc.†		86,589		974,127
				1,739,370
Research & Development — 0.0%
Kendle International, Inc.†		12,160		95,213
Retail - Apparel/Shoe — 2.2%
AnnTaylor Stores Corp.†		16,340		250,492
Cache, Inc.†		12,300		52,767
The Cato Corp., Class A		10,280		235,926
Charming Shoppes, Inc.†		61,358		206,777
Chico’s FAS, Inc.		256,429		2,115,539
Gymboree Corp.†		44,500		1,674,535
Liz Claiborne, Inc.†		62,560		262,752
Pacific Sunwear of California, Inc.†		66,740		251,610
The Finish Line, Inc., Class A		207,096		2,733,667
				7,784,065

Security Description	Shares		Value (Note 2)
Retail - Automobile — 1.2%
Copart, Inc.†		76,500	$	2,528,325
Group 1 Automotive, Inc.†		70,000		1,766,800
				4,295,125
Retail - Bookstores — 0.2%
Borders Group, Inc.†		561,490		606,409
Retail - Convenience Store — 0.0%
The Pantry, Inc.†		8,100		152,442
Retail - Discount — 0.0%
Fred’s, Inc., Class A		2,520		27,770
Retail - Hair Salons — 0.1%
Regis Corp.		15,220		255,239
Retail - Home Furnishings — 0.2%
Haverty Furniture Cos., Inc.		58,258		559,859
Retail - Jewelry — 0.0%
Signet Jewelers, Ltd.†		5,000		132,200
Retail - Leisure Products — 0.0%
MarineMax, Inc.†		12,360		81,082
Retail - Major Department Stores — 0.4%
Saks, Inc.†		195,700		1,544,073
Retail - Office Supplies — 0.9%
OfficeMax, Inc.†		317,000		3,087,580
Retail - Regional Department Stores — 0.3%
Bon - Ton Stores, Inc.†		35,600		226,060
Dillard’s, Inc., Class A		43,540		952,220
				1,178,280
Retail - Restaurants — 1.3%
Biglari Holdings, Inc.†		200		58,080
Burger King Holdings, Inc.		123,000		2,023,350
O’Charley’s, Inc.†		83,240		458,652
Papa John’s International, Inc.†		67,500		1,607,175
PF Chang’s China Bistro, Inc.		1,920		82,195
Ruby Tuesday, Inc.†		29,120		268,195
Ruth’s Hospitality Group, Inc.†		49,272		161,120
				4,658,767
Rubber - Tires — 0.3%
Cooper Tire & Rubber Co.		58,100		940,639
Rubber/Plastic Products — 0.1%
Myers Industries, Inc.		37,258		237,334
Savings & Loans/Thrifts — 1.0%
Astoria Financial Corp.		42,138		508,184
ESB Financial Corp.		3,400		41,786
First Financial Holdings, Inc.		3,900		35,256
Northwest Bancshares, Inc.		249,300		2,679,975
OceanFirst Financial Corp.		9,320		105,596
Waterstone Financial, Inc.†		4,200		16,128
WSFS Financial Corp.		3,958		142,369
				3,529,294
Seismic Data Collection — 0.0%
Global Geophysical Services, Inc.†		16,500		97,515
Semiconductor Components - Integrated Circuits — 0.1%
Emulex Corp.†		11,000		104,940
Integrated Device Technology, Inc.†		26,160		133,939
MaxLinear, Inc., Class A†		4,300		49,020
				287,899

77

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Semiconductor Equipment — 1.9%
ATMI, Inc.†		83,500	$	1,066,713
Brooks Automation, Inc.†		24,880		168,686
Entegris, Inc.†		793,980		3,056,823
Novellus Systems, Inc.†		21,060		490,698
Photronics, Inc.†		10,600		45,580
Rudolph Technologies, Inc.†		6,980		55,177
Varian Semiconductor Equipment Associates, Inc.†		73,000		1,811,860
				6,695,537
Steel Pipe & Tube — 0.0%
Mueller Water Products, Inc., Class A		53,040		125,705
Steel - Producers — 0.1%
Metals USA Holdings Corp.†		15,400		180,488
Telecom Equipment - Fiber Optics — 0.1%
Oplink Communications, Inc.†		20,720		325,718
Telecom Services — 2.4%
Consolidated Communications Holdings, Inc.		28,113		487,479
Global Crossing Ltd†		13,500		166,050
USA Mobility, Inc.		26,900		386,284
Vonage Holdings Corp.†		3,363,336		7,264,806
				8,304,619
Telecommunication Equipment — 0.9%
Arris Group, Inc.†		35,000		285,950
CommScope, Inc.†		18,598		348,713
Plantronics, Inc.		96,000		2,621,760
				3,256,423
Telephone - Integrated — 0.7%
Frontier Communications Corp.		50,122		387,443
General Communication, Inc., Class A†		243,130		2,190,601
				2,578,044
Television — 0.2%
Belo Corp., Class A†		35,518		185,759
Sinclair Broadcast Group, Inc., Class A†		86,140		515,117
				700,876
Textile - Apparel — 0.1%
Perry Ellis International, Inc.†		23,749		436,032
Unifi, Inc.†		14,500		60,465
				496,497
Theaters — 0.0%
Carmike Cinemas, Inc.†		2,400		14,520
Therapeutics — 0.0%
Nabi Biopharmaceuticals†		9,960		48,306
Toys — 0.2%
Jakks Pacific, Inc.†		45,098		671,960
Transactional Software — 0.2%
VeriFone Systems, Inc.†		33,000		797,940
Transport - Air Freight — 0.5%
Atlas Air Worldwide Holdings, Inc.†		40,438		1,752,583
Transport - Equipment & Leasing — 0.2%
Aircastle, Ltd.		28,000		218,680
TAL International Group, Inc.		18,300		390,156
				608,836
Transport - Marine — 1.5%
Baltic Trading, Ltd.		109,900		1,228,682
Excel Maritime Carriers, Ltd. .†		37,800		189,756
Frontline, Ltd.		99,173		2,628,084

Security Description	Shares/ Principal Amount			Value (Note 2)
Transport - Marine (continued)
General Maritime Corp.		28,510		$	127,440
Horizon Lines, Inc. Class A		148,820			593,792
International Shipholding Corp.		10,478			246,547
Overseas Shipholding Group, Inc.		4,460			143,612
					5,157,913
Transport - Services — 0.1%
Pacer International, Inc.†		47,200			241,664
Transport - Truck — 1.7%
Arkansas Best Corp.		10,320			212,799
Celadon Group, Inc.†		8,920			104,453
Forward Air Corp.		69,500			1,655,490
Heartland Express, Inc.		7,100			103,376
Landstar System, Inc.		98,100			3,529,638
Saia, Inc.†		14,920			174,415
Werner Enterprises, Inc.		13,580			270,785
					6,050,956
Water — 0.1%
California Water Service Group		5,780			201,202
Consolidated Water Co., Inc.		11,400			104,994
					306,196
Wire & Cable Products — 0.4%
Fushi Copperweld, Inc.†		124,434			1,020,359
Insteel Industries, Inc.		29,620			234,294
					1,254,653
Wireless Equipment — 0.0%
InterDigital, Inc.†		2,880			71,194
Powerwave Technologies, Inc.†		27,700			47,090
					118,284
Total Common Stock
($353,357,534)					335,838,280
U.S. GOVERNMENT TREASURIES — 0.3%
United States Treasury Notes — 0.3%
1.25% due 11/30/10(1) (cost $938,593)	$	930,000			932,398
Total Long - Term Investment Securities
(cost $354,296,127)					336,770,678
SHORT - TERM INVESTMENT SECURITIES — 2.7%
Time Deposits — 1.5%
Euro Time Deposit with State Street Bank & Trust Co. 0.01% due 09/01/10 (cost $5,181,000)		5,181,000			5,181,000
REPURCHASE AGREEMENTS — 1.2%
Agreement with State Street Bank & Trust Co., bearing interest at 0.01%, dated 08/31/10, to be repurchased 09/01/10 in the amount of $1,797,000 and collateralized by $1,815,000 of United States Treasury Bonds bearing interest at 4.38%, due 09/17/10 and having an approximate value of $1,854,567		1,797,000			1,797,000
State Street Bank & Trust Co. Joint Repurchase Agreement(2)		2,431,000			2,431,000
Total Repurchase Agreements
(cost $4,228,000)				$	4,228,000
TOTAL INVESTMENTS
(cost $363,705,127)(3)		99.6	%		346,179,678
Other assets less liabilities		0.4			1,237,095
NET ASSETS —		100.0	%	$	347,416,773

78

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

† Non-income producing security

(1) The security or a portion thereof was pledged as collateral to cover margin requirements for open futures contracts.

(2) See Note 2 for details of Joint Repurchase Agreement.

(3) See Note 5 for cost of investments on a tax basis.

ADR — American Depository Receipt

Open Futures Contracts
Number of Contracts		Type	Description	Expiration Month		Value at Trade Date		Value as of August 31, 2010		Unrealized Appreciation (Depreciation)
	49	Long	Russell 2000 Mini Index		September 2010	$	3,101,468	$	2,947,840	$	(153,628	)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices			Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
Banks - Commercial	$	31,319,604		$	—	$	—	$	31,319,604
Real Estate Investments Trusts		20,585,168			—		—		20,585,168
Other Industries*		283,933,508			—		—		283,933,508
U.S. Government Treasuries		—			932,398		—		932,398
Short-Term Investment Securities:
Time Deposit		—			5,181,000		—		5,181,000
Repurchase Agreements		—			4,228,000		—		4,228,000
Other Financial Instruments:@
Futures Contracts - Depreciation		(153,628	)		—		—		(153,628	)
Total	$	335,684,652		$	10,341,398	$	—	$	346,026,050

* Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by industry classification, please refer to the Portfolio of Investments.

@ Other financial instruments are derivative instruments not reflected in the Portfolio of Investments, such as futures, forward, swap and written option contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

See Notes to Financial Statements

79

VALIC Company II Socially Responsible Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Computers	6.5	%
Diversified Banking Institutions	4.7
Oil Companies — Integrated	3.8
Cosmetics & Toiletries	3.6
Medical — Drugs	3.5
Food — Misc.	3.1
Oil Companies — Exploration & Production	2.7
Applications Software	2.7
Retail — Discount	2.6
Multimedia	2.6
Beverages — Non-alcoholic	2.5
Medical — Biomedical/Gene	2.5
Telephone — Integrated	2.2
Insurance — Multi-line	2.1
Commercial Services — Finance	2.0
Medical — HMO	1.9
Real Estate Investment Trusts	1.9
Networking Products	1.8
Banks — Super Regional	1.7
Retail — Restaurants	1.7
Industrial Gases	1.7
Web Portals/ISP	1.7
Oil — Field Services	1.7
Wireless Equipment	1.6
Pipelines	1.6
Repurchase Agreements	1.6
Electric — Integrated	1.5
Insurance — Property/Casualty	1.5
Gas — Distribution	1.3
Insurance — Life/Health	1.2
Medical Instruments	1.1
Banks — Fiduciary	1.1
Retail — Drug Store	1.1
Cable/Satellite TV	1.0
Computers — Memory Devices	0.9
Finance — Credit Card	0.9
Investment Management/Advisor Services	0.9
Transport — Services	0.9
Diversified Manufacturing Operations	0.8
Electronic Components — Semiconductors	0.7
E-Commerce/Services	0.7
Banks — Commercial	0.7
Finance — Other Services	0.6
Oil Field Machinery & Equipment	0.6
Machinery — Farming	0.6
Medical Products	0.6
Machinery — Construction & Mining	0.6
Pharmacy Services	0.6
Semiconductor Components — Integrated Circuits	0.6
Transport — Rail	0.6
Retail — Building Products	0.5
Semiconductor Equipment	0.5
E-Commerce/Products	0.5
Consumer Products — Misc.	0.5
U.S. Government Treasuries	0.4
Electric — Generation	0.4
Office Automation & Equipment	0.4
Chemicals — Specialty	0.4
Finance — Investment Banker/Broker	0.4
Cellular Telecom	0.3
Medical — Wholesale Drug Distribution	0.3
Athletic Footwear	0.3
Insurance Brokers	0.3
Cruise Lines	0.3
Food — Wholesale/Distribution	0.3
Engines — Internal Combustion	0.3
Tools — Hand Held	0.3
Diversified Operations	0.3
Hotels/Motels	0.2

Coatings/Paint	0.2
Computer Services	0.2
Advertising Agencies	0.2
Vitamins & Nutrition Products	0.2
Auto — Heavy Duty Trucks	0.2
Metal — Iron	0.2
Retail — Office Supplies	0.2
Broadcast Services/Program	0.2
Distribution/Wholesale	0.2
Airlines	0.2
Data Processing/Management	0.2
Machinery — General Industrial	0.2
Containers — Metal/Glass	0.2
Retail — Major Department Stores	0.2
Oil & Gas Drilling	0.2
Energy — Alternate Sources	0.2
Internet Security	0.1
Food — Confectionery	0.1
Food — Retail	0.1
Quarrying	0.1
Toys	0.1
Forestry	0.1
Finance — Consumer Loans	0.1
Hazardous Waste Disposal	0.1
Printing — Commercial	0.1
Commercial Services	0.1
Machinery — Pumps	0.1
Electronic Forms	0.1
Motorcycle/Motor Scooter	0.1
Internet Infrastructure Software	0.1
Retail — Consumer Electronics	0.1
Apparel Manufacturers	0.1
Containers — Paper/Plastic	0.1
Enterprise Software/Service	0.1
Retail — Regional Department Stores	0.1
Schools	0.1
Computers — Periphery Equipment	0.1
Real Estate Management/Services	0.1
Computer Aided Design	0.1
Retail — Bedding	0.1
Medical — Generic Drugs	0.1
Electronic Components — Misc.	0.1
Filtration/Separation Products	0.1
	99.9	%

* Calculated as a percentage of net assets

80

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Shares		Value (Note 2)
COMMON STOCK — 97.9%
Advertising Agencies — 0.2%
Omnicom Group, Inc.		39,691	$	1,389,582
The Interpublic Group of Cos., Inc.†		11,577		98,752
				1,488,334
Agricultural Chemicals — 0.0%
CF Industries Holdings, Inc.		3,506		324,305
Airlines — 0.2%
Southwest Airlines Co.		104,332		1,152,869
Apparel Manufacturers — 0.1%
Coach, Inc.		18,232		653,435
Applications Software — 2.7%
Citrix Systems, Inc.†		2,013		116,633
Microsoft Corp.		732,852		17,207,365
Salesforce.com, Inc.†		8,987		987,492
				18,311,490
Athletic Footwear — 0.3%
NIKE, Inc., Class B		31,617		2,213,190
Audio/Video Products — 0.0%
Harman International Industries, Inc.†		6,168		192,257
Auto - Heavy Duty Trucks — 0.2%
PACCAR, Inc.		31,520		1,292,005
Banks - Commercial — 0.7%
BB&T Corp.		99,779		2,207,111
M&T Bank Corp.		9,265		793,455
Marshall & Ilsley Corp.		85,572		560,497
Regions Financial Corp.		154,755		995,075
Zions Bancorporation		14,250		262,627
				4,818,765
Banks - Fiduciary — 1.1%
Northern Trust Corp.		46,760		2,157,506
State Street Corp.		63,706		2,234,807
The Bank of New York Mellon Corp.		123,596		2,999,675
				7,391,988
Banks - Super Regional — 1.7%
Capital One Financial Corp.		52,934		2,004,081
Comerica, Inc.		16,350		562,604
Huntington Bancshares, Inc.		79,135		418,624
KeyCorp		124,135		914,875
PNC Financial Services Group, Inc.		53,888		2,746,132
SunTrust Banks, Inc.		49,185		1,106,171
US Bancorp		189,872		3,949,338
				11,701,825
Beverages - Non-alcoholic — 2.5%
Dr Pepper Snapple Group, Inc.		20,677		761,327
The Coca-Cola Co.		292,995		16,384,280
				17,145,607
Broadcast Services/Program — 0.2%
Discovery Communications, Inc., Class A†		13,446		507,586
Scripps Networks Interactive Inc., Class A		17,643		708,896
				1,216,482
Cable/Satellite TV — 1.0%
DIRECTV, Class A†		107,690		4,083,605
Time Warner Cable, Inc.		52,344		2,701,474
				6,785,079

Security Description	Shares		Value (Note 2)
Cellular Telecom — 0.3%
MetroPCS Communications, Inc.†		53,246	$	476,019
Sprint Nextel Corp.†		459,294		1,873,920
				2,349,939
Chemicals - Specialty — 0.4%
Eastman Chemical Co.		9,418		579,678
Ecolab, Inc.		24,456		1,159,214
International Flavors & Fragrances, Inc.		17,401		795,052
				2,533,944
Coatings/Paint — 0.2%
The Sherwin-Williams Co.		23,441		1,649,778
Commercial Services — 0.1%
Iron Mountain, Inc.		32,893		667,070
Quanta Services, Inc.†		5,506		98,778
				765,848
Commercial Services - Finance — 2.0%
Automatic Data Processing, Inc.		69,583		2,686,600
Equifax, Inc.		2,396		70,610
H&R Block, Inc.		95,775		1,230,709
Mastercard, Inc., Class A		9,272		1,839,194
Paychex, Inc.		106,848		2,659,447
The Western Union Co.		143,022		2,242,585
Visa, Inc., Class A		41,069		2,832,939
				13,562,084
Computer Aided Design — 0.1%
Autodesk, Inc.†		14,944		414,696
Computer Services — 0.2%
Cognizant Technology Solutions Corp., Class A†		26,796		1,543,584
Computers — 6.5%
Apple, Inc.†		66,694		16,231,319
Dell, Inc.†		203,339		2,393,300
Hewlett-Packard Co.		222,474		8,560,800
International Business Machines Corp.		132,784		16,362,972
				43,548,391
Computers - Memory Devices — 0.9%
EMC Corp.†		194,901		3,554,994
NetApp, Inc.†		37,359		1,510,798
SanDisk Corp.†		22,459		746,537
Western Digital Corp.†		19,024		459,430
				6,271,759
Computers - Periphery Equipment — 0.1%
Lexmark International, Inc., Class A†		13,107		458,614
Consumer Products - Misc. — 0.5%
Kimberly-Clark Corp.		48,112		3,098,413
Containers - Metal/Glass — 0.2%
Owens-Illinois, Inc.†		43,116		1,080,487
Containers - Paper/Plastic — 0.1%
Pactiv Corp.†		1,141		36,603
Sealed Air Corp.		29,215		599,200
				635,803
Cosmetics & Toiletries — 3.6%
Colgate-Palmolive Co.		61,489		4,540,348
The Estee Lauder Cos., Inc., Class A		11,331		635,329
The Procter & Gamble Co.		318,205		18,987,292
				24,162,969

81

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Cruise Lines — 0.3%
Carnival Corp.		69,540	$	2,168,257
Data Processing/Management — 0.2%
Fidelity National Information Services, Inc.		43,116		1,114,117
Distribution/Wholesale — 0.2%
Fastenal Co.		26,290		1,190,148
Diversified Banking Institutions — 4.7%
Bank of America Corp.		882,960		10,992,852
Citigroup, Inc.†		1,892,981		7,041,889
JPMorgan Chase & Co.		376,711		13,697,212
				31,731,953
Diversified Manufacturing Operations — 0.8%
Danaher Corp.		99,782		3,625,080
Parker Hannifin Corp.		32,111		1,899,687
				5,524,767
Diversified Operations — 0.3%
Leucadia National Corp.†		85,239		1,819,853
E-Commerce/Products — 0.5%
Amazon.com, Inc.†		25,332		3,162,194
E-Commerce/Services — 0.7%
eBay, Inc.†		122,932		2,856,940
Expedia, Inc.		40,561		927,224
priceline.com, Inc.†		3,756		1,094,799
				4,878,963
Electric Products - Misc. — 0.0%
Molex, Inc.		1,058		18,674
Electric - Generation — 0.4%
The AES Corp.†		274,718		2,813,112
Electric - Integrated — 1.5%
Northeast Utilities		134,031		3,882,878
Pepco Holdings, Inc.		199,721		3,584,992
TECO Energy, Inc.		148,715		2,510,309
				9,978,179
Electronic Components - Misc. — 0.1%
Jabil Circuit, Inc.		35,618		365,084
Electronic Components - Semiconductors — 0.7%
Advanced Micro Devices, Inc.†		97,417		547,483
Altera Corp.		23,261		573,849
Broadcom Corp., Class A		54,059		1,620,148
LSI Corp.†		16,338		65,679
Microchip Technology, Inc.		52,649		1,457,851
NVIDIA Corp.†		78,488		732,293
QLogic Corp.†		2,012		29,969
				5,027,272
Electronic Forms — 0.1%
Adobe Systems, Inc.†		24,839		689,531
Energy - Alternate Sources — 0.2%
First Solar, Inc.†		8,024		1,025,868
Engines - Internal Combustion — 0.3%
Cummins, Inc.		25,159		1,872,081
Enterprise Software/Service — 0.1%
CA, Inc.		30,994		558,202
Filtration/Separation Products — 0.1%
Pall Corp.		10,203		348,841

Security Description	Shares		Value (Note 2)
Finance - Consumer Loans — 0.1%
SLM Corp.†		77,211	$	853,182
Finance - Credit Card — 0.9%
American Express Co.		117,732		4,693,975
Discover Financial Services		97,570		1,415,741
				6,109,716
Finance - Investment Banker/Broker — 0.4%
The Charles Schwab Corp.		193,798		2,472,862
Finance - Other Services — 0.6%
CME Group, Inc.		10,475		2,598,638
NYSE Euronext		62,814		1,742,460
				4,341,098
Food - Confectionery — 0.1%
The Hershey Co.		20,585		956,585
Food - Dairy Products — 0.0%
Dean Foods Co.†		29,634		303,156
Food - Misc. — 3.1%
ConAgra Foods, Inc.		63,056		1,361,379
General Mills, Inc.		71,234		2,575,822
H.J. Heinz Co.		46,800		2,164,032
Kellogg Co.		34,277		1,702,881
Kraft Foods, Inc., Class A		395,592		11,847,980
Sara Lee Corp.		82,986		1,198,318
				20,850,412
Food - Retail — 0.1%
Safeway, Inc.		10,294		193,527
Whole Foods Market, Inc.†		21,490		747,637
				941,164
Food - Wholesale/Distribution — 0.3%
Sysco Corp.		69,533		1,911,462
Forestry — 0.1%
Plum Creek Timber Co., Inc.		25,030		862,784
Gas - Distribution — 1.3%
CenterPoint Energy, Inc.		257,598		3,809,874
Nicor, Inc.		19,597		828,757
NiSource, Inc.		218,999		3,797,443
				8,436,074
Hazardous Waste Disposal — 0.1%
Stericycle, Inc.†		12,226		800,803
Home Decoration Products — 0.0%
Newell Rubbermaid, Inc.		19,298		289,856
Hotels/Motels — 0.2%
Starwood Hotels & Resorts Worldwide, Inc.		20,288		948,058
Wyndham Worldwide Corp.		32,146		745,466
				1,693,524
Industrial Gases — 1.7%
Air Products & Chemicals, Inc.		62,544		4,630,132
Airgas, Inc.		14,602		960,812
Praxair, Inc.		66,590		5,728,738
				11,319,682
Insurance Brokers — 0.3%
AON Corp.		7,801		282,708
Marsh & McLennan Cos., Inc.		80,490		1,909,223
				2,191,931

82

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Insurance - Life/Health — 1.2%
Aflac, Inc.		48,564	$	2,294,649
Lincoln National Corp.		34,689		810,335
Principal Financial Group, Inc.		51,848		1,195,097
Prudential Financial, Inc.		59,905		3,029,396
Torchmark Corp.		2,704		133,442
Unum Group		34,981		701,369
				8,164,288
Insurance - Multi-line — 2.1%
Assurant, Inc.		18,896		690,838
Cincinnati Financial Corp.		55,096		1,469,961
Genworth Financial, Inc., Class A†		53,797		582,621
Hartford Financial Services Group, Inc.		51,705		1,042,373
Loews Corp.		83,118		2,920,767
MetLife, Inc.		88,366		3,322,562
The Allstate Corp.		104,508		2,884,421
XL Group PLC		49,563		887,673
				13,801,216
Insurance - Property/Casualty — 1.5%
Chubb Corp.		68,260		3,762,491
The Progressive Corp.		123,835		2,451,933
The Travelers Cos., Inc.		75,196		3,683,100
				9,897,524
Internet Infrastructure Software — 0.1%
Akamai Technologies, Inc.†		14,604		672,806
Internet Security — 0.1%
Symantec Corp.†		71,118		969,338
Investment Management/Advisor Services — 0.9%
Ameriprise Financial, Inc.		40,650		1,771,527
Franklin Resources, Inc.		18,792		1,813,616
Invesco, Ltd.		76,845		1,390,895
T. Rowe Price Group, Inc.		24,830		1,087,057
				6,063,095
Machinery - Construction & Mining — 0.6%
Caterpillar, Inc.		62,193		4,052,496
Machinery - Farming — 0.6%
Deere & Co.		66,035		4,178,034
Machinery - General Industrial — 0.2%
Roper Industries, Inc.		18,751		1,089,058
Machinery - Pumps — 0.1%
Flowserve Corp.		8,006		715,576
Medical Instruments — 1.1%
Boston Scientific Corp.†		191,690		994,871
Intuitive Surgical, Inc.†		3,762		997,043
Medtronic, Inc.		159,190		5,011,301
St. Jude Medical, Inc.†		20,727		716,533
				7,719,748
Medical Products — 0.6%
CareFusion Corp.†		10,235		220,871
Hospira, Inc.†		15,076		774,303
Stryker Corp.		38,673		1,670,287
Varian Medical Systems, Inc.†		7,863		418,626
Zimmer Holdings, Inc.†		22,945		1,082,316
				4,166,403
Medical - Biomedical/Gene — 2.5%
Amgen, Inc.†		144,475		7,374,004
Biogen Idec, Inc.†		23,464		1,262,363
Celgene Corp.†		71,766		3,697,384

Security Description	Shares		Value (Note 2)
Medical - Biomedical/Gene (continued)
Gilead Sciences, Inc.†		109,578	$	3,491,155
Life Technologies Corp.†		15,805		675,980
				16,500,886
Medical - Drugs — 3.5%
Abbott Laboratories		245,791		12,127,328
Allergan, Inc.		36,297		2,229,362
Bristol-Myers Squibb Co.		329,115		8,583,319
Forest Laboratories, Inc.†		21,682		591,702
				23,531,711
Medical - Generic Drugs — 0.1%
Mylan, Inc.†		21,737		373,007
Medical - HMO — 1.9%
Aetna, Inc.		58,679		1,567,903
CIGNA Corp.		55,664		1,793,494
Humana, Inc.†		21,751		1,039,480
UnitedHealth Group, Inc.		156,738		4,971,730
WellPoint, Inc.†		69,709		3,463,143
				12,835,750
Medical - Wholesale Drug Distribution — 0.3%
AmerisourceBergen Corp.		24,438		666,669
Cardinal Health, Inc.		52,970		1,586,981
				2,253,650
Metal - Iron — 0.2%
Cliffs Natural Resources, Inc.		20,692		1,266,143
Motorcycle/Motor Scooter — 0.1%
Harley-Davidson, Inc.		27,928		679,209
Multimedia — 2.6%
News Corp., Class A		259,572		3,262,820
The Walt Disney Co.		190,862		6,220,193
Time Warner, Inc.		170,056		5,098,279
Viacom, Inc., Class B		82,215		2,583,195
				17,164,487
Networking Products — 1.8%
Cisco Systems, Inc.†		500,275		10,030,514
Juniper Networks, Inc.†		73,317		1,994,222
				12,024,736
Non-Ferrous Metals — 0.0%
Titanium Metals Corp.†		16,362		296,479
Office Automation & Equipment — 0.4%
Pitney Bowes, Inc.		63,488		1,221,509
Xerox Corp.		180,255		1,521,352
				2,742,861
Oil & Gas Drilling — 0.2%
Diamond Offshore Drilling, Inc.		8,489		493,890
Helmerich & Payne, Inc.		5,921		219,314
Nabors Industries, Ltd.†		20,704		324,639
				1,037,843
Oil Companies - Exploration & Production — 2.7%
Apache Corp.		43,625		3,919,706
Chesapeake Energy Corp.		79,972		1,653,821
Denbury Resources, Inc.†		30,087		443,482
Devon Energy Corp.		73,810		4,449,267
EOG Resources, Inc.		27,042		2,349,139
EQT Corp.		57,402		1,871,305
Noble Energy, Inc.		24,848		1,733,894
Pioneer Natural Resources Co.		13,377		773,458

83

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCK (continued)
Oil Companies - Exploration & Production (continued)
Southwestern Energy Co.†		36,679	$	1,200,137
				18,394,209
Oil Companies - Integrated — 3.8%
Hess Corp.		106,846		5,369,012
Marathon Oil Corp.		448,278		13,667,996
Murphy Oil Corp.		116,524		6,241,025
				25,278,033
Oil Field Machinery & Equipment — 0.6%
Cameron International Corp.†		21,917		806,107
FMC Technologies, Inc.†		12,851		794,834
National Oilwell Varco, Inc.		69,186		2,600,702
				4,201,643
Oil - Field Services — 1.7%
Halliburton Co.		91,023		2,567,759
Schlumberger, Ltd.		160,388		8,553,492
				11,121,251
Pharmacy Services — 0.6%
Express Scripts, Inc.†		51,200		2,181,120
Medco Health Solutions, Inc.†		38,702		1,682,763
				3,863,883
Pipelines — 1.6%
El Paso Corp.		243,101		2,768,920
Oneok, Inc.		40,100		1,720,691
Spectra Energy Corp.		196,207		3,990,850
The Williams Cos., Inc.		124,251		2,252,671
				10,733,132
Printing - Commercial — 0.1%
R.R. Donnelley & Sons Co.		52,765		799,126
Publishing - Newspapers — 0.0%
The New York Times Co., Class A†		20,462		146,917
Quarrying — 0.1%
Vulcan Materials Co.		24,829		912,714
Real Estate Investment Trusts — 1.9%
AvalonBay Communities, Inc.		8,092		851,440
Boston Properties, Inc.		14,329		1,166,381
Equity Residential		29,964		1,373,250
HCP, Inc.		29,941		1,054,522
Host Hotels & Resorts, Inc.		65,755		863,363
Kimco Realty Corp.		38,403		572,589
ProLogis		65,696		712,802
Public Storage		11,799		1,156,538
Simon Property Group, Inc.		31,760		2,872,692
Ventas, Inc.		13,439		678,804
Vornado Realty Trust		17,221		1,395,934
				12,698,315
Real Estate Management/Services — 0.1%
CB Richard Ellis Group, Inc., Class A†		25,925		425,688
Retail - Apparel/Shoe — 0.0%
The Gap, Inc.		10,033		169,457
Retail - Automobile — 0.0%
CarMax, Inc.†		6,324		126,037
Retail - Bedding — 0.1%
Bed Bath & Beyond, Inc.†		11,494		413,439
Retail - Building Products — 0.5%
Lowe’s Cos., Inc.		180,240		3,658,872

Security Description		Shares		Value (Note 2)
Retail - Consumer Electronics — 0.1%
Best Buy Co., Inc.			20,952	$	657,683
Retail - Discount — 2.6%
Costco Wholesale Corp.			4,945		279,640
Target Corp.			60,288		3,084,334
Wal-Mart Stores, Inc.			277,400		13,908,836
					17,272,810
Retail - Drug Store — 1.1%
CVS Caremark Corp.			164,673		4,446,171
Walgreen Co.			99,443		2,673,028
					7,119,199
Retail - Major Department Stores — 0.2%
Nordstrom, Inc.			16,994		491,466
TJX Cos., Inc.			14,053		557,764
					1,049,230
Retail - Office Supplies — 0.2%
Staples, Inc.			71,216		1,265,508
Retail - Regional Department Stores — 0.1%
Macy’s, Inc.			26,711		519,262
Retail - Restaurants — 1.7%
McDonald’s Corp.			134,791		9,847,830
Starbucks Corp.			74,724		1,717,905
					11,565,735
Schools — 0.1%
Apollo Group, Inc., Class A†			11,554		490,814
Semiconductor Components - Integrated Circuits — 0.6%
Analog Devices, Inc.			84,799		2,364,196
Linear Technology Corp.			48,300		1,383,795
					3,747,991
Semiconductor Equipment — 0.5%
Applied Materials, Inc.			306,989		3,189,616
Telecom Equipment - Fiber Optics — 0.0%
JDS Uniphase Corp.†			29,927		275,029
Telephone - Integrated — 2.2%
CenturyLink, Inc.			239,384		8,656,126
Frontier Communications Corp.			93,106		719,709
Qwest Communications International, Inc.			401,214		2,266,859
Windstream Corp.			255,791		2,950,549
					14,593,243
Tools - Hand Held — 0.3%
Snap-On, Inc.			7,537		310,750
Stanley Black & Decker, Inc.			28,706		1,539,790
					1,850,540
Toys — 0.1%
Hasbro, Inc.			6,209		250,595
Mattel, Inc.			29,751		624,474
					875,069
Transport - Rail — 0.6%
Norfolk Southern Corp.			69,597		3,735,967
Transport - Services — 0.9%	��
C.H. Robinson Worldwide, Inc.			51,612		3,354,264
Expeditors International of Washington, Inc.			62,557		2,476,631
					5,830,895

84

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares/ Principal Amount		Value (Note 2)
COMMON STOCK (continued)
Vitamins & Nutrition Products — 0.2%
Mead Johnson Nutrition Co.		26,554	$	1,385,853
Web Portals/ISP — 1.7%
Google, Inc., Class A†		20,968		9,436,020
Yahoo!, Inc.†		132,716		1,735,925
				11,171,945
Wireless Equipment — 1.6%
American Tower Corp., Class A†		58,011		2,718,395
QUALCOMM, Inc.		217,876		8,346,830
				11,065,225
Total Long-Term Investment Securities (cost $654,429,654)				658,186,001
SHORT-TERM INVESTMENT SECURITIES — 0.4%
U.S. Government Treasuries — 0.4%
United States Treasury Bills 0.17% due 09/16/10(1) (cost $2,999,787)	$	3,000,000		2,999,787

Security Description	Principal Amount			Value (Note 2)
REPURCHASE AGREEMENT — 1.6%
State Street Bank & Trust Co. Joint Repurchase Agreement(2) (cost $10,643,000)	$	10,643,000		$	10,643,000
TOTAL INVESTMENTS
(cost $668,072,441)(3)		99.9	%		671,828,788
Other assets less liabilities		0.1			736,942
NET ASSETS		100.0	%	$	672,565,730

† Non-income producing security

(1) The security or a portion thereof was pledged as collateral to cover margin requirements for open futures contracts.

(2) See Note 2 for details of Joint Repurchase Agreements.

(3) See Note 5 for cost of investments on a tax basis.

Open Futures Contracts
Number of Contracts		Type	Description	Expiration Month		Value at Trade Date		Value at August 31, 2010		Unrealized Appreciation (Depreciation)
	270	Long	S&P 500 E-Mini Index		September 2010	$	14,259,776	$	14,152,050	$	(107,726	)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices			Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Common Stock:
Computers	$	43,548,391		$	—	$	—	$	43,548,391
Other Industries*		614,637,610			—		—		614,637,610
Short-Term Investment Securities:
U.S. Government Treasuries		—			2,999,787		—		2,999,787
Repurchase Agreement		—			10,643,000		—		10,643,000
Other Financial Instruments:@
Future Contracts - Depreciation		(107,726	)		—		—		(107,726	)
Total	$	658,078,275		$	13,642,787	$	—	$	671,721,062

* Sum of all other industries each of which individually has an aggregate market value of less than 5% of net assets. For a detailed presentation of common stocks by industry classification, please refer to the Portfolio of Investments.

@ Other financial instruments are derivative instruments not reflected in the Portfolio of Investments, such as futures, forward, swap and written option contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

The following is a reconciliation of Level 3 assets which significant unobservable inputs were used to determine fair value:

	Common Stock
Balance as of 8/31/2009	$	0
Accrued discounts/premiums		—
Realized gain (loss)		—
Change in unrealized appreciation (depreciation)		—
Net purchases (sales)		(0	)
Transfers in and/or (out) of Level 3(#)		—
Balance as of 8/31/2010	$	—

(#) The Fund’s policy is to recognize transfers in and transfers out as of the end of the reporting period.

See Notes to Financial Statements

85

VALIC Company II Strategic Bond Fund

PORTFOLIO PROFILE — August 31, 2010 (Unaudited)

Industry Allocation*

Sovereign	20.4	%
Repurchase Agreements	9.2
Federal Home Loan Mtg. Corp.	5.0
Federal National Mtg. Assoc.	4.9
Diversified Financial Services	4.8
United States Treasury Notes	3.0
Oil Companies — Exploration & Production	2.8
Diversified Banking Institutions	2.0
Medical — Hospitals	1.8
Banks — Commercial	1.7
Telephone — Integrated	1.4
United States Treasury Bonds	1.3
Independent Power Producers	1.3
Banks — Super Regional	1.2
Steel — Producers	1.2
Cable/Satellite TV	1.1
Electric — Generation	1.1
Pipelines	1.0
Paper & Related Products	1.0
Government National Mtg. Assoc.	1.0
Coal	1.0
Telecom Services	0.9
Electric — Integrated	0.9
Special Purpose Entities	0.8
Casino Hotels	0.8
Airlines	0.8
Finance — Auto Loans	0.7
Chemicals — Diversified	0.6
Building — Residential/Commercial	0.6
Chemicals — Plastics	0.5
Insurance — Life/Health	0.5
Retail — Regional Department Stores	0.5
Funeral Services & Related Items	0.5
Rental Auto/Equipment	0.5
Electronic Components — Semiconductors	0.5
Satellite Telecom	0.5
Distribution/Wholesale	0.5
Computer Services	0.5
Insurance — Mutual	0.5
Auto/Truck Parts & Equipment — Original	0.5
Oil Companies — Integrated	0.5
Containers — Metal/Glass	0.4
Computers — Memory Devices	0.4
Retail — Drug Store	0.4
Television	0.4
Gambling (Non-Hotel)	0.4
Finance — Other Services	0.4
Real Estate Investment Trusts	0.4
Gas — Transportation	0.4
Medical — Drugs	0.4
Enterprise Software/Service	0.4
Insurance — Multi-line	0.4
Retail — Restaurants	0.4
Finance — Investment Banker/Broker	0.4
Oil — Field Services	0.3
Non-Hazardous Waste Disposal	0.3
Building & Construction Products — Misc.	0.3
Commercial Services	0.3
Broadcast Services/Program	0.3
Electronic Components — Misc.	0.3
Energy — Alternate Sources	0.3
Physicians Practice Management	0.3
Diversified Manufacturing Operations	0.3
Multimedia	0.3
Containers — Paper/Plastic	0.3
Cellular Telecom	0.3
Transport — Air Freight	0.3
Retail — Toy Stores	0.3
Transport — Services	0.3
Medical — Biomedical/Gene	0.3
Cosmetics & Toiletries	0.2
Hazardous Waste Disposal	0.2
Firearms & Ammunition	0.2
Photo Equipment & Supplies	0.2
Food — Misc.	0.2

Beverages — Wine/Spirits	0.2
Web Hosting/Design	0.2
Auto — Heavy Duty Trucks	0.2
Publishing — Books	0.2
Retail — Propane Distribution	0.2
Music	0.2
Building — Heavy Construction	0.2
Machinery — Farming	0.2
Food — Retail	0.2
Real Estate Operations & Development	0.2
Advertising Services	0.2
Import/Export	0.2
Printing — Commercial	0.2
Decision Support Software	0.2
Aerospace/Defense	0.2
Food — Meat Products	0.2
Seismic Data Collection	0.2
Building Products — Cement	0.2
Capacitors	0.2
Medical Products	0.2
Private Corrections	0.2
Retail — Apparel/Shoe	0.2
Medical Instruments	0.1
Direct Marketing	0.1
Storage/Warehousing	0.1
Financial Guarantee Insurance	0.1
Wireless Equipment	0.1
Radio	0.1
Real Estate Management/Services	0.1
Home Furnishings	0.1
Wire & Cable Products	0.1
Transport — Rail	0.1
Publishing — Newspapers	0.1
Casino Services	0.1
Mining Services	0.1
Petrochemicals	0.1
Investment Companies	0.1
Gas — Distribution	0.1
Diversified Minerals	0.1
Transport — Equipment & Leasing	0.1
Consumer Products — Misc.	0.1
Circuit Boards	0.1
Banks — Fiduciary	0.1
Forestry	0.1
Medical — HMO	0.1
Warehousing & Harbor Transportation Services	0.1
Finance — Commercial	0.1
Engineering/R&D Services	0.1
Applications Software	0.1
Transport — Marine	0.1
Brewery	0.1
	98.6	%

Credit Quality†#

Government — Agency	11.9	%
Government — Treasury	4.9
AAA	5.0
AA	2.0
A	5.3
BBB	17.0
BB	24.4
B	21.3
CCC	4.2
C	0.3
Below C	0.1
Not Rated@	3.6
	100.0	%

* Calculated as a percentage of net assets.

@ Represent debt issues that either have no rating, or the rating is unavailable from the data source.

† Source: Standard and Poors

# Calculated as percentage of total debt issues, excluding short-term securities.

86

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010

Security Description	Principal Amount(12)		Value (Note 2)
ASSET BACKED SECURITIES — 3.9%
Diversified Financial Services — 3.9%
Bank One Issuance Trust Series 2003-C3, Class C3 4.77% due 02/16/16	$	233,000	$	247,290
Bear Stearns Commercial Mtg. Securities, Inc. Series 2007-PW17, Class AM 5.92% due 06/11/50(1)(2)		1,700,000		1,520,822
Carrington Mtg. Loan Trust Series 2006-NC3, Class A2 0.36% due 08/25/36(3)		1,823,565		1,412,419
Commercial Mtg. Pass Through Certs. Series 2006-CN2A, Class A2FL 0.52% due 02/05/19*(1)(3)		550,000		490,067
Commercial Mtg. Pass Through Certs. Series 2006-C7, Class AM 5.99% due 06/10/46(1)(2)		500,000		487,401
Dominos Pizza Master Issuer LLC Series 2007-1, Class A2 5.26% due 04/25/37*		275,000		267,391
FDIC Structured Sale Guaranteed Notes Series 2010-S1, Class 2A 3.25% due 04/25/38*(4)		2,815,448		2,886,944
GMAC Mortgage Corp Loan Trust Series 2010-1, Class A 4.25% due 07/25/40*(4)		408,859		416,678
GS Mortgage Securities Trust Series 2007-GG10, Class A4 6.00% due 08/10/45(1)(2)		1,000,000		1,033,538
GSAMP Trust Series 2007-FM2, Class A2A 0.32% due 01/25/37(3)		1,710,137		1,594,816
JP Morgan Chase Commercial Mtg. Securities Corp. Series 2007-LD11, Class A4 6.01% due 06/15/49(1)(2)		1,000,000		1,023,988
Merrill Lynch/Countrywide Commercial Mtg. Trust Series 2007-8, Class AJ 6.18% due 08/12/49(1)(2)		2,500,000		1,806,218
Morgan Stanley Capital I Series 2007-IQ14, Class A4 5.69% due 04/15/49(1)(2)		2,500,000		2,537,823
Morgan Stanley Capital I Pass Through Certs. Series 2006-HQ9, Class B 5.83% due 07/12/44(1)(2)		500,000		379,981
Morgan Stanley Capital I, Series 2006-HQ9, Class AJ 5.79% due 07/12/44(1)(2)		1,000,000		873,681
Sonic Capital LLC Series 2006-1A, Class A2 5.10% due 12/20/31*		280,025		277,430
Soundview Home Equity Loan Trust Series 2007-OPT1, Class 2A1 0.34% due 06/25/37(3)		746,625		652,628
Total Asset Backed Securities
(cost $17,336,934)				17,909,115
CONVERTIBLE BONDS & NOTES — 0.0%
Telecom Services — 0.0%
ICO North America, Inc. Senior Sec. Notes 7.50% due 08/15/09†(5)(6)(7)(15)(17) (cost $140,000)		140,000		121,800

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES — 42.6%
Advertising Services — 0.2%
Visant Holding Corp. Senior Notes 10.25% due 12/01/13(8)	$	863,000	$	880,260
Aerospace/Defense — 0.2%
Spirit Aerosystems, Inc. Company Guar. Notes 7.50% due 10/01/17		795,000		816,863
Agricultural Chemicals — 0.0%
Incitec Pivot Finance LLC Company Guar. Notes 6.00% due 12/10/19*		30,000		31,906
Airlines — 0.8%
Continental Airlines, Inc. Pass Through Certs. Series 1991, Class A 6.55% due 02/02/19		166,177		170,497
Continental Airlines, Inc. Pass Through Certs. Series 2000-2, Class C 8.31% due 04/02/11		29,437		29,584
Delta Air Lines, Inc. Pass Through Certs. 6.82% due 02/10/24		1,218,838		1,246,262
Delta Air Lines, Inc. Senior Sec. Notes 9.50% due 09/15/14*		925,000		992,063
Delta Air Lines, Inc. Senior Sec. Notes 12.25% due 03/15/15*		175,000		192,281
United AirLines, Inc. Pass Through Certs. Series 2009-2, Class A 9.75% due 01/15/17		904,139		994,553
				3,625,240
Applications Software — 0.1%
SS&C Technologies, Inc. Company Guar. Notes 11.75% due 12/01/13		250,000		262,188
Auto - Heavy Duty Trucks — 0.2%
Navistar International Corp. Company Guar. Notes 8.25% due 11/01/21		915,000		958,463
Auto/Truck Parts & Equipment - Original — 0.5%
Cooper - Standard Automotive, Inc. Senior Notes 8.50% due 05/01/18*		930,000		950,925
Lear Corp. Company Guar. Notes 8.13% due 03/15/20		1,120,000		1,162,000
				2,112,925
Auto/Truck Parts & Equipment - Replacement — 0.0%
Exide Corp. Escrow Notes 10.00% due 04/15/05†(5)(7)		150,000		0
Banks - Commercial — 0.5%
Branch Banking & Trust Co. Sub. Notes 0.64% due 05/23/17(3)		168,000		149,900
CIT Group, Inc. Senior Sec. Notes 7.00% due 05/01/17		1,028,138		966,770

87

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Banks - Commercial (continued)
Credit Suisse New York Sub. Notes 6.00% due 02/15/18	$	463,000	$	504,808
KeyBank NA Sub. Notes 7.41% due 10/15/27		52,000		58,269
Regions Financial Corp. Senior Notes 5.75% due 06/15/15		167,000		169,628
US Bank NA Sub. Notes 3.78% due 04/29/20(3)		135,000		140,237
Wachovia Bank NA Sub. Notes 6.00% due 11/15/17		238,000		268,570
				2,258,182
Banks - Fiduciary — 0.1%
State Street Capital Trust IV Ltd. Guar. Notes 1.54% due 06/15/37(3)		454,000		335,632
Banks - Super Regional — 1.1%
BAC Capital Trust XIII Ltd. Guar. Notes 0.94% due 03/15/12(3)(9)		575,000		365,621
BAC Capital Trust XV Ltd. Guar. Notes 1.34% due 06/01/56(3)		160,000		98,877
Fifth Third Capital Trust IV Bank Guar. Notes 6.50% due 04/15/67(3)		625,000		539,062
JPMorgan Chase Bank NA Sub. Notes 6.00% due 10/01/17		279,000		314,736
SunTrust Banks, Inc. Senior Notes 6.00% due 09/11/17		135,000		148,020
SunTrust Banks, Inc. Sub. Notes 6.00% due 02/15/26		28,000		27,190
USB Capital IX Ltd. Guar. Notes 6.19% due 04/15/11(3)(9)		90,000		70,200
Wachovia Capital Trust III Ltd. Guar. Notes 5.80% due 03/15/11(3)(9)		3,810,000		3,228,975
Wells Fargo & Co. Jr. Sub. Bonds 7.98% due 03/15/18(3)(9)		150,000		154,875
Wells Fargo Bank NA Sub. Notes 5.75% due 05/16/16		146,000		163,074
				5,110,630
Beverages - Wine/Spirits — 0.2%
Constellation Brands, Inc. Company Guar. Notes 7.25% due 05/15/17		935,000		979,412
Brewery — 0.1%
Anheuser - Busch InBev Worldwide, Inc. Company Guar. Notes 7.75% due 01/15/19*		185,000		236,942

Security Description	Principal Amount(12)		Value (Note 2)
Broadcast Services/Program — 0.3%
Clear Channel Communications, Inc. Company Guar. Notes 10.75% due 08/01/16	$	525,000	$	387,188
Fisher Communications, Inc. Senior Notes 8.63% due 09/15/14		562,000		557,082
Nexstar Broadcasting, Inc./Mission Broadcasting, Inc. Senior Sec. Notes 8.88% due 04/15/17*		550,000		558,937
				1,503,207
Building & Construction Products - Misc. — 0.1%
Interline Brands, Inc. Senior Sub. Notes 8.13% due 06/15/14		400,000		407,000
Building Products - Cement — 0.1%
Cemex Finance LLC Senior Sec. Notes 9.50% due 12/14/16		430,000		412,800
Building - Heavy Construction — 0.2%
New Enterprise Stone & Lime Co. Senior Notes 11.00% due 09/01/18*		925,000		920,375
Building - Residential/Commercial — 0.6%
KB Home Company Guar. Notes 9.10% due 09/15/17		400,000		404,000
Lennar Corp. Company Guar. Notes 6.95% due 06/01/18*		650,000		574,437
Standard Pacific Corp. Company Guar. Notes 7.00% due 08/15/15		800,000		736,000
Standard Pacific Corp. Sec. Notes 8.38% due 05/15/18		990,000		952,875
				2,667,312
Cable/Satellite TV — 1.1%
Comcast Corp. Company Guar. Notes 5.90% due 03/15/16		800,000		924,037
Comcast Corp. Company Guar. Notes 6.45% due 03/15/37		140,000		159,409
COX Communications, Inc. Notes 7.13% due 10/01/12		125,000		138,988
CSC Holdings LLC Senior Notes 8.63% due 02/15/19		750,000		836,250
DIRECTV Holdings LLC/DIRECTV Financing Co, Inc. Company Guar. Notes 3.13% due 02/15/16		135,000		134,556
DIRECTV Holdings LLC/DIRECTV Financing Co., Inc. Company Guar. Notes 6.38% due 06/15/15		135,000		139,725
DIRECTV Holdings LLC/DIRECTV Financing Co., Inc. Company Guar. Notes 7.63% due 05/15/16		135,000		148,837
DISH DBS Corp. Company Guar. Notes 7.75% due 05/31/15		1,305,000		1,363,725

88

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Cable/Satellite TV (continued)
Echostar DBS Corp. Company Guar. Notes 7.13% due 02/01/16	$	1,025,000	$	1,048,062
Time Warner Cable, Inc. Company Guar. Notes 5.85% due 05/01/17		204,000		232,657
				5,126,246
Capacitors — 0.2%
Kemet Corp. Sec. Notes 10.50% due 05/01/18*		725,000		757,625
Casino Hotels — 0.8%
Eldorado Casino Corp. (Shreveport) Sec. Bonds 10.00% due 08/01/12(7)(10)		362,426		331,620
Eldorado Resorts LLC Senior Notes 9.00% due 04/15/14(5)(7)		250,000		221,338
Harrah’s Operating Co., Inc. Senior Sec. Notes 11.25% due 06/01/17		935,000		1,000,450
MGM Mirage, Inc. Company Guar. Notes 6.75% due 04/01/13		350,000		305,375
MGM Resorts International Senior Sec. Notes 11.13% due 11/15/17		925,000		1,033,687
Turning Stone Resort Casino Enterprise Senior Notes 9.13% due 09/15/14*		920,000		929,200
				3,821,670
Casino Services — 0.1%
FireKeepers Development Authority Senior Notes 13.88% due 05/15/15*		420,000		487,200
Cellular Telecom — 0.2%
Nextel Communications, Inc. Senior Notes 7.38% due 08/01/15		750,000		742,500
Chemicals - Diversified — 0.4%
Momentive Performance Materials, Inc. Company Guar. Notes 9.75% due 12/01/14		875,000		854,218
Solutia, Inc. Company Guar. Notes 7.88% due 03/15/20		945,000		987,525
Union Carbide Corp. Senior Notes 7.75% due 10/01/96		99,000		88,729
				1,930,472
Chemicals - Plastics — 0.3%
Hexion US Finance Corp./Hexion Nova Scotia Finance ULC Senior Sec. Notes 8.88% due 02/01/18		1,675,000		1,549,375
Chemicals - Specialty — 0.0%
Chemtura Corp. Company Guar. Notes 7.88% due 09/01/18*		175,000		178,719

Security Description	Principal Amount(12)		Value (Note 2)
Circuit Boards — 0.1%
Viasystems, Inc. Senior Sec. Notes 12.00% due 01/15/15*	$	310,000	$	337,125
Coal — 0.8%
Arch Coal, Inc. Company Guar. Notes 8.75% due 08/01/16		825,000		893,062
Consol Energy, Inc. Company Guar. Notes 8.00% due 04/01/17*		225,000		237,375
Consol Energy, Inc. Company Guar. Notes 8.25% due 04/01/20*		830,000		880,837
Drummond Co., Inc. Senior Notes 9.00% due 10/15/14*		190,000		198,788
Foresight Energy LLC/Foresight Energy Corp. Company Guar. Notes 9.63% due 08/15/17*		825,000		818,812
Patriot Coal Corp. Company Guar. Notes 8.25% due 04/30/18		475,000		471,438
				3,500,312
Commercial Services — 0.3%
Ceridian Corp. Company Guar. Notes 11.25% due 11/15/15		1,625,000		1,505,156
Computer Services — 0.5%
Affiliated Computer Services, Inc. Senior Notes 5.20% due 06/01/15		156,000		168,619
Compucom Systems, Inc. Senior Sub. Notes 12.50% due 10/01/15*		670,000		704,337
International Business Machines Corp. Senior Notes 6.22% due 08/01/27		280,000		339,572
SunGard Data Systems, Inc. Company Guar. Notes 9.13% due 08/15/13		931,000		950,784
				2,163,312
Computers - Periphery Equipment — 0.0%
Lexmark International, Inc. Senior Notes 6.65% due 06/01/18		56,000		63,421
Consumer Products - Misc. — 0.1%
SC Johnson & Son, Inc. Senior Notes 4.80% due 09/01/40*		350,000		342,300
Containers - Metal/Glass — 0.4%
Ball Corp. Company Guar. Notes 7.38% due 09/01/19		866,000		928,785
Crown Cork & Seal Co., Inc. Debentures 7.38% due 12/15/26		1,205,000		1,138,725
				2,067,510
Containers - Paper/Plastic — 0.3%
Berry Plastics Corp. Senior Sec. Notes 8.25% due 11/15/15		325,000		325,000

89

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Containers - Paper/Plastic (continued)
Berry Plastics Corp. Senior Sec. Notes 8.88% due 09/15/14	$	25,000	$	23,750
Berry Plastics Corp. Senior Sec. Notes 9.50% due 05/15/18*		675,000		621,000
Graphic Packaging International, Inc. Company Guar. Notes 9.50% due 06/15/17		400,000		426,000
				1,395,750
Cosmetics & Toiletries — 0.2%
Revlon Consumer Products Corp. Notes 9.75% due 11/15/15		1,100,000		1,142,625
Decision Support Software — 0.2%
Vangent, Inc. Company Guar. Notes 9.63% due 02/15/15		895,000		821,163
Direct Marketing — 0.1%
Affinity Group, Inc. Company Guar. Notes 9.00% due 02/15/12		901,000		673,498
Distribution/Wholesale — 0.5%
American Tire Distributors, Inc. Senior Sec. Notes 9.75% due 06/01/17*		1,025,000		1,071,125
Ingram Micro, Inc. Senior Notes 5.25% due 09/01/17		135,000		137,989
McJunkin Red Man Corp. Senior Sec. Notes 9.50% due 12/15/16*		1,100,000		970,750
				2,179,864
Diversified Banking Institutions — 1.5%
Bank of America Corp. Sub. Notes 5.42% due 03/15/17		6,000		6,142
Bank of America Corp. Sub. Notes 7.25% due 10/15/25		49,000		54,109
Bank of America Corp. Jr. Sub. Bonds 8.00% due 01/30/18(3)(9)		2,420,000		2,468,642
Bank of America Corp. Jr. Sub. Notes 8.13% due 05/15/18(3)(9)		1,005,000		1,025,200
Citigroup, Inc. Sub. Notes 5.00% due 09/15/14		145,000		148,988
Citigroup, Inc. Notes 5.38% due 08/09/20		290,000		292,675
Citigroup, Inc. Sub. Notes 5.50% due 02/15/17		485,000		498,321
Citigroup, Inc. Senior Notes 6.00% due 12/13/13		135,000		145,644
Citigroup, Inc. Global Sub. Notes 6.00% due 10/31/33		140,000		133,054

Security Description	Principal Amount(12)		Value (Note 2)
Diversified Banking Institutions (continued)
GMAC, Inc. Company Guar. Notes 8.30% due 02/12/15*	$	965,000	$	1,003,600
JP Morgan Chase & Co. Sub. Notes 4.89% due 09/01/15(3)		162,000		161,079
JP Morgan Chase & Co. Jr. Sub Notes 7.90% due 04/30/18(3)(9)		150,000		157,758
Morgan Stanley Senior Notes 5.55% due 04/27/17		351,000		367,764
Morgan Stanley Senior Notes 5.63% due 09/23/19		195,000		198,444
The Goldman Sachs Group, Inc. Senior Notes 5.13% due 01/15/15		144,000		154,744
The Goldman Sachs Group, Inc. Sub. Notes 5.63% due 01/15/17		162,000		169,786
The Goldman Sachs Group, Inc. Sub. Notes 6.75% due 10/01/37		143,000		146,044
				7,131,994
Diversified Financial Services — 0.9%
Citigroup Capital XXI Company Guar. Bonds 8.30% due 12/21/57(3)		2,895,000		3,003,562
General Electric Capital Corp. Senior Notes 2.80% due 01/08/13		270,000		277,585
General Electric Capital Corp. Senior Notes 5.88% due 01/14/38		162,000		166,576
General Electric Capital Corp. Senior Notes 6.15% due 08/07/37		740,000		786,580
				4,234,303
Diversified Manufacturing Operations — 0.3%
General Electric Co. Senior Notes 5.25% due 12/06/17		85,000		95,353
Harland Clarke Holdings Corp. Notes 9.50% due 05/15/15		740,000		704,850
SPX Corp. Company Guar. Notes 6.88% due 09/01/17*		445,000		458,350
				1,258,553
E-Commerce/Services — 0.0%
Expedia, Inc. Company Guar. Notes 5.95% due 08/15/20*		188,000		191,995
Electric - Generation — 1.1%
Allegheny Energy Supply Co. LLC Senior Notes 6.75% due 10/15/39*		518,000		528,961
Edison Mission Energy Senior Notes 7.00% due 05/15/17		1,450,000		989,625

90

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Electric - Generation (continued)
Edison Mission Energy Senior Notes 7.63% due 05/15/27	$	370,000	$	234,025
Homer City Funding LLC Senior Notes 8.14% due 10/01/19		227,500		208,163
Midwest Generation LLC Pass Thru Certs., Series B 8.56% due 01/02/16		225,610		219,970
Reliant Energy Mid-Atlantic Power Holdings LLC Pass Through Certs., Series B 9.24% due 07/02/17		487,325		506,818
Reliant Energy Mid-Atlantic Power Holdings LLC Pass Through Certs., Series C 9.68% due 07/02/26		300,000		312,750
Sithe/Independence Funding Corp. Senior Notes 9.00% due 12/30/13		814,278		839,065
The AES Corp. Senior Notes 8.00% due 10/15/17		815,000		857,787
The AES Corp. Senior Notes 8.00% due 06/01/20		400,000		420,000
				5,117,164
Electric - Integrated — 0.8%
Ameren Energy Generating Co. Senior Notes 6.30% due 04/01/20		196,000		196,980
CenterPoint Energy Houston Electric LLC General Refunding Mtg. 7.00% due 03/01/14		208,000		246,484
Dominion Resources, Inc. Senior Notes 2.25% due 09/01/15		55,000		55,075
Dominion Resources, Inc. Senior Notes 5.25% due 08/01/33		336,000		376,121
Georgia Power Co. Senior Notes 4.75% due 09/01/40		124,000		123,508
Great Plains Energy, Inc. Senior Notes 2.75% due 08/15/13		135,000		135,353
Idaho Power Co. 1st Mtg. Bonds 4.85% due 08/15/40		103,000		103,326
Mirant Americas Generation LLC Senior Notes 8.50% due 10/01/21		680,000		613,700
Mirant Mid-Atlantic LLC Pass Through Certs., Series B 9.13% due 06/30/17		237,050		245,939
Southern California Edison Co. 1st Mtg. Bonds 4.50% due 09/01/40		93,000		93,076
Southern Energy, Inc. Escrow Notes 7.90% due 07/15/09†(5)(7)		725,000		0
Texas Competitive Electric Holdings Co. LLC Company Guar. Notes, Series A 10.25% due 11/01/15		1,480,000		943,500

Security Description	Principal Amount(12)		Value (Note 2)
Electric - Integrated (continued)
Texas Competitive Electric Holdings Co. LLC Company Guar. Notes 11.25% due 11/01/16(11)	$	636,346	$	369,081
				3,502,143
Electronic Components - Misc. — 0.3%
Jabil Circuit, Inc. Senior Notes 7.75% due 07/15/16		975,000		1,050,562
Jabil Circuit, Inc. Senior Notes 8.25% due 03/15/18		400,000		435,000
				1,485,562
Electronic Components - Semiconductors — 0.5%
Freescale Semiconductor, Inc. Company Guar. Notes 9.13% due 12/15/14(11)		500,000		463,750
Freescale Semiconductor, Inc. Senior Sec. Notes 9.25% due 04/15/18*		1,255,000		1,258,137
Freescale Semiconductor, Inc. Senior Sec. Notes 10.13% due 03/15/18*		450,000		462,375
				2,184,262
Energy - Alternate Sources — 0.3%
Headwaters, Inc. Senior Sec. Notes 11.38% due 11/01/14		1,375,000		1,450,625
Engineering/R&D Services — 0.1%
Alion Science and Technology Corp. Company Guar. Notes 10.25% due 02/01/15		350,000		266,438
Enterprise Software/Service — 0.4%
JDA Software Group, Inc. Senior Notes 8.00% due 12/15/14*		625,000		651,563
Mantech International Corp. Company Guar. Notes 7.25% due 04/15/18		850,000		867,000
Oracle Corp. Senior Notes 5.38% due 07/15/40*		155,000		168,018
				1,686,581
Finance - Auto Loans — 0.7%
Ford Motor Credit Co. LLC Senior Notes 8.00% due 12/15/16		2,270,000		2,465,072
Ford Motor Credit Co LLC Senior Notes 12.00% due 05/15/15		650,000		768,183
				3,233,255
Finance - Commercial — 0.1%
Textron Financial Corp. Senior Notes 5.40% due 04/28/13		260,000		272,082
Finance - Investment Banker/Broker — 0.3%
JP Morgan Chase Capital XXIII Ltd. Guar. Bonds 1.38% due 05/15/77(3)		65,000		46,605

91

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Finance - Investment Banker/Broker (continued)
Lehman Brothers Holdings Capital Trust VII Ltd. Guar. Notes 0.00% due 05/31/12†(3)(9)(16)(17)	$	101,000	$	10
Lehman Brothers Holdings, Inc. Senior Notes 5.50% due 04/04/16†(16)(17)		97,000		20,370
Lehman Brothers Holdings, Inc. Sub. Notes 6.75% due 12/28/17†(16)(17)		111,000		35
Lehman Brothers Holdings, Inc. Sub. Notes 7.50% due 05/11/38†(16)(17)		143,000		44
Merrill Lynch & Co., Inc. Sub. Notes 6.05% due 05/16/16		606,000		641,916
Merrill Lynch & Co., Inc. Senior Notes 6.88% due 11/15/18		203,000		230,668
TD Ameritrade Holding Corp. Company Guar. Notes 4.15% due 12/01/14		298,000		314,287
				1,253,935
Finance - Other Services — 0.2%
Cantor Fitzgerald LP Notes 6.38% due 06/26/15*		140,000		143,399
SquareTwo Financial Corp. Senior Sec. Notes 11.63% due 04/01/17*		840,000		741,300
				884,699
Financial Guarantee Insurance — 0.1%
MBIA, Inc. Senior Notes 5.70% due 12/01/34		1,000,000		655,807
Firearms & Ammunition — 0.2%
Freedom Group, Inc. Senior Sec. Notes 10.25% due 08/01/15*		986,000		1,027,905
Food - Confectionery — 0.0%
WM Wrigley Jr Co. Company Guar. Notes 3.70% due 06/30/14*		140,000		145,084
Food - Meat Products — 0.2%
Smithfield Foods, Inc. Senior Sec. Notes 10.00% due 07/15/14*		725,000		809,281
Food - Misc. — 0.2%
Kraft Foods, Inc. Senior Notes 6.50% due 02/09/40		414,000		491,107
Kraft Foods, Inc. Senior Notes 6.75% due 02/19/14		208,000		241,263
Sara Lee Corp. Senior Notes 4.10% due 09/15/20		145,000		145,831
				878,201

Security Description	Principal Amount(12)		Value (Note 2)
Food - Retail — 0.2%
Ahold Finance USA LLC Company Guar. Notes 6.88% due 05/01/29	$	241,000	$	294,727
Ingles Markets, Inc. Senior Notes 8.88% due 05/15/17		400,000		418,500
SUPERVALU, Inc. Senior Notes 8.00% due 05/01/16		200,000		200,500
				913,727
Funeral Services & Related Items — 0.5%
Carriage Services, Inc. Senior Notes 7.88% due 01/15/15		1,225,000		1,200,500
Service Corp. International Senior Notes 8.00% due 11/15/21		1,175,000		1,239,625
				2,440,125
Gambling (Non-Hotel) — 0.4%
Downstream Development Authority Senior Sec. Notes 12.00% due 10/15/15*		1,555,000		1,485,025
Waterford Gaming LLC Senior Notes 8.63% due 09/15/14*		589,000		265,050
				1,750,075
Gas - Distribution — 0.0%
MXEnergy Holdings, Inc. Senior Sec. Notes 13.25% due 08/01/14*(5)(7)		104,000		93,080
Gas - Transportation — 0.4%
Sabine Pass LNG LP Company Guar. Senior Notes 7.25% due 11/30/13		435,000		408,900
Sabine Pass LNG LP Senior Sec. Notes 7.50% due 11/30/16		1,455,000		1,289,494
				1,698,394
Hazardous Waste Disposal — 0.2%
Clean Harbors, Inc. Senior Sec. Notes 7.63% due 08/15/16		1,060,000		1,086,500
Health Care Cost Containment — 0.0%
Team Health, Inc. Company Guar. Notes 11.25% due 12/01/13		139,000		144,734
Home Furnishings — 0.1%
Norcraft Cos LP/Norcraft Finance Corp. Senior Sec. Notes 10.50% due 12/15/15		550,000		567,875
Independent Power Producers — 1.3%
Calpine Corp. Senior Sec. Notes 7.88% due 07/31/20*		995,000		997,488
Calpine Corp. Escrow Notes 8.75% due 07/15/13†(5)(7)		1,615,000		0

92

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Independent Power Producers (continued)
Dynegy - Roseton/Danskammer Pass Through Certs., Series B 7.67% due 11/08/16	$	2,050,000	$	1,865,500
NGC Corp. Capital Trust I Company Guar. Bonds 8.32% due 06/01/27		700,000		283,500
NRG Energy, Inc. Company Guar. Notes 7.38% due 02/01/16		1,115,000		1,123,362
NRG Energy, Inc. Company Guar. Notes 8.25% due 09/01/20*		925,000		930,781
RRI Energy, Inc. Senior Notes 7.88% due 12/31/17		950,000		876,375
				6,077,006
Insurance - Life/Health — 0.5%
Jefferson - Pilot Corp. Senior Notes 4.75% due 01/30/14		145,000		153,167
Lincoln National Corp. Jr. Sub. Bonds 7.00% due 05/17/66(3)		1,675,000		1,524,250
Nationwide Financial Services, Inc. Senior Notes 5.90% due 07/01/12		187,000		198,202
Principal Life Income Funding Trusts Senior Sec. Notes 0.60% due 11/08/13(3)		213,000		209,930
Protective Life Corp. Senior Notes 8.45% due 10/15/39		396,000		438,518
				2,524,067
Insurance - Multi-line — 0.3%
Genworth Financial, Inc. Senior Notes 4.95% due 10/01/15		150,000		149,085
Hartford Financial Services Group, Inc. Senior Notes 5.50% due 10/15/16		160,000		168,389
MetLife, Inc. Senior Notes 6.75% due 06/01/16		250,000		296,813
Metropolitan Life Global Funding I Notes 2.88% due 09/17/12*		280,000		288,117
Nationwide Mutual Insurance Co. Notes 9.38% due 08/15/39*		280,000		340,125
				1,242,529
Insurance - Mutual — 0.5%
Liberty Mutual Group, Inc. Notes 5.75% due 03/15/14*		135,000		141,592
Liberty Mutual Group, Inc. Senior Notes 6.50% due 03/15/35*		182,000		166,835
Liberty Mutual Group, Inc. Company Guar. Notes 7.80% due 03/07/87*		295,000		259,600

Security Description	Principal Amount(12)		Value (Note 2)
Insurance - Mutual (continued)
Liberty Mutual Group, Inc. Company Guar. Bonds 10.75% due 06/15/58*(3)	$	1,415,000	$	1,574,187
				2,142,214
Investment Companies — 0.1%
Fox Acquisition Sub LLC Senior Notes 13.38% due 07/15/16*		375,000		382,969
Machinery - Farming — 0.2%
Case New Holland, Inc. Senior Notes 7.88% due 12/01/17*		745,000		784,113
CNH America LLC Notes 7.25% due 01/15/16		130,000		134,225
				918,338
Medical Instruments — 0.1%
Accellent, Inc. Senior Sec. Notes 8.38% due 02/01/17		525,000		522,375
Medtronic, Inc. Senior Notes 3.00% due 03/15/15		145,000		153,190
				675,565
Medical Products — 0.2%
Johnson & Johnson Senior Notes 4.50% due 09/01/40		141,000		147,677
Universal Hospital Services, Inc. Senior Sec. Notes 8.50% due 06/01/15(11)		600,000		603,000
				750,677
Medical - Biomedical/Gene — 0.3%
Bio-Rad Laboratories, Inc. Senior Sub. Notes 8.00% due 09/15/16		1,090,000		1,169,025
Medical - Drugs — 0.4%
Schering - Plough Corp Senior Notes 6.00% due 09/15/17		191,000		232,234
Valeant Pharmaceuticals International Company Guar. Notes 8.38% due 06/15/16		1,290,000		1,464,150
				1,696,384
Medical - HMO — 0.1%
UnitedHealth Group, Inc. Senior Notes 5.25% due 03/15/11		145,000		148,236
WellPoint, Inc. Senior Notes 5.80% due 08/15/40		137,000		146,361
				294,597
Medical - Hospitals — 1.8%
Capella Healthcare, Inc. Company Guar. Notes 9.25% due 07/01/17*		1,000,000		1,035,000
Community Health Systems, Inc. Company Guar. Notes 8.88% due 07/15/15		1,595,000		1,654,812

93

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Medical - Hospitals (continued)
HCA, Inc. Senior Notes 7.50% due 11/15/95	$	1,850,000	$	1,408,313
HCA, Inc. Senior Sec. Notes 8.50% due 04/15/19		3,160,000		3,464,150
Select Medical Corp. Company Guar. Notes 7.63% due 02/01/15		1,000,000		942,500
				8,504,775
Mining Services — 0.1%
Noranda Aluminum Acquisition Corp. Company Guar. Notes 5.37% due 11/15/14(3)(11)		563,622		442,443
Multimedia — 0.3%
Haights Cross Operating Co. Bonds 16.00% due 03/15/14(3)(5)(7)		57,636		55,907
NBC Universal, Inc. Senior Notes 6.40% due 04/30/40*		384,000		429,966
News America, Inc. Company Guar. Bonds 6.65% due 11/15/37		145,000		167,965
Time Warner Cos., Inc. Company Guar. Notes 6.95% due 01/15/28		286,000		333,220
Time Warner Entertainment Co. LP Senior Notes 8.38% due 07/15/33		87,000		114,294
Time Warner, Inc. Bonds 6.63% due 05/15/29		140,000		158,859
				1,260,211
Music — 0.2%
WMG Acquisition Corp. Senior Sec. Notes 9.50% due 06/15/16		890,000		930,050
Non-Ferrous Metals — 0.0%
Renco Metals, Inc. Bonds 11.50% due 07/01/03†(5)(7)(15)(18)		75,000		0
Non-Hazardous Waste Disposal — 0.3%
Allied Waste North America, Inc. Company Guar. Notes 7.13% due 05/15/16		435,000		467,625
Casella Waste Systems, Inc. Senior Sec. Notes 11.00% due 07/15/14		525,000		573,563
Republic Services, Inc. Company Guar. Notes 5.25% due 11/15/21		216,000		239,984
Waste Management, Inc. Company Guar. Notes 6.13% due 11/30/39		235,000		267,850
				1,549,022
Oil & Gas Drilling — 0.0%
Rowan Cos, Inc. Senior Notes 5.00% due 09/01/17		135,000		135,776

Security Description	Principal Amount(12)		Value (Note 2)
Oil Companies - Exploration & Production — 2.2%
Anadarko Petroleum Corp. Notes 6.20% due 03/15/40	$	46,000	$	39,363
Apache Corp. Senior Notes 5.10% due 09/01/40		155,000		159,839
Atlas Energy Operating Co. LLC/Atlas Energy Finance Corp. Company Guar. Notes 10.75% due 02/01/18		680,000		749,700
ATP Oil & Gas Corp. Senior Sec. Notes 11.88% due 05/01/15*		575,000		462,875
Belden & Blake Corp. Company Guar. Sec. Notes 8.75% due 07/15/12		80,000		77,200
Brigham Exploration Co. Company Guar. Notes 9.63% due 05/01/14		780,000		807,300
Chaparral Energy, Inc. Company Guar. Notes 8.50% due 12/01/15		985,000		935,750
Chesapeake Energy Corp. Company Guar. Notes 6.63% due 08/15/20		300,000		301,125
Chesapeake Energy Corp. Company Guar. Notes 6.88% due 08/15/18		500,000		510,000
Chesapeake Energy Corp. Senior Notes 7.25% due 12/15/18		275,000		287,375
Chesapeake Energy Corp. Senior Notes 9.50% due 02/15/15		325,000		365,625
Encore Acquisition Co. Senior Notes 9.50% due 05/01/16		490,000		534,100
Hilcorp Energy I LP Senior Notes 7.75% due 11/01/15*		670,000		678,375
Hilcorp Energy I LP Senior Notes 9.00% due 06/01/16*		200,000		208,000
Kerr - McGee Corp. Company Guar. Notes 6.95% due 07/01/24		251,000		254,083
Linn Energy LLC/Linn Energy Finance Corp. Senior Notes 8.63% due 04/15/20*		1,850,000		1,951,750
Plains Exploration & Production Co. Company Guar. Notes 7.75% due 06/15/15		250,000		253,750
Plains Exploration & Production Co. Company Guar. Notes 10.00% due 03/01/16		325,000		355,875
QEP Resources, Inc. Senior Notes 6.88% due 03/01/21		725,000		755,812
Range Resources Corp. Company Guar. 6.75% due 08/01/20		95,000		95,713
SandRidge Energy, Inc. Company Guar. Notes 8.75% due 01/15/20*		455,000		432,250

94

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Oil Companies - Exploration & Production (continued)
XTO Energy, Inc. Senior Notes 6.50% due 12/15/18	$	111,000	$	141,547
				10,357,407
Oil Companies - Integrated — 0.2%
Hess Corp. Senior Notes 5.60% due 02/15/41		261,000		270,739
Hess Corp. Senior Notes 7.88% due 10/01/29		330,000		426,966
				697,705
Oil Refining & Marketing — 0.0%
Western Refining, Inc. Senior Sec. Notes 11.25% due 06/15/17*		225,000		204,750
Oil - Field Services — 0.3%
Baker Hughes, Inc. Senior Notes 5.13% due 09/15/40		148,000		154,635
Basic Energy Services, Inc. Senior Sec. Notes 11.63% due 08/01/14		685,000		746,650
Helix Energy Solutions Group, Inc. Company Guar. Notes 9.50% due 01/15/16*		700,000		689,500
				1,590,785
Paper & Related Products — 0.9%
Caraustar Industries, Inc. Senior Sec. Notes 10.00% due 08/15/14(5)(7)(11)		95,776		93,860
Cellu Tissue Holdings, Inc. Senior Sec. Notes 11.50% due 06/01/14		400,000		433,500
Georgia - Pacific LLC Senior Notes 7.75% due 11/15/29		1,840,000		1,876,800
Verso Paper Holdings LLC/Verso Paper, Inc. Senior Sec. Notes 9.13% due 08/01/14		125,000		120,313
Verso Paper Holdings LLC/Verso Paper, Inc. Senior Sec. Notes 11.50% due 07/01/14		300,000		316,500
Westvaco Corp. Bonds 7.95% due 02/15/31		156,000		176,981
Westvaco Corp. Company Guar. Notes 8.20% due 01/15/30		1,150,000		1,279,600
				4,297,554
Photo Equipment & Supplies — 0.2%
Eastman Kodak Co. Senior Sec. Notes 9.75% due 03/01/18*		1,040,000		993,200
Physicians Practice Management — 0.3%
US Oncology, Inc. Senior Sec. Notes 9.13% due 08/15/17		1,400,000		1,449,000

Security Description	Principal Amount(12)		Value (Note 2)
Pipelines — 1.0%
Copano Energy LLC/Copano Energy Finance Corp. Company Guar. Notes 7.75% due 06/01/18	$	600,000	$	600,000
Crosstex Energy LP/Crosstex Energy Finance Corp. Company Guar. Notes 8.88% due 02/15/18		450,000		464,625
El Paso Corp. Senior Sub. Notes 6.88% due 06/15/14		580,000		613,711
El Paso Corp. Senior Notes 12.00% due 12/12/13		100,000		120,250
Enterprise Products Operating LLC Company Guar. Notes 5.20% due 09/01/20		90,000		97,055
Enterprise Products Operating LLC Company Guar. Notes 6.45% due 09/01/40		212,000		236,704
Enterprise Products Operating LLC Company Guar. Bonds 6.50% due 01/31/19		140,000		162,822
MarkWest Energy Partners LP/MarkWest Energy Finance Corp. Company Guar. Notes 8.50% due 07/15/16		300,000		313,500
MarkWest Energy Partners LP/MarkWest Energy Finance Corp. Senior Notes 8.75% due 04/15/18		565,000		604,550
Plains All American Pipeline LP Senior Notes 4.25% due 09/01/12		94,000		98,077
Plains All American Pipeline LP Company Guar. Notes 5.63% due 12/15/13		260,000		284,154
Regency Energy Partners LP/Regency Energy Finance Corp. Company Guar. Notes 9.38% due 06/01/16*		400,000		434,000
Southern Star Central Corp. Senior Notes 6.75% due 03/01/16		350,000		352,625
Williams Partners LP Senior Notes 7.50% due 06/15/11		363,000		380,370
				4,762,443
Printing - Commercial — 0.2%
Valassis Communications, Inc. Senior Notes 8.25% due 03/01/15		805,000		839,213
Private Corrections — 0.2%
Corrections Corp. of America Company Guar. Notes 7.75% due 06/01/17		700,000		743,750
Publishing - Books — 0.2%
TL Acquisitions, Inc. Senior Notes 10.50% due 01/15/15*		990,000		945,450
Publishing - Newspapers — 0.1%
Gannett Co., Inc. Company Guar. Notes 8.75% due 11/15/14*		275,000		296,313

95

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Publishing - Newspapers (continued)
Gannett Co., Inc. Company Guar. Notes 9.38% due 11/15/17*	$	175,000	$	191,625
				487,938
Radio — 0.1%
Salem Communications Corp. Senior Sec. Notes 9.63% due 12/15/16		612,000		637,245
Real Estate Investment Trusts — 0.4%
Brandywine Operating Partnership LP Senior Notes 5.70% due 05/01/17		134,000		135,740
Developers Diversified Realty Corp. Senior Notes 7.88% due 09/01/20		525,000		534,153
DuPont Fabros Technology LP Company Guar. Notes 8.50% due 12/15/17		925,000		978,187
Federal Realty Investors Trust Bonds 5.90% due 04/01/20		65,000		72,424
				1,720,504
Real Estate Management/Services — 0.1%
CB Richard Ellis Services, Inc. Company Guar. Notes 11.63% due 06/15/17		525,000		595,875
Recycling — 0.0%
Aleris International, Inc. Company Guar. Notes 9.00% due 12/15/14†(11)(16)(17)		1,625,000		3,250
Rental Auto/Equipment — 0.5%
Avis Budget Car Rental LLC/Avis Budget Finance, Inc. Company Guar. Notes 9.63% due 03/15/18		650,000		679,250
RSC Equipment Rental, Inc. Notes 9.50% due 12/01/14		990,000		1,009,800
United Rentals North America, Inc. Company Guar. Notes 7.75% due 11/15/13		735,000		736,837
				2,425,887
Retail - Apparel/Shoe — 0.2%
Limited Brands, Inc. Senior Notes 6.95% due 03/01/33		470,000		424,175
Limited Brands, Inc. Company Guar. Notes 7.00% due 05/01/20		75,000		78,375
Limited Brands, Inc. Company Guar. Notes 8.50% due 06/15/19		210,000		237,300
				739,850
Retail - Drug Store — 0.4%
CVS Caremark Corp. Senior Notes 6.25% due 06/01/27		355,000		408,846
CVS Pass-Through Trust Pass Through Certs. 7.51% due 01/10/32*		122,847		144,835

Security Description	Principal Amount(12)		Value (Note 2)
Retail - Drug Store (continued)
Rite Aid Corp. Senior Sec. Notes 10.25% due 10/15/19	$	975,000	$	1,001,813
Rite Aid Corp. Senior Sec. Notes 10.38% due 07/15/16		350,000		361,813
				1,917,307
Retail - Music Store — 0.0%
MTS, Inc. Senior Notes 10.00% due 03/15/09†(5)(6)(7)(15)(17)		15,273		153
Retail - Propane Distribution — 0.2%
Ferrellgas LP/Ferrellgas Finance Corp. Senior Notes 6.75% due 05/01/14		350,000		351,750
Ferrellgas Partners LP Senior Notes 6.75% due 05/01/14		50,000		50,250
Inergy LP/Inergy Finance Corp. Company Guar. Notes 8.25% due 03/01/16		515,000		540,106
				942,106
Retail - Regional Department Stores — 0.5%
JC Penney Corp., Inc. Senior Notes 6.38% due 10/15/36		109,000		105,185
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.38% due 03/15/37		225,000		218,250
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.65% due 07/15/24		440,000		438,900
Macy’s Retail Holdings, Inc. Company Guar. Notes 6.90% due 04/01/29		1,365,000		1,358,175
Macy’s Retail Holdings, Inc. Company Guar. Notes 7.45% due 10/15/16		360,000		379,800
				2,500,310
Retail - Restaurants — 0.4%
Games Merger Corp. Senior Notes 11.00% due 06/01/18*		250,000		262,500
Landry’s Restaurants, Inc. Senior Sec. Notes 11.63% due 12/01/15		870,000		902,625
Wendy’s/Arby’s Restaurants LLC Company Guar. Notes 10.00% due 07/15/16		450,000		472,500
				1,637,625
Retail - Toy Stores — 0.3%
Toys R Us Property Co. LLC Senior Sec. Notes 8.50% due 12/01/17*		1,200,000		1,248,000
Rubber/Plastic Products — 0.0%
Venture Holdings Co. LLC Company Guar. Notes 11.00% due 06/01/07†(5)(7)(15)(18)		25,000		0

96

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Savings & Loans/Thrifts — 0.0%
Amsouth Bank NA Sub. Notes 4.85% due 04/01/13	$	140,000	$	139,836
Seismic Data Collection — 0.2%
Geokinetics Holdings, Inc. Senior Sec. Notes 9.75% due 12/15/14*		745,000		622,075
Seitel, Inc. Senior Notes 9.75% due 02/15/14		185,000		164,419
				786,494
Special Purpose Entities — 0.6%
Capital One Capital V Ltd. Guar. Notes 10.25% due 08/15/39		1,025,000		1,107,000
Chukchansi Economic Development Authority Senior Notes 8.00% due 11/15/13*		715,000		414,700
Goldman Sachs Capital II Ltd. Guar. Bonds 5.79% due 06/01/12(3)(9)		550,000		442,063
Goldman Sachs Capital III Company Guar. Notes 1.31% due 09/01/12(3)(9)		178,000		121,040
Local TV Finance LLC Senior Notes 10.00% due 06/15/15*(11)		260,808		228,207
OMX Timber Finance Investments I LLC Sec. Notes 5.42% due 01/29/20*		196,000		201,145
Teco Finance, Inc. Company Guar. Notes 6.57% due 11/01/17		96,000		112,679
Teco Finance, Inc. Company Guar. Notes 7.00% due 05/01/12		63,000		68,189
				2,695,023
Steel - Producers — 0.9%
AK Steel Corp. Company Guar. Notes 7.63% due 05/15/20		950,000		957,125
Ryerson, Inc. Senior Sec. Notes 12.00% due 11/01/15(2)		450,000		462,938
Steel Dynamics, Inc. Company Guar. Notes 6.75% due 04/01/15		750,000		766,875
Steel Dynamics, Inc. Company Guar. Notes 7.75% due 04/15/16		895,000		924,087
United States Steel Corp. Senior Notes 7.38% due 04/01/20		950,000		961,875
				4,072,900
Storage/Warehousing — 0.1%
Mobile Mini, Inc. Company Guar. Notes 9.75% due 08/01/14		645,000		668,381

Security Description	Principal Amount(12)		Value (Note 2)
Telecom Equipment - Fiber Optics — 0.0%
Corning, Inc. Senior Notes 5.75% due 08/15/40	$	142,000	$	152,203
Telecom Services — 0.8%
Cincinnati Bell Telephone Co. LLC Company Guar. Notes 7.18% due 12/15/23		25,000		18,875
Cincinnati Bell Telephone Co. LLC Company Guar. Notes 7.20% due 11/29/23		125,000		94,375
Cincinnati Bell Telephone Co. LLC Company Guar. Notes 7.27% due 12/11/23		250,000		188,750
PAETEC Holding Corp Company Guar. Notes 8.88% due 06/30/17		425,000		439,875
Qwest Corp. Senior Notes 8.88% due 03/15/12		950,000		1,045,000
SBA Telecommunications, Inc. Company Guar. Notes 8.25% due 08/15/19		1,675,000		1,817,375
				3,604,250
Telephone - Integrated — 1.0%
Frontier Communications Corp. Senior Notes 8.13% due 10/01/18		625,000		662,500
Frontier Communications Corp. Senior Notes 8.25% due 04/15/17		250,000		264,375
Frontier Communications Corp. Senior Notes 8.50% due 04/15/20		250,000		265,312
Level 3 Financing, Inc. Company Guar. Notes 10.00% due 02/01/18		700,000		603,750
Qwest Communications International, Inc. Company Guar. Notes, Series B 7.50% due 02/15/14		105,000		106,969
Qwest Communications International, Inc. Company Guar. Notes 7.50% due 02/15/14		120,000		122,250
Qwest Communications International, Inc. Company Guar. Notes 8.00% due 10/01/15*		885,000		951,375
Sprint Capital Corp. Company Guar. Notes 6.88% due 11/15/28		975,000		814,125
Sprint Capital Corp. Company Guar. Notes 8.75% due 03/15/32		525,000		505,969
Verizon Virginia, Inc. Senior Notes 4.63% due 03/15/13		125,000		133,107
Windstream Corp. Bonds 7.88% due 11/01/17		250,000		253,750
				4,683,482
Television — 0.3%
Allbritton Communications Co. Senior Notes 8.00% due 05/15/18		225,000		221,625

97

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Television (continued)
Bonten Media Acquisition Co. Company Guar. Notes 9.75% due 06/01/15*(11)	$	63,440	$	36,795
CBS Corp. Company Guar. Notes 4.63% due 05/15/18		219,000		229,727
Paxson Communications Corp. Escrow Notes 7.38% due 01/15/13†*(5)(7)		895,500		4,478
Umbrella Acquisition, Inc. Company Guar. Notes 10.50% due 03/15/15*(11)		980,187		882,168
Young Broadcasting, Inc. Escrow Notes 8.75% due 01/15/14†(5)(7)		230,000		2
Young Broadcasting, Inc. Escrow Notes 10.00% due 03/01/11†(5)(7)		510,000		5
				1,374,800
Tools - Hand Held — 0.0%
Stanley Black & Decker, Inc. Company Guar. Notes 5.20% due 09/01/40		109,000		108,918
Transport - Air Freight — 0.3%
Atlas Air, Inc. Pass Through Certs. Series 1991-1, Class A-2 6.88% due 01/02/11		84,921		81,525
Atlas Air, Inc. Pass Through Certs. Series 1991-1, Class A-1 7.20% due 01/02/19		395,914		399,873
Atlas Air, Inc. Pass Through Certs. Series 1991-1, Class B 7.63% due 01/02/15		409,604		352,260
Atlas Air, Inc. Pass Through Certs. Series 2000-1, Class A 8.71% due 01/02/19		499,853		484,857
				1,318,515
Transport - Equipment & Leasing — 0.1%
GATX Corp. Senior Notes 4.75% due 10/01/12		199,000		209,381
GATX Corp. Senior Notes 4.75% due 05/15/15		125,000		133,366
				342,747
Transport - Marine — 0.1%
Overseas Shipholding Group, Inc. Senior Notes 8.13% due 03/30/18		255,000		260,738
Transport - Rail — 0.0%
Union Pacific Corp. Senior Notes 5.75% due 11/15/17		135,000		157,405
Transport - Services — 0.3%
Bristow Group, Inc. Senior Notes 7.50% due 09/15/17		1,055,000		1,055,000

Security Description	Principal Amount(12)		Value (Note 2)
Transport - Services (continued)
Ryder System, Inc. Notes 3.60% due 03/01/16	$	117,000	$	118,339
				1,173,339
Web Hosting/Design — 0.2%
Equinix, Inc. Senior Notes 8.13% due 03/01/18		925,000		966,625
Wire & Cable Products — 0.1%
Coleman Cable, Inc. Company Guar. Notes 9.00% due 02/15/18		550,000		561,688
Wireless Equipment — 0.1%
Motorola, Inc. Senior Notes 5.38% due 11/15/12		297,000		313,944
Motorola, Inc. Debentures 6.50% due 09/01/25		308,000		340,875
				654,819
Total U.S. Corporate Bonds & Notes
(cost $193,999,464)				196,824,677
FOREIGN CORPORATE BONDS & NOTES — 6.5%
Banks - Commercial — 1.0%
Akbank TAS Senior Notes 5.13% due 07/22/15*		850,000		837,250
ANZ National International, Ltd. Bank Guar. Notes 2.38% due 12/21/12*		329,000		333,399
ANZ National International, Ltd. Bank Guar. Notes 6.20% due 07/19/13*		140,000		156,206
ATF Bank JSC Bank Guar. Notes 9.25% due 02/21/14		400,000		422,000
Banco ABC Brasil SA Bonds 7.88% due 04/08/20*		430,000		442,900
Banco Bradesco SA Sub. Notes 5.90% due 01/16/21*		400,000		405,500
Barclays Bank PLC Jr. Sub. Bonds 5.93% due 12/15/16*(3)(9)		225,000		196,875
Barclays Bank PLC Sub. Notes 6.05% due 12/04/17*		140,000		150,690
Barclays Bank PLC Jr. Sub. Notes 6.86% due 06/15/32*(3)(9)		124,000		109,120
BNP Paribas Bank Guar. Notes 4.80% due 06/24/15*		135,000		144,763
BOM Capital PLC Senior Notes 6.70% due 03/11/15*		470,000		478,789
Groupe BPCE Notes 3.35% due 09/30/10(3)(9)		78,000		49,206

98

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Banks - Commercial (continued)
Nordea Bank AB Jr. Sub. Bonds 8.38% due 03/25/15(3)(9)	$	120,000	$	129,180
Sumitomo Mitsui Banking Corp. Senior Notes 3.15% due 07/22/15*		140,000		145,527
The Royal Bank of Scotland PLC Company Guar. Notes 5.63% due 08/24/20		204,000		209,416
Westpac Banking Corp. Jr. Sub. Notes 0.62% due 03/31/11(3)(9)		570,000		342,000
				4,552,821
Building & Construction Products - Misc. — 0.2%
Corp GEO SAB de CV Company Guar. Notes 9.25% due 06/30/20*		240,000		265,800
Desarrolladora Homex SAB de CV Company Guar. Notes 9.50% due 12/11/19*		440,000		487,300
Urbi Desarrollos Urbanos SAB de CV Company Guar. Notes 9.50% due 01/21/20*		330,000		365,887
				1,118,987
Building Products - Cement — 0.1%
Rearden G Holdings EINS GmbH Company Guar. Notes 7.88% due 03/30/20*		330,000		346,913
Cellular Telecom — 0.1%
MTS International Funding, Ltd. Senior Sec. Notes 8.63% due 06/22/20*		550,000		622,875
Chemicals - Diversified — 0.2%
OXEA Finance/Cy SCA Senior Sec. Notes 9.50% due 07/15/17*		745,000		788,259
Chemicals - Plastics — 0.2%
Montell Finance Co. BV Company Guar. Notes 8.10% due 03/15/27*		1,175,000		1,066,312
Coal — 0.2%
Adaro Indonesia PT Company Guar. Notes 7.63% due 10/22/19		380,000		405,650
Indo Integrated Energy II BV Company Guar. Notes 9.75% due 11/05/16*		400,000		443,000
				848,650
Computers - Memory Devices — 0.4%
Seagate HDD Cayman Company Guar. Notes 6.88% due 05/01/20*		975,000		955,500
Seagate Technology HDD Holdings Company Guar. Notes 6.80% due 10/01/16		960,000		974,400
				1,929,900
Diversified Banking Institutions — 0.1%
Credit Agricole SA Jr. Sub. Bonds 6.64% due 05/31/17*(3)(9)		46,000		39,100

Security Description	Principal Amount(12)		Value (Note 2)
Diversified Banking Institutions (continued)
Natixis Sub. Notes 0.78% due 01/15/19(3)	$	100,000	$	89,109
Royal Bank of Scotland Group PLC Bonds 7.64% due 09/29/17†(3)(9)(20)		725,000		478,500
				606,709
Diversified Manufacturing Operations — 0.0%
Tyco International Finance Company Guar. Notes 3.38% due 10/15/15		170,000		178,595
Diversified Minerals — 0.1%
BHP Billiton Finance USA, Ltd. Company Guar. Notes 6.42% due 03/01/26		299,000		360,200
Electric - Integrated — 0.1%
TransAlta Corp. Senior Notes 4.75% due 01/15/15		226,000		243,112
Electronic Components - Semiconductors — 0.0%
STATS ChipPAC, Ltd. Company Guar. Notes 7.50% due 08/12/15*		215,000		223,600
Finance - Other Services — 0.2%
Biz Finance PLC for Ukreximbank Senior Notes 8.38% due 04/27/15		380,000		392,350
DTEK Finance BV Company Guar. Notes 9.50% due 04/28/15*		440,000		444,180
				836,530
Forestry — 0.1%
Tembec Industries, Inc. Senior Sec. Notes 11.25% due 12/15/18*		315,000		302,400
Gas - Distribution — 0.1%
Grupo Petrotemex SA de CV Senior Notes 9.50% due 08/19/14*		215,000		234,081
Import/Export — 0.2%
Marfrig Overseas, Ltd. Company Guar. Notes 9.50% due 05/04/20*		420,000		430,500
Minerva Overseas II, Ltd. Company Guar. Notes 10.88% due 11/15/19*		420,000		446,635
				877,135
Independent Power Producers — 0.0%
AES Drax Energy, Ltd. Sec. Notes 11.50% due 08/30/10†(5)(7)(15)(19)		175,000		0
Insurance - Multi-line — 0.1%
Aegon NV Sub. Notes 3.23% due 07/15/14(3)(9)		62,000		37,594
XL Capital, Ltd. Senior Notes 5.25% due 09/15/14		219,000		232,616

99

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Insurance - Multi-line (continued)
XL Capital, Ltd. Senior Notes 6.38% due 11/15/24	$	142,000	$	153,246
				423,456
Insurance - Reinsurance — 0.0%
Endurance Specialty Holdings, Ltd. Senior Notes 7.00% due 07/15/34		135,000		132,097
Metal - Diversified — 0.0%
Xstrata Canada Corp. Company Guar. Notes 7.35% due 06/05/12		196,000		212,094
Multimedia — 0.0%
Quebecor Media, Inc. Senior Notes 7.75% due 03/15/16		125,000		127,500
Oil Companies - Exploration & Production — 0.6%
Alliance Oil Co., Ltd. Senior Notes 9.88% due 03/11/15*		420,000		434,175
Compton Petroleum Finance Corp. Company Guar. Notes 7.63% due 12/01/13		945,000		817,425
Gaz Capital SA Bonds 8.15% due 04/11/18		390,000		453,375
Nexen, Inc. Senior Notes 5.88% due 03/10/35		193,000		201,214
OPTI Canada, Inc. Senior Sec. Notes 7.88% due 12/15/14		1,215,000		935,550
OPTI Canada, Inc. Senior Notes 8.25% due 12/15/14		235,000		183,300
				3,025,039
Oil Companies - Integrated — 0.3%
BP Capital Markets PLC Company Guar. Notes 3.88% due 03/10/15		265,000		262,502
Petroleum Co. of Trinidad & Tobago, Ltd. Senior Notes 9.75% due 08/14/19*		500,000		600,000
Statoil ASA Company Guar. Notes 7.15% due 11/15/25		387,000		500,743
				1,363,245
Paper & Related Products — 0.1%
PE Paper Escrow GmbH Senior Sec. Notes 12.00% due 08/01/14*		275,000		311,438
Petrochemicals — 0.1%
Braskem Finance, Ltd. Company Guar. Notes 7.00% due 05/07/20*		410,000		428,450
Pipelines — 0.0%
TransCanada Pipelines, Ltd. Jr. Sub. Notes 6.35% due 05/15/67(3)		222,000		202,628

Security Description	Principal Amount(12)		Value (Note 2)
Printing - Commercial — 0.0%
Quebecor World Capital Corp. Escrow Notes 8.75% due 03/15/16†(5)(7)	$	800,000	$	33,000
Real Estate Operations & Development — 0.2%
Atlantic Finance Ltd. Company Guar. Notes 8.75% due 05/27/14		320,000		344,800
Country Garden Holdings Co. Senior Notes 11.25% due 04/22/17*		570,000		568,575
				913,375
Satellite Telecom — 0.5%
Intelsat Intermediate Holding Co., Ltd. Company Guar. Bonds 9.50% due 02/01/15(8)		2,245,000		2,329,187
Special Purpose Entities — 0.2%
AngloGold Ashanti Holdings PLC Company Guar. Notes 6.50% due 04/15/40		178,000		188,067
Hellas Telecommunications Luxembourg II Sub. Notes 0.00% due 01/15/15†*(3)(16)(17)		560,000		7,000
LBG Capital No.1 PLC Bank Guar. Notes 8.00% due 06/15/20*(3)(9)		850,000		743,750
SMFG Preferred Capital, Ltd. Jr. Sub. Notes 6.08% due 01/25/17*(3)(9)		121,000		115,976
				1,054,793
Steel - Producers — 0.3%
Essar Steel Algoma, Inc. Senior Sec. Notes 9.38% due 03/15/15*		925,000		913,437
Evraz Group SA Notes 8.88% due 04/24/13		300,000		313,125
				1,226,562
SupraNational Banks — 0.0%
Asian Development Bank Senior Bonds 5.82% due 06/16/28		112,000		135,117
Telecom Services — 0.1%
Indosat Palapa Co., BV Company Guar. Notes 7.38% due 07/29/20*		215,000		231,663
Telephone - Integrated — 0.4%
Axtel SAB de CV Company Guar. Notes 9.00% due 09/22/19		360,000		325,800
British Telecommunications PLC Bonds 9.88% due 12/15/30		170,000		233,276
Telecom Italia Capital SA Company Guar. Bonds 5.25% due 10/01/15		423,000		450,245
Telefonica Emisiones SAU Company Guar. Notes 0.77% due 02/04/13(3)		135,000		131,246

100

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Telephone - Integrated (continued)
Telefonos de Mexico SAB de CV Senior Notes 5.50% due 01/27/15	$	136,000	$	150,261
Virgin Media Finance PLC Company Guar. Notes 8.38% due 10/15/19		420,000		457,800
				1,748,628
Television — 0.1%
Myriad International Holding BV Company Guar. Notes 6.38% due 07/28/17*		425,000		435,115
Transport - Rail — 0.1%
Canadian Pacific Railway Co. Notes 6.50% due 05/15/18		300,000		354,075
Warehousing & Harbor Transportation Services — 0.1%
DP World, Ltd. Notes 6.85% due 07/02/37		310,000		279,116
Total Foreign Corporate Bonds & Notes
(cost $29,287,661)				30,103,657
FOREIGN GOVERNMENT AGENCIES — 20.4%
Sovereign — 20.4%
Dominican Republic Bonds 7.50% due 05/06/21*		330,000		363,000
Federal Republic of Brazil Notes 5.88% due 01/15/19		650,000		750,750
Federal Republic of Brazil Bonds 6.00% due 01/17/17		840,000		968,100
Federal Republic of Brazil Senior Bonds 7.13% due 01/20/37		1,010,000		1,307,950
Federal Republic of Brazil Notes 8.00% due 01/15/18		1,508,333		1,791,146
Federal Republic of Brazil Bonds 8.25% due 01/20/34		1,300,000		1,862,250
Federal Republic of Brazil Notes 8.75% due 02/04/25		1,410,000		2,009,250
Federal Republic of Brazil Senior Bonds 8.88% due 10/14/19		670,000		919,575
Federal Republic of Brazil Notes 11.00% due 08/17/40		570,000		781,185
Federal Republic of Germany Bonds 4.25% due 07/04/39	EUR	665,000		1,113,109
Government of Australia Bonds 5.75% due 06/15/11	AUD	950,000		854,732
Government of Australia Bonds 6.00% due 02/15/17	AUD	550,000		527,215
Government of Barbados Notes 7.00% due 08/04/22*		660,000		686,201

Security Description	Principal Amount(12)		Value (Note 2)
Sovereign (continued)
Government of Bermuda Senior Notes 5.60% due 07/20/20*	AUD	265,000	$	290,776
Government of Canada Bonds 1.25% due 06/01/11	CAD	2,310,000		2,171,034
Government of Canada Bonds 4.25% due 06/01/18	CAD	800,000		842,845
Government of Canada Bonds 5.75% due 06/01/29	CAD	940,000		1,168,206
Government of Finland Bonds 4.38% due 07/04/19	EUR	175,000		259,764
Government of Japan Bonds 2.10% due 03/20/27	JPY	183,600,000		2,374,935
Government of United Kingdom Bonds 4.00% due 09/07/16	GBP	1,310,000		2,232,010
Kingdom of Bahrain Senior Notes 5.50% due 03/31/20*		335,000		352,058
Kingdom of Norway Bonds 5.00% due 05/15/15	NOK	25,010,000		4,430,200
Kingdom of Sweden Bonds 4.25% due 03/12/19	SEK	5,200,000		817,094
Kingdom of Sweden Bonds 5.39% due 08/12/15	SEK	13,225,000		2,016,470
New South Wales Treasury Corp. Government Guar. Bonds 6.00% due 05/01/12	AUD	1,790,000		1,630,255
Republic of Argentina Notes 2.50% due 12/31/38(13)		1,972,637		748,616
Republic of Argentina Senior Bonds 8.28% due 12/31/33		1,270,694		975,257
Republic of Colombia Notes 7.38% due 01/27/17		270,000		325,350
Republic of Colombia Notes 7.38% due 03/18/19		657,000		816,323
Republic of Colombia Bonds 7.38% due 09/18/37		1,600,000		2,072,000
Republic of Colombia Bonds 8.13% due 05/21/24		250,000		331,250
Republic of El Salvador Senior Bonds 7.38% due 12/01/19		660,000		734,250
Republic of El Salvador Senior Bonds 7.75% due 01/24/23		432,000		484,920
Republic of El Salvador Bonds 8.25% due 04/10/32		300,000		342,000

101

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
FOREIGN GOVERNMENT AGENCIES (continued)
Sovereign (continued)
Republic of Georgia Bonds 7.50% due 04/15/13	$	770,000	$	761,915
Republic of Indonesia Senior Bonds 6.63% due 02/17/37		1,970,000		2,414,404
Republic of Indonesia Senior Bonds 8.50% due 10/12/35		810,000		1,181,628
Republic of Indonesia Bonds 11.63% due 03/04/19		670,000		1,025,100
Republic of Italy Bonds 4.00% due 09/01/20	EUR	500,000		647,882
Republic of Peru Bonds 6.55% due 03/14/37		490,000		583,100
Republic of Peru Notes 7.35% due 07/21/25		1,079,000		1,383,817
Republic of Peru Senior Bonds 8.75% due 11/21/33		380,000		564,300
Republic of Philippines Bonds 6.50% due 01/20/20		1,660,000		1,971,250
Republic of Serbia Notes 6.75% due 11/01/24(13)		791,700		791,573
Republic of South Africa Bonds 6.88% due 05/27/19		425,000		515,844
Republic of South Korea Bonds 7.13% due 04/16/19		700,000		888,623
Republic of the Philippines Bonds 7.75% due 01/14/31		480,000		642,000
Republic of the Philippines Senior Notes 9.50% due 02/02/30		905,000		1,402,750
Republic of the Philippines Notes 10.63% due 03/16/25		795,000		1,281,937
Republic of Turkey Bonds 6.75% due 05/30/40		1,570,000		1,723,075
Republic of Turkey Notes 6.88% due 03/17/36		2,820,000		3,130,200
Republic of Turkey Bonds 7.00% due 09/26/16		465,000		535,913
Republic of Turkey Notes 7.00% due 06/05/20		810,000		934,538
Republic of Turkey Notes 7.38% due 02/05/25		1,100,000		1,303,500
Republic of Turkey Bonds 7.50% due 11/07/19		1,435,000		1,711,237

Security Description	Principal Amount(12)		Value (Note 2)
Sovereign (continued)
Republic of Turkey Notes 8.00% due 02/14/34	$	467,000	$	582,583
Republic of Turkey Senior Bonds 11.88% due 01/15/30		575,000		979,656
Republic of Uruguay Bonds 6.88% due 09/28/25		200,000		245,000
Republic of Uruguay Notes 7.63% due 03/21/36		890,000		1,148,100
Republic of Venezuela Bonds 5.75% due 02/26/16		910,000		609,700
Republic of Venezuela Bonds 7.65% due 04/21/25		360,000		207,900
Republic of Venezuela Notes 8.50% due 10/08/14		1,000,000		825,000
Republic of Venezuela Senior Bonds 9.25% due 09/15/27		2,862,000		2,032,020
Republic of Venezuela Bonds 9.25% due 05/07/28		980,000		629,650
Russian Federation Bonds 5.00% due 04/29/20*		1,700,000		1,734,000
Russian Federation Senior Bonds 7.50% due 03/31/30(13)		7,199,000		8,549,532
Russian Federation Notes 12.75% due 06/24/28		1,440,000		2,596,464
State of Qatar Senior Notes 6.40% due 01/20/40*		370,000		445,850
Swiss Confederation Bonds 3.00% due 05/12/19	CHF	1,075,000		1,225,207
United Mexican States Senior Notes 5.13% due 01/15/20		2,278,000		2,471,630
United Mexican States Notes 5.95% due 03/19/19		858,000		988,845
United Mexican States Senior Notes 6.05% due 01/11/40		750,000		851,250
United Mexican States Notes 6.75% due 09/27/34		785,000		979,288
United Mexican States Bonds 7.50% due 04/08/33		340,000		453,900
United Mexican States Notes 8.13% due 12/30/19		770,000		1,024,100
United Mexican States Bonds 8.30% due 08/15/31		860,000		1,234,100
Total Foreign Government Agencies
(cost $85,340,777)				94,558,437

102

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Principal Amount(12)		Value (Note 2)
MUNICIPAL BONDS & NOTES — 0.0%
Municipal Bonds — 0.0%
Texas State Transportation Commission Bonds Series B 5.18% due 04/01/30 (cost $65,000)	$	65,000	$	71,493
U.S. GOVERNMENT AGENCIES — 10.9%
Federal Home Loan Mtg. Corp. — 5.0%
4.50% due 02/01/20		227,419		242,594
4.50% due 08/01/20		90,651		96,700
4.50% due 03/01/23		684,654		725,312
4.50% due 01/01/39		475,003		499,149
4.50% due 06/01/40		1,378,617		1,447,835
5.00% due 09/01/18		293,198		313,845
5.00% due 07/01/20		200,363		214,285
5.00% due 05/01/34		434,307		467,492
5.00% due 02/01/35		58,036		62,102
5.00% due 07/01/35		221,817		236,523
5.00% due 11/01/35		580,214		618,684
5.00% due 03/01/38		428,841		455,709
5.00% due 03/01/39		1,435,884		1,527,934
5.00% due 08/01/39		3,550,765		3,778,168
5.50% due 06/01/22		352,946		379,815
5.50% due 07/01/35		182,642		196,158
5.50% due 05/01/37		405,992		433,794
5.50% due 06/01/37		15,782		16,863
5.50% due 10/01/37		2,224,841		2,377,200
5.50% due 12/01/37		280,899		300,135
5.50% due 01/01/38		369,382		395,564
5.50% due 02/01/38		419,953		448,711
6.00% due 01/01/30		17,514		19,279
6.00% due 02/01/32		82,913		91,060
6.00% due 05/01/37		13,104		14,109
6.00% due 10/01/37		227,302		244,733
6.00% due 10/01/39		2,031,340		2,185,210
6.50% due 07/01/29		2,604		2,885
6.50% due 12/01/35		568		622
6.50% due 02/01/36		85,278		93,404
6.50% due 11/01/37		303,977		330,850
6.88% due 09/15/10		772,000		774,058
7.00% due 06/01/29		12,685		14,377
Federal Home Loan Mtg. Corp. REMIC
Series 3102, Class PG
5.00% due 11/15/28		280,000		290,310
Series 3317, Class PD
5.00% due 09/15/31		360,000		379,328
Series 3116, Class PD
5.00% due 10/15/34		1,310,000		1,425,674
Series 3349, Class HB
5.50% due 06/15/31		642,000		680,907
Series 2626, Class SP
6.37% due 02/15/18(3)		15,014,392		1,353,045
				23,134,423
Federal National Mtg. Assoc. — 4.9%
2.13% due 01/25/13		243,000		244,530
4.00% due 06/01/39		913,757		953,037
4.00% due September TBA		1,000,000		1,035,469
4.50% due 06/01/19		201,347		215,297
4.50% due 01/01/39		214,678		225,859
4.50% due 12/01/39		2,883,527		3,041,515
4.50% due 04/01/40		4,693,767		4,936,034
4.50% due 07/01/40		998,546		1,050,554
4.75% due 12/15/10		251,000		254,444
5.00% due 03/15/16		163,000		189,990
5.00% due 01/01/23		465,836		495,730

Security Description	Principal Amount(12)		Value (Note 2)
Federal National Mtg. Assoc. (continued)
5.00% due 04/01/23	$	363,695	$	387,034
5.00% due 01/01/37		78,219		83,185
5.00% due 03/01/37		105,528		112,228
5.00% due 05/01/37		19,719		20,971
5.00% due 06/01/37		298,834		317,807
5.00% due 07/01/37		431,176		458,551
5.00% due 09/01/39		2,472,332		2,628,913
5.00% due 05/01/40		988,676		1,051,293
5.50% due 03/01/18		10,980		11,909
5.50% due 11/01/22		144,079		155,201
5.50% due 01/01/29		40,704		43,977
5.50% due 05/01/29		13,765		14,876
5.50% due 06/01/34		223,675		241,241
5.50% due 09/01/36		1,269,264		1,361,015
5.50% due 11/01/36		34,217		36,690
5.50% due 04/01/37		296,761		317,686
5.50% due 03/01/38		388,044		415,405
6.00% due 02/01/32		51,506		56,759
6.00% due 10/01/34		1,962		2,141
6.00% due 07/01/37		125,131		134,962
6.00% due 08/01/37		415,391		448,024
6.00% due 10/01/37		459,202		495,277
6.50% due 12/01/31		45,623		50,647
6.50% due 02/01/35		70,241		77,065
6.50% due 07/01/36		147,524		161,073
6.50% due 11/01/37		631,016		687,786
8.50% due 08/01/31		5,210		6,067
				22,420,242
Government National Mtg. Assoc. — 1.0%
5.50% due 08/15/39		1,882,315		2,040,761
6.00% due 08/15/39		2,375,703		2,590,056
				4,630,817
Total U.S. Government Agencies
(cost $48,245,806)				50,185,482
U.S. GOVERNMENT TREASURIES — 4.3%
United States Treasury Bonds — 1.3%
4.38% due 02/15/38		204,000		236,066
4.38% due 11/15/39		1,490,000		1,716,760
4.38% due 05/15/40		384,000		443,040
4.50% due 05/15/38		503,000		593,854
4.50% due 08/15/39		1,112,000		1,307,643
4.63% due 02/15/40		161,000		193,150
5.25% due 11/15/28		1,127,000		1,448,019
8.13% due 08/15/19		117,000		172,027
				6,110,559
United States Treasury Notes — 3.0%
0.88% due 05/31/11		1,000,000		1,004,688
1.75% due 07/31/15		1,145,000		1,168,976
2.00% due 11/30/13		328,000		340,812
2.38% due 09/30/14		112,000		117,836
2.38% due 02/28/15		104,000		109,362
2.38% due 07/31/17		2,000,000		2,061,250
2.63% due 02/29/16		1,000,000		1,057,812
2.75% due 02/28/13		105,000		110,718
2.75% due 11/30/16		5,000		5,292
2.75% due 02/15/19		860,000		893,796
3.25% due 05/31/16		2,000,000		2,181,250
3.38% due 07/31/13		449,000		484,359
3.38% due 11/15/19		246,000		265,699
3.50% due 02/15/18		234,000		258,442
3.50% due 05/15/20		274,000		298,553

103

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

Security Description	Shares/ Principal Amount(12)		Value (Note 2)
U.S. GOVERNMENT TREASURIES (continued)
United States Treasury Notes (continued)
3.63% due 12/31/12	$	400,000	$	428,750
3.63% due 08/15/19		52,000		57,342
3.63% due 02/15/20		1,359,000		1,495,643
3.88% due 05/15/18		57,000		64,441
4.00% due 02/15/15		500,000		561,719
4.25% due 08/15/15		90,000		102,621
4.50% due 11/15/15		536,000		621,007
4.63% due 11/15/16		130,000		152,466
				13,842,834
Total U.S. Government Treasuries
(cost $18,891,461)				19,953,393
COMMON STOCK — 0.1%
Banks - Commercial — 0.1%
Lloyds Banking Group PLC†		219,033		233,431
Energy - Alternate Sources — 0.0%
VeraSun Energy Corp.†(5)(7)		50,000		0
Food - Misc. — 0.0%
Wornick Co.†(5)(6)(7)		1,722		105,206
Gambling (Non-Hotel) — 0.0%
Shreveport Gaming Holdings, Inc.†(5)(6)(7)		1,280		18,182
Gas - Distribution — 0.0%
MXEnergy Holdings, Inc.†(5)(7)		52,368		48,974
Medical - Outpatient/Home Medical — 0.0%
Critical Care Systems International, Inc.†(5)(6)(7)		5,372		671
Multimedia — 0.0%
Haights Cross Communication, Inc.†(5)(6)(7)		5,965		16,553
Oil Companies - Integrated — 0.0%
CB Simmons Co.†(5)(7)		45,000		0
Paper & Related Products — 0.0%
Caraustar Industries, Inc.†(5)(7)		43		112,874
Retail - Music Store — 0.0%
MTS, Inc.†(5)(6)(7)		3,863		0
Total Common Stock
(cost $547,809)				535,891
PREFERRED STOCK — 0.7%
Banks - Commercial — 0.1%
CoBank ACB 11.00%*		5,396		297,455
Banks - Super Regional — 0.1%
US Bancorp 7.19%(3)		373		289,308
Wachovia Capital Trust IX 6.38%		4,350		107,663
				396,971
Diversified Banking Institutions — 0.4%
Ally Financial, Inc. 7.00%*		1,855		1,532,288
HSBC Holdings PLC 8.00%		7,200		191,016
				1,723,304
Diversified Financial Services — 0.0%
General Electric Capital Corp. 4.50%(8)		6,436		162,766

Security Description	Shares/ Principal Amount(12)			Value (Note 2)
Finance - Investment Banker/Broker — 0.1%
JPMorgan Chase Capital XXIX 6.70%		13,680		$	345,420
Finance - Mortgage Loan/Banker — 0.0%
Federal Home Loan Mtg. Corp. 0.00%(3)		5,100			1,683
Special Purpose Entity — 0.0%
Structured Repackaged Asset-Backed Trust Securities 3.00%(3)		9,200			183,540
Total Preferred Stock
(cost $3,143,941)					3,111,139
WARRANTS — 0.0%
Oil Companies - Exploration & Production — 0.0%
Transmeridian Exploration, Inc. Expires 12/15/10 (Strike price $4.31)†(5)(7)		6,905			0
Publishing - Periodicals — 0.0%
The Reader’s Digest Association, Inc. Expires 02/19/14†(5)(7)		3,043			0
Total Warrants
(cost $22,141)					0
Total Long-Term Investment Securities
(cost $397,020,994)					413,375,084
REPURCHASE AGREEMENT — 9.2%
Agreement with State Street Bank & Trust Co., bearing interest at 0.01%, dated 08/31/10, to be repurchased 09/01/10 in the amount of $42,698,012 and collateralized by $40,320,000 of United States Treasury Bonds, bearing interest at 3.13%, due 04/30/17 and having an approximate value of $43,981,056 (cost $42,698,000)	$	42,698,000			42,698,000
TOTAL INVESTMENTS
(cost $439,718,994)(14)		98.6	%		456,073,084
Other assets less liabilities		1.4			6,545,914
NET ASSETS —		100.0	%	$	462,618,998

* Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in transactions exempt from registration, normally to qualified institutional buyers. The Fund has no right to demand registration of these securities. At August 31, 2010, the aggregate value of these securities was $67,934,399 representing 14.7% of net assets. Unless otherwise indicated these securities are not considered to be illiquid.

† Non-income producing security

(1) Commercial Mortgage Backed Security

(2) Variable Rate Security — the rate reflected is as of August 31, 2010, maturity date reflects the stated maturity date.

(3) Floating rate security where the rate fluctuates. The rate moves up or down at each reset date. The rate reflected is as of August 31, 2010.

(4) Collateralized Mortgage Obligation

(5) Fair valued security. Securities are classified as Level 3 based on the securities valuation inputs; see Note 2.

(6) Denotes a restricted security that: (a) cannot be offered for public sale without first being registered, or being able to take advantage of an exemption from registration, under the Securities Act of 1933, as amended (the “1933 Act”); (b) is subject to a contractual restriction on public sales; or (c) is otherwise subject to a restriction on sales by operation of applicable law. Restricted securities are valued pursuant to Note 2. Certain restricted securities held by the Fund may not be sold except in exempt transactions or in a public offering registered under the 1933 Act. The Fund has no right to demand registration of these securities. The risk of investing in certain restricted securities is greater than the risk of investing in the securities of widely held, publicly traded companies. To the extent applicable, lack of a secondary market and resale restrictions may result in the inability of

104

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

a Fund to sell a security at a fair price and may substantially delay the sale of the security. In addition, certain restricted securities may exhibit greater price volatility than securities for which secondary markets exist. As of August 31, 2010, the Strategic Bond Fund held the following restricted securities:

Name	Acquisition Date		Principal Amount/ Shares		Acquisition Cost		Market Value		Market Value Per Share		Value as a % of Net Assets
Critical Care Systems International, Inc. Common Stock		06/17/04		635	$	0
		11/09/04		4,737		0
				5,372		0	$	671	$	0.12		0.00	%
Haights Cross Communication, Inc. Common Stock		03/26/10		2,983		23,474
		03/26/10		1,491		11,737
		03/26/10		1,491		11,737
				5,965		46,948		16,553		2.78		0.00
ICO North America, Inc. Senior Sec. Notes 7.50% due 08/15/09		08/11/05	$	125,000		125,000
		02/15/08		5,000		5,000
		09/11/08		5,000		5,000
		02/15/09		5,000		5,000
				140,000		140,000		121,800		87.00		0.03
MTS, Inc. Senior Notes 10.00% due 03/15/09		03/16/04		12,337		44,410
		09/03/04		681		681
		03/19/05		715		143
		09/04/05		751		195
		03/04/06		789		205
				15,273		45,634		153		1.00		0.00
MTS, Inc. Common Stock		03/16/04		3,863		0		0		0.00		0.00
Shreveport Gaming Holdings, Inc. Common Stock		07/21/05		257		5,885
		07/29/05		1,023		23,552
				1,280		29,437		18,182		14.20		0.01

Name	Acquisition Date		Principal Amount/ Shares		Acquisition Cost		Market Value		Market Value Per Share		Value as a % of Net Assets
Wornick Co. Common Stock		08/08/08		1,722	$	225,265	$	105,206	$	61.10		0.02	%
							$	262,565				0.06	%

(7) Illiquid security. At August 31, 2010, the aggregate value of these securities was $1,257,703 representing 0.3% of net assets.

(8) “Step-up” security where the rate increases (“steps-up”) at a predetermined rate. Rate shown reflects the increased rate.

(9) Perpetual maturity — maturity date reflects the next call date.

(10) PIK (“Payment-in-Kind”) security. Bond or preferred stock that pays interest/dividends in the form of additional bonds or preferred stocks.

(11) Income may be received in cash or additional bonds at the discretion of the issuer.

(12) Denominated in United States dollars unless otherwise indicated.

(13) “Step-up” security where the rate increases (“steps-up”) at a predetermined rate. Rate shown reflects the stated rate.

(14) See Note 5 for cost of investments on a tax basis.

(15) Bond is in default and did not pay principal at maturity.

(16) Bond in default

(17) Company has filed Chapter 11 bankruptcy protection.

(18) Company has filed Chapter 7 bankruptcy protection.

(19) Company has filed bankruptcy in country of issuance.

(20) Effective April 30, 2010, interest payments were suspended for twenty-four months according to an agreement with the European Commission.

REMIC—Real Estate Mortgage Investment Conduit

TBA—Securities purchased on a forward commitment basis with an approximate principal amount and no definite maturity date. The actual principal and maturity date will be determined upon settlement date.

Currency Legend

AUD—Australian Dollar

CAD—Canadian Dollar

CHF—Swiss Franc

EUR—Euro Dollar

GBP—British Pound

JPY—Japanese Yen

NOK—Norwegian Krone

SEK—Swedish Krona

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2010 (see Note 2):

	Level 1 - Unadjusted Quoted Prices		Level 2 - Other Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
Long-Term Investment Securities:
Asset Backed Securities	$	—	$	17,909,115	$	—	$	17,909,115
Convertible Bonds & Notes		—		—		121,800		121,800
U.S. Corporate Bonds & Notes		—		193,058,231		3,766,446		196,824,677
Foreign Corporate Bonds & Notes		—		30,070,657		33,000		30,103,657
Foreign Government Agencies		—		94,558,437		—		94,558,437
Municipal Bonds & Notes		—		71,493		—		71,493
U.S. Government Agencies		—		50,185,482		—		50,185,482
U.S. Government Treasuries		—		19,953,393		—		19,953,393
Common Stock		233,431		—		302,460		535,891
Preferred Stock		992,088		2,119,051		—		3,111,139
Warrants		—		—		0		0
Repurchase Agreements		—		42,698,000		—		42,698,000
Total	$	1,225,519	$	450,623,859	$	4,223,706	$	456,073,084

105

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2010 — (continued)

The following is a reconciliation of Level 3 assets which significant unobservable inputs were used to determine fair value:

	Convertible Bonds & Notes		U.S. Corporate Bonds & Notes			Foreign Corporate Bonds & Notes		Common Stock			Warrants
Balance as of 8/31/2009	$	49,000	$	3,125,234		$	—	$	177,128		$	0
Accrued discounts/premiums		—		(36	)		—		—			—
Realized gain (loss)		—		259,599			—		—			—
Change in unrealized appreciation (depreciation)(1)		72,800		356,449			33,000		(33,593	)		(3,151	)
Net purchases (sales)		—		(310,905	)		0		158,925			3,151
Transfers in and/or out of Level 3(2)		—		336,105			0		—			—
Balance as of 8/31/2010	$	121,800	$	3,766,446		$	33,000	$	302,460		$	0

(1) The total change in unrealized appreciation (depreciation) included in the statement of operations attributable to level 3 investments still held at August 31, 2010 includes:

Convertible Bonds & Notes		U.S. Corporate Bonds & Notes		Foreign Corporate Bonds & Notes		Common Stock			Warrants
$	72,800	$	494,170	$	33,000	$	(33,593	)	$	(3,151	)

(2) The Fund’s policy is to recognize transfers in and transfers out as of the end of the reporting period.

See Notes to Financial Statements

106

VALIC Company II

STATEMENTS OF ASSETS AND LIABILITIES — August 31, 2010

	AGGRESSIVE GROWTH LIFESTYLE FUND			CAPITAL APPRECIATION FUND			CONSERVATIVE GROWTH LIFESTYLE FUND			CORE BOND FUND			HIGH YIELD BOND FUND			INTERNATIONAL SMALL CAP EQUITY
ASSETS:
Investments at value (unaffiliated)*	$	–		$	41,562,963		$	–		$	235,759,163		$	247,086,365		$	531,904,109
Investments at value (affiliated)*		122,557,707			–			82,443,160			–			–			–
Repurchase agreements (cost approximates value)		–			–			–			10,055,000			6,832,000			7,608,000
Total Investments		122,557,707			41,562,963			82,443,160			245,814,163			253,918,365			539,512,109
Cash		131,141			96			107,701			31			38,646			1,156
Foreign cash*		–			–			–			–						2,071,299
Receivable for:
Trust shares sold		143,970			680			16,156			514,607			273,242			147
Dividends and interest		–			74,688			–			2,097,419			5,342,147			803,003
Investments sold		–			745,193			166,099			1,826,135			2,051,441			9,076
Prepaid expenses and other assets		4,674			7,860			4,263			8,327			7,822			15,025
Due from investment adviser for expense reimbursements/fee waivers		18,829			10,244			12,616			34,760			26,564			255,276
Variation margin on futures contracts		–			–			–			–			–			–
TOTAL ASSETS		122,856,321			42,401,724			82,749,995			250,295,442			261,658,227			542,667,091
LIABILITIES:
Payable for:
Trust shares reacquired		41,690			35,496			182,255			141,715			4,450			276,480
Investments purchased		102,280			1,668,015			–			6,329,535			233,493			157,033
Investment advisory and management fees		10,485			19,761			6,925			101,543			138,719			387,274
Shareholder services		–			8,982			–			51,694			55,146			118,369
Administrative service fees		–			2,515			–			14,474			15,441			33,143
Transfer agent fees and expenses		608			1,105			662			1,129			1,121			1,009
Trustees’ fees and expenses		2,654			11,019			5,704			5,920			5,945			13,821
Other accrued expenses		43,183			53,459			46,061			71,917			153,794			143,083
Accrued foreign tax on capital gains		–			–			–			–			–			210,902
TOTAL LIABILITIES		200,900			1,800,352			241,607			6,717,927			608,109			1,341,114
NET ASSETS	$	122,655,421		$	40,601,372		$	82,508,388		$	243,577,515		$	261,050,118		$	541,325,977
NET ASSETS REPRESENTED BY:
Trust shares at par value of $0.01 per share	$	165,485		$	50,693		$	80,014		$	228,099		$	354,524		$	482,050
Additional paid in capital		146,710,333			63,113,801			81,791,333			230,369,484			282,421,439			746,372,251
Accumulated undistributed net investment income (loss)		3,189,827			168,205			2,695,043			8,162,034			18,940,666			2,713,203
Accumulated undistributed net realized gain (loss) on investments, futures contracts, options contracts, securities sold short, foreign exchange transactions and capital gain distributions received from underlying funds		(38,767,268	)		(23,421,899	)		(9,358,573	)		(3,730,640	)		(44,158,023	)		(222,031,343	)
Unrealized appreciation (depreciation) on investments		11,357,044			690,572			7,300,571			8,548,538			3,491,512			13,992,388
Unrealized appreciation (depreciation) on futures contracts and options contracts		–			–			–			–			–			–
Unrealized foreign exchange gain (loss) on other assets and liabilities		–			–			–			–			–			8,330
Accrued capital gains tax on unrealized appreciation (depreciation)		–			–			–			–			–			(210,902	)
NET ASSETS	$	122,655,421		$	40,601,372		$	82,508,388		$	243,577,515		$	261,050,118		$	541,325,977
SHARES OF BENEFICIAL INTEREST:
Authorized (Par value $0.01 per share)		1,000,000,000			1,000,000,000			1,000,000,000			1,000,000,000			1,000,000,000			1,000,000,000
Outstanding		16,548,534			5,069,257			8,001,413			22,809,939			35,452,447			48,204,996
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	7.41		$	8.01		$	10.31		$	10.68		$	7.36		$	11.23
*Cost
Investments (unaffiliated)	$	–		$	40,872,391		$	–		$	227,210,625		$	243,594,853		$	517,911,721
Investments (affiliated)	$	111,200,663		$	–		$	75,142,589		$	–		$	–		$	–
Foreign cash	$	–		$	–		$	–		$	–		$	–		$	2,069,119

See Notes to Financial Statements

107

VALIC Company II

STATEMENTS OF ASSETS AND LIABILITIES — August 31, 2010 — (continued)

	LARGE CAP VALUE FUND			MID CAP GROWTH FUND			MID CAP VALUE FUND			MODERATE GROWTH LIFESTYLE FUND			MONEY MARKET II FUND
ASSETS:
Investments at value (unaffiliated)*	$	145,172,325		$	147,363,365		$	451,525,466		$	–		$	191,944,591
Investments at value (affiliated)*		—			–			–			192,742,951			–
Repurchase agreements (cost approximates value)		—			14,692,000			4,319,000			–			21,842,000
Total Investments		145,172,325			162,055,365			455,844,466			192,742,951			213,786,591
Cash		161,738			197			431			141,387			250,453
Foreign cash*		—			2			44,599			–			–
Receivable for:
Trust shares sold		46,791			11,098			10,273			57,459			202,744
Dividends and interest		460,343			86,784			507,596			–			62,707
Investments sold		193,317			3,168,349			1,552,145			–			–
Prepaid expenses and other assets		11,395			12,096			34,894			5,811			10,542
Due from investment adviser for expense reimbursements/fee waivers		63,562			51,169			58,460			20,258			105,275
Variation margin on futures contracts		–			–			–			–			–
TOTAL ASSETS		146,109,471			165,385,060			458,052,864			192,967,866			214,418,312
LIABILITIES:
Payable for:
Trust shares reacquired		5,014			58,313			75,012			11,897			180,622
Investments purchased		121,880			1,739,413			6,856,367			45,562			250,264
Investment advisory and management fees		64,443			107,803			279,853			16,421			46,070
Shareholder services		32,221			36,226			97,294			–			46,071
Administrative service fees		9,022			10,143			27,243			–			12,900
Transfer agent fees and expenses		999			971			3,523			608			427
Trustees’ fees and expenses		16,589			4,815			16,369			4,242			9,316
Other accrued expenses		81,182			63,607			119,114			48,579			65,674
Accrued foreign tax on capital gains		–			–			–			–			–
TOTAL LIABILITIES		331,350			2,021,291			7,474,775			127,309			611,344
NET ASSETS	$	145,778,121		$	163,363,769		$	450,578,089		$	192,840,557		$	213,806,968
NET ASSETS REPRESENTED BY:
Trust shares at par value of $0.01 per share	$	157,511		$	260,124		$	330,967		$	178,325		$	2,141,512
Additional paid in capital		267,183,074			202,320,406			554,461,788			200,822,622			212,038,861
Accumulated undistributed net investment income (loss)		2,044,297			(3,148	)		2,223,378			5,793,902			(5,309	)
Accumulated undistributed net realized gain (loss) on investments, futures contracts, options contracts, securities sold short, foreign exchange transactions and capital gain distributions received from underlying funds		(120,201,561	)		(46,376,366	)		(123,968,700	)		(34,231,788	)		(368,096	)
Unrealized appreciation (depreciation) on investments		(3,405,200	)		7,162,781			17,530,080			20,277,496			–
Unrealized appreciation (depreciation) on futures contracts and options contracts		–			–			–			–			–
Unrealized foreign exchange gain (loss) on other assets and liabilities		–			(28	)		576			–			–
Accrued capital gains tax in unrealized appreciation (depreciation)		–			–			–			–			–
NET ASSETS	$	145,778,121		$	163,363,769		$	450,578,089		$	192,840,557		$	213,806,968
SHARES OF BENEFICIAL INTEREST:
Authorized (Par value $0.01 per share)		1,000,000,000			1,000,000,000			1,000,000,000			1,000,000,000			1,000,000,000
Outstanding		15,751,112			26,012,422			33,096,699			17,832,480			214,151,151
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	9.26		$	6.28		$	13.61		$	10.81		$	1.00
*Cost
Investments (unaffiliated)	$	148,577,525		$	140,200,584		$	433,995,386		$	–		$	191,944,591
Investments (affiliated)	$	–		$	–		$	–		$	172,465,455		$	–
Foreign cash	$	–		$	2		$	44,571		$	–		$	–

See Notes to Financial Statements

108

VALIC Company II

STATEMENTS OF ASSETS AND LIABILITIES — August 31, 2010 — (continued)

	SMALL CAP GROWTH FUND			SMALL CAP VALUE FUND			SOCIALLY RESPONSIBLE FUND			STRATEGIC BOND FUND
ASSETS:
Investments at value (unaffiliated)*	$	47,843,504		$	341,951,678		$	661,185,788		$	413,375,084
Investments at value (affiliated)*		—			—			—			—
Repurchase agreements (cost approximates value)		—			4,228,000			10,643,000			42,698,000
Total Investments		47,843,504			346,179,678			671,828,788			456,073,084
Cash		170			1,703			849			828,127
Foreign cash*		—			—			—			1,171,888
Receivable for:
Trust shares sold		6,538			18,042			22,218			104,156
Dividends and interest		11,650			266,822			1,142,615			6,711,577
Investments sold		124,563			2,734,698			—			1,522,096
Prepaid expenses and other assets		7,729			18,558			51,154			9,420
Due from investment adviser for expense reimbursements/fee waivers		9,543			262,552			60,592			49,357
Variation margin on futures contracts		—			3,920			43,200			—
TOTAL ASSETS		48,003,697			349,485,973			673,149,416			466,469,705
LIABILITIES:
Payable for:
Trust shares reacquired		19,863			41,786			120,768			119,681
Investments purchased		121,421			1,589,599			—			3,289,183
Investment advisory and management fees		35,835			204,506			148,165			211,210
Shareholder services		10,540			77,023			148,165			97,111
Administrative service fees		2,951			21,567			41,486			27,191
Transfer agent fees and expenses		1,138			962			1,090			1,943
Trustee’s fees and expenses		5,510			9,073			15,312			9,739
Other accrued expenses		49,742			124,684			108,700			94,649
Accrued foreign tax capital gains		—			—			—			—
TOTAL LIABILITIES		247,000			2,069,200			583,686			3,850,707
NET ASSETS	$	47,756,697		$	347,416,773		$	672,565,730		$	462,618,998
NET ASSETS REPRESENTED BY:
Trust shares at par value of $0.01 per share	$	46,812		$	338,253		$	720,224		$	412,489
Additional paid in capital		54,894,458			402,080,578			938,592,095			445,855,256
Accumulated undistributed net investment income (loss)		(2,046	)		2,153,338			8,187,030			24,504,200
Accumulated undistributed net realized gain (loss) on investments, futures contracts, options contracts, securities sold short, foreign exchange transactions and capital gain distributions received from underlying funds		(7,574,479	)		(39,476,319	)		(278,582,240	)		(24,529,460	)
Unrealized appreciation (depreciation) on investments		391,952			(17,525,449	)		3,756,347			16,354,090
Unrealized appreciation (depreciation) on futures contracts and options contracts		—			(153,628	)		(107,726	)		—
Unrealized foreign exchange gain (loss) on other assets and liabilities		—			—			—			22,423
Accrued capital gains tax on unrealized appreciation (depreciation)		—			—			—			—
NET ASSETS	$	47,756,697		$	347,416,773		$	672,565,730		$	462,618,998
SHARES OF BENEFICIAL INTEREST:
Authorized (Par value $0.01 per share)		1,000,000,000			1,000,000,000			1,000,000,000			1,000,000,000
Outstanding		4,681,171			33,825,307			72,022,376			41,248,865
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	10.20		$	10.27		$	9.34		$	11.22
*Cost
Investments (unaffiliated)	$	47,451,552		$	359,477,127		$	657,429,441		$	397,020,994
Investments (affiliated)	$	—		$	—		$	—		$	—
Foreign cash	$	—		$	—		$	—		$	1,152,611

See Notes to Financial Statements

109

VALIC Company II

STATEMENTS OF OPERATIONS — For the Year Ended August 31, 2010

	AGGRESSIVE GROWTH LIFESTYLE FUND			CAPITAL APPRECIATION FUND			CONSERVATIVE GROWTH LIFESTYLE FUND			CORE BOND FUND			HIGH YIELD BOND FUND
INVESTMENT INCOME:
Dividends (unaffiliated)	$	–		$	618,450		$	–		$	108,521		$	10,070
Dividends (affiliated)		3,366,461			–			2,822,881			–			–
Interest (unaffiliated)		39			60			33			9,623,976			22,078,968
Total investment income*		3,366,500			618,510			2,822,914			9,732,497			22,089,038
EXPENSES:
Investment advisory and management fees		111,624			241,363			69,976			969,266			1,483,988
Administrative service fee		–			30,719			–			136,282			164,382
Shareholder services fee		–			109,710			–			486,722			587,078
Transfer agent fees and expenses		1,762			2,789			1,762			2,789			2,789
Custodian and accounting fees		23,139			21,566			23,119			61,135			55,320
Reports to shareholders		14,866			7,102			9,224			11,095			77,103
Audit and tax fees		21,009			21,821			16,633			30,058			28,407
Legal fees		24,376			18,735			21,286			29,309			39,451
Trustees’ fees and expenses		11,797			1,940			2,727			6,952			27,262
Interest expense		–			557			–			–			–
Other expenses		15,933			18,968			15,363			18,070			18,746
Total expenses before fee waivers, expense reimbursements, and fees paid indirectly		224,506	��		475,270			160,090			1,751,678			2,484,526
Fees waived and expenses reimbursed by investment advisor (Note 3)		(112,883	)		(102,255	)		(90,114	)		(252,575	)		(209,240	)
Fees paid indirectly (Note 7)		–			–			–			–			–
Net expenses		111,623			373,015			69,976			1,499,103			2,275,286
Net investment income (loss)		3,254,877			245,495			2,752,938			8,233,394			19,813,752
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES:
Net realized gain (loss) on investments (unaffiliated)**		–			1,395,367			–			6,435,977			3,135,730
Net realized gain (loss) on investments (affiliated)		5,762,319			–			3,935,466			–			–
Net realized gain (loss) from capital gain distributions from underlying funds (affiliated)		321,851			–			68,261			–			–
Net realized gain (loss) on futures contracts		–			–			–			–			–
Net realized foreign exchange gain (loss) on other assets and liabilities		–			–			–			–			–
Net increase from payment by affiliates (Note 3)		–			–			–			–			–
Net realized gain (loss) on investments and foreign currencies		6,084,170			1,395,367			4,003,727			6,435,977			3,135,730
Change in unrealized appreciation (depreciation) on investments (unaffiliated)		–			1,733,969			–			9,424,385			14,191,558
Change in unrealized appreciation (depreciation) on investments (affiliated)		(2,055,308	)		–			(246,147	)		–			–
Change in unrealized appreciation (depreciation) on futures contracts		–			–			–			–			–
Change in unrealized foreign exchange gain (loss) on other assets and liabilities		–			–			–			–			–
Change in accrued capital gains tax on unrealized appreciation (depreciation)		–			–			–			–			–
Net unrealized gain (loss) on investments and foreign currencies		(2,055,308	)		1,733,969			(246,147	)		9,424,385			14,191,558
Net realized and unrealized gain (loss) on investments and foreign currencies		4,028,862			3,129,336			3,757,580			15,860,362			17,327,288
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	7,283,739		$	3,374,831		$	6,510,518		$	24,093,756		$	37,141,040
*Net of foreign withholding taxes on interest and dividends of	$	–		$	–		$	–		$	5,152		$	(1,173	)
**Net of foreign withholding taxes on capital gains of	$	–		$	–		$	–		$	–		$	–

See Notes to Financial Statements

110

VALIC Company II

STATEMENTS OF OPERATIONS — For the Year Ended August 31, 2010 — (continued)

	INTERNATIONAL SMALL CAP EQUITY			LARGE CAP VALUE FUND			MID CAP GROWTH FUND			MID CAP VALUE FUND			MODERATE GROWTH LIFESTYLE FUND			MONEY MARKET II FUND
INVESTMENT INCOME:
Dividends (unaffiliated)	$	11,340,278		$	3,514,906		$	928,721		$	8,150,060		$	–		$	–
Dividends (affiliated)		–			145			–			–			6,075,348			–
Interest (unaffiliated)		2,809			993			696			699			40			843,865
Total investment income*		11,343,087			3,516,044			929,417			8,150,759			6,075,388			843,865
EXPENSES:
Investment advisory and management fees		4,767,088			792,842			1,326,551			3,666,839			171,190			561,634
Administrative service fee		408,370			110,998			125,155			358,465			–			157,257
Shareholder services fee		1,458,465			396,421			446,983			1,280,231			–			561,634
Transfer agent fees and expenses		2,447			2,447			2,447			7,241			1,762			1,076
Custodian and accounting fees		339,197			30,900			19,880			132,804			26,719			–
Reports to shareholders		131,860			50,229			30,602			80,178			22,311			8,553
Audit and tax fees		26,741			22,642			22,411			22,624			21,009			23,603
Legal fees		72,214			33,810			29,127			54,308			28,421			26,446
Trustees’ fees and expenses		75,615			8,580			29,344			53,445			13,219			1,005
Interest expense		2,778			–			–			778			–			–
Other expenses		48,057			21,116			22,971			34,371			16,326			84,775
Total expenses before fee waivers, expense reimbursements, and fees paid indirectly		7,332,832			1,469,985			2,055,471			5,691,284			300,957			1,425,983
Fees waived and expenses reimbursed by investment advisor (Note 3)		(1,498,971	)		(185,586	)		(535,730	)		(314,314	)		(129,768	)		(604,713	)
Fees paid indirectly (Note 7)		–			(6,291	)		(21,962	)		(91,565	)		–			–
Net expenses		5,833,861			1,278,108			1,497,779			5,285,405			171,189			821,270
Net investment income (loss)		5,509,226			2,237,936			(568,362	)		2,865,354			5,904,199			22,595
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES:
Net realized gain (loss) on investments (unaffiliated)**		81,530,323			11,673,492			22,983,818			36,991,207			–			22,367
Net realized gain (loss) on investments (affiliated)		–			–			–			–			9,422,366			–
Net realized gain (loss) from capital gain distributions from underlying funds (affiliated)		–			–			–			–			323,631			–
Net realized gain (loss) on futures contracts		–			–			–			–			–			–
Net realized foreign exchange gain (loss) on other assets and liabilities		(1,958,813	)		–			11,932			(84,723	)		–			–
Net increase from payment by affiliates (Note 3)		–			–			–			–			–			221,000
Net realized gain (loss) on investments and foreign currencies		79,571,510			11,673,492			22,995,750			36,906,484			9,745,997			243,367
Change in unrealized appreciation (depreciation) on investments (unaffiliated)		(62,017,748	)		(12,582,893	)		(7,926,921	)		3,201,495			–			–
Change in unrealized appreciation (depreciation) on investments (affiliated)		–			–			–			–			(2,751,076	)		–
Change in unrealized appreciation (depreciation) on futures contracts		–			–			–			–			–			–
Change in unrealized foreign exchange gain (loss) on other assets and liabilities		63,457			–			(192	)		(1,453	)		–			–
Change in accrued capital gains tax on unrealized appreciation (depreciation)		(210,902	)		–			–			–			–			–
Net unrealized gain (loss) on investments and foreign currencies		(62,165,193	)		(12,582,893	)		(7,927,113	)		3,200,042			(2,751,076	)		–
Net realized and unrealized gain (loss) on investments and foreign currencies		17,406,317			(909,401	)		15,068,637			40,106,526			6,994,921			243,367
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	22,915,543		$	1,328,535		$	14,500,275		$	42,971,880		$	12,899,120		$	265,962
*Net of foreign withholding taxes on interest and dividends of	$	1,051,455		$	109		$	6,558		$	15,245		$	–		$	–
**Net of foreign withholding taxes on capital gains of	$	4,024		$	–		$	–		$	–		$	–		$	–

See Notes to Financial Statements

111

VALIC Company II

STATEMENTS OF OPERATIONS — For the Year Ended August 31, 2010 — (continued)

	SMALL CAP GROWTH FUND			SMALL CAP VALUE FUND			SOCIALLY RESPONSIBLE FUND			STRATEGIC BOND FUND
INVESTMENT INCOME:
Dividends (unaffiliated)	$	165,897		$	5,567,449		$	12,488,630		$	90,946
Dividends (affiliated)		–			–			–			–
Interest (unaffiliated)		118			21,474			13,725			26,815,218
Total investment income*		166,015			5,588,923			12,502,355			26,906,164
EXPENSES:
Investment advisory and management fees		422,022			2,523,653			1,778,652			2,257,680
Administrative service fee		34,755			266,394			498,023			288,075
Shareholder services fee		124,124			951,405			1,778,652			1,028,840
Transfer agent fees and expenses		2,789			2,447			2,447			4,500
Custodian and accounting fees		30,947			156,051			70,386			112,570
Reports to shareholders		–			276,765			84,020			48,004
Audit and tax fees		24,824			22,634			22,642			28,407
Legal fees		18,157			44,796			84,516			46,998
Trustees’ fees and expenses		120			60,002			105,530			60,336
Interest expense		–			–			–			–
Other expenses		17,957			45,021			38,473			21,276
Total expenses before fee waivers, expense reimbursements, and fees paid indirectly		675,695			4,349,168			4,463,341			3,896,686
Fees waived and expenses reimbursed by investment advisor (Note 3)		(99,759	)		(733,829	)		(479,160	)		(234,019	)
Fees paid indirectly (Note 7)		(7,084	)		(24,574	)		–			–
Net expenses		568,852			3,590,765			3,984,181			3,662,667
Net investment income (loss)		(402,837	)		1,998,158			8,518,174			23,243,497
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES:
Net realized gain (loss) on investments (unaffiliated)**		4,847,195			4,663,523			32,849,984			16,128,312
Net realized gain (loss) on investments (affiliated)		–			–			–			–
Net realized gain (loss) from capital gain distributions from underlying funds (affiliated)		–			–			–			–
Net realized gain (loss) on futures contracts		–			1,532,054			5,806,321			–
Net realized foreign exchange gain (loss) on other assets and liabilities		–			–			–			62,307
Net increase from payment by affiliates (Note 3)		–			–			–			–
Net realized gain (loss) on investments and foreign currencies		4,847,195			6,195,577			38,656,305			16,190,619
Change in unrealized appreciation (depreciation) on investments (unaffiliated)		(285,735	)		12,749,903			(1,832,910	)		15,280,978
Change in unrealized appreciation (depreciation) on investments (affiliated)		–			–			–			–
Change in unrealized appreciation (depreciation) on futures contracts		–			(943,617	)		(3,204,489	)		–
Change in unrealized foreign exchange gain (loss) on other assets and liabilities		–			–			–			(25,413	)
Change in accrued capital gains tax on unrealized appreciation (depreciation)		–			–			–			–
Net unrealized gain (loss) on investments and foreign currencies		(285,735	)		11,806,286			(5,037,399	)		15,255,565
Net realized and unrealized gain (loss) on investments and foreign currencies		4,561,460			18,001,863			33,618,906			31,446,184
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	4,158,623		$	20,000,021		$	42,137,080		$	54,689,681
*Net of foreign withholding taxes on interest and dividends of	$	–		$	281		$	–		$	14,026
**Net of foreign withholding taxes on capital gains of	$	–		$	–		$	–		$	–

See Notes to Financial Statements

112

VALIC Company II

STATEMENTS OF CHANGES IN NET ASSETS

	AGGRESSIVE GROWTH LIFESTYLE FUND						CAPITAL APPRECIATION FUND						CONSERVATIVE GROWTH LIFESTYLE FUND						CORE BOND FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income (loss)	$	3,254,877		$	1,626,204		$	245,495		$	443,377		$	2,752,938		$	1,939,547		$	8,233,394		$	8,701,792
Net realized gain (loss) on investments and foreign currencies		6,084,170			(28,254,881	)		1,395,367			(16,022,420	)		4,003,727			(11,567,742	)		6,435,977			(6,920,989	)
Net unrealized gain (loss) on investments and foreign currencies		(2,055,308	)		18,732,132			1,733,969			(10,135,724	)		(246,147	)		8,830,618			9,424,385			6,557,132
Net increase (decrease) in net assets resulting from operations		7,283,739			(7,896,545	)		3,374,831			(25,714,767	)		6,510,518			(797,577	)		24,093,756			8,337,935
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(1,628,806	)		(1,922,321	)		(458,586	)		(56,733	)		(1,939,732	)		(1,434,347	)		(8,876,771	)		(11,242,372	)
Net realized gain on securities		–			(16,646,026	)		–			–			–			(936,600	)		–			–
Total distributions to shareholders		(1,628,806	)		(18,568,347	)		(458,586	)		(56,733	)		(1,939,732	)		(2,370,947	)		(8,876,771	)		(11,242,372	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		23,304,679			28,696,809			(10,824,776	)		(15,492,949	)		20,279,022			2,382,030			68,389,328			(46,176,230	)
TOTAL INCREASE (DECREASE) IN NET ASSETS		28,959,612			2,231,917			(7,908,531	)		(41,264,449	)		24,849,808			(786,494	)		83,606,313			(49,080,667	)
NET ASSETS:
Beginning of period		93,695,809			91,463,892			48,509,903			89,774,352			57,658,580			58,445,074			159,971,202			209,051,869
End of period†	$	122,655,421		$	93,695,809		$	40,601,372		$	48,509,903		$	82,508,388		$	57,658,580		$	243,577,515		$	159,971,202
†Includes accumulated undistributed net investment income (loss) of	$	3,189,827		$	1,563,756		$	168,205		$	378,294		$	2,695,043		$	1,881,837		$	8,162,034		$	8,162,034

See Notes to Financial Statements

113

VALIC Company II

STATEMENTS OF CHANGES IN NET ASSETS — (continued)

	HIGH YIELD BOND FUND						INTERNATIONAL SMALL CAP EQUITY FUND						LARGE CAP VALUE FUND						MID CAP GROWTH FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income (loss)	$	19,813,752		$	18,036,157		$	5,509,226		$	8,347,935		$	2,237,936		$	2,786,979		$	(568,362	)	$	(328,925	)
Net realized gain (loss) on investments and foreign currencies		3,135,730			(41,463,781	)		79,571,510			(238,697,487	)		11,673,492			(93,421,179	)		22,995,750			(55,323,978	)
Net unrealized gain (loss) on investments and foreign currencies		14,191,558			10,085,121			(62,165,193	)		121,474,799			(12,582,893	)		20,093,536			(7,927,113	)		8,449,095
Net increase (decrease) in net assets resulting from operations		37,141,040			(13,342,503	)		22,915,543			(108,874,753	)		1,328,535			(70,540,664	)		14,500,275			(47,203,808	)
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(18,592,117	)		(16,902,354	)		(8,411,268	)		(7,222,320	)		(2,822,618	)		(5,298,743	)		–			–
Net realized gain on securities		–			–			–			(37,148,329	)		–			–			–			(869,715	)
Total distributions to shareholders		(18,592,117	)		(16,902,354	)		(8,411,268	)		(44,370,649	)		(2,822,618	)		(5,298,743	)		–			(869,715	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		51,255,186			14,778,758			(35,903,630	)		89,619,614			(10,438,605	)		(75,085,149	)		(9,977,544	)		(7,285,965	)
TOTAL INCREASE (DECREASE) IN NET ASSETS		69,804,109			(15,466,099	)		(21,399,355	)		(63,625,788	)		(11,932,688	)		(150,924,556	)		4,522,731			(55,359,488	)
NET ASSETS:
Beginning of period	$	191,246,009			206,712,108		$	562,725,332			626,351,120		$	157,710,809			308,635,365		$	158,841,038			214,200,526
End of period†	$	261,050,118		$	191,246,009		$	541,325,977		$	562,725,332		$	145,778,121		$	157,710,809		$	163,363,769		$	158,841,038
†Includes accumulated undistributed net investment income (loss) of	$	18,940,666		$	17,716,611		$	2,713,203		$	6,587,486		$	2,044,297		$	2,644,385		$	(3,148	)	$	(123,818	)

See Notes to Financial Statements

114

VALIC Company II

STATEMENTS OF CHANGES IN NET ASSETS — (continued)

	MID CAP VALUE FUND						MODERATE GROWTH LIFESTYLE FUND						MONEY MARKET II FUND						SMALL CAP GROWTH FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income (loss)	$	2,865,354		$	4,985,357		$	5,904,199		$	3,392,468		$	22,595		$	2,812,658		$	(402,837	)	$	(303,461	)
Net realized gain (loss) on investments and foreign currencies		36,906,484			(133,818,351	)		9,745,997			(39,633,255	)		243,367			122,315			4,847,195			(10,731,731	)
Net unrealized gain (loss) on investments and foreign currencies		3,200,042			31,672,785			(2,751,076	)		28,745,258			–			–			(285,735	)		3,158,863
Net increase (decrease) in net assets resulting from operations		42,971,880			(97,160,209	)		12,899,120			(7,495,529	)		265,962			2,934,973			4,158,623			(7,876,329	)
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(5,491,988	)		(2,455,687	)		(3,392,906	)		(3,304,776	)		(22,595	)		(2,812,871	)		–			–
Net realized gain on securities		–			(10,286,997	)		–			(3,892,788	)		–			–			–			(493,157	)
Total distributions to shareholders		(5,491,988	)		(12,742,684	)		(3,392,906	)		(7,197,564	)		(22,595	)		(2,812,871	)		–			(493,157	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		(65,359,042	)		(29,789,926	)		41,548,016			10,774,203			(39,678,241	)		(76,092,412	)		1,288,170			2,618,493
TOTAL INCREASE (DECREASE) IN NET ASSETS		(27,879,150	)		(139,692,819	)		51,054,230			(3,918,890	)		(39,434,874	)		(75,970,310	)		5,446,793			(5,750,993	)
NET ASSETS:
Beginning of period		478,457,239			618,150,058			141,786,327			145,705,217			253,241,842			329,212,152			42,309,904			48,060,897
End of period†	$	450,578,089		$	478,457,239		$	192,840,557		$	141,786,327		$	213,806,968		$	253,241,842		$	47,756,697		$	42,309,904
†Includes accumulated undistributed net investment income (loss) of	$	2,223,378		$	4,668,055		$	5,793,902		$	3,282,609		$	(5,309	)	$	26,499		$	(2,046	)	$	(70,938	)

See Notes to Financial Statements

115

VALIC Company II

STATEMENTS OF CHANGES IN NET ASSETS — (continued)

	SMALL CAP VALUE FUND						SOCIALLY RESPONSIBLE FUND						STRATEGIC BOND FUND
	For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009			For the Year Ended August 31, 2010			For the Year Ended August 31, 2009
INCREASE (DECREASE) IN NET ASSETS
OPERATIONS:
Net investment income (loss)	$	1,998,158		$	3,675,071		$	8,518,174		$	10,999,413		$	23,243,497		$	20,218,947
Net realized gain (loss) on investments and foreign currencies		6,195,577			(43,503,747	)		38,656,305			(232,648,466	)		16,190,619			(35,974,202	)
Net unrealized gain (loss) on investments and foreign currencies		11,806,286			(6,787,341	)		(5,037,399	)		40,630,250			15,255,565			16,463,585
Net Increase (decrease) in net assets resulting from operations		20,000,021			(46,616,017	)		42,137,080			(181,018,803	)		54,689,681			708,330
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(3,699,201	)		(2,764,873	)		(11,153,884	)		(14,145,313	)		(19,122,627	)		(24,084,315	)
Net realized gain on securities		–			(14,835,780	)		–			(2,733,593	)		–			–
Total distributions to shareholders		(3,699,201	)		(17,600,653	)		(11,153,884	)		(16,878,906	)		(19,122,627	)		(24,084,315	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		(14,435,451	)		103,411,217			(14,549,650	)		(58,962,191	)		75,554,122			19,978,350
TOTAL INCREASE (DECREASE) IN NET ASSETS		1,865,369			39,194,547			16,433,546			(256,859,900	)		111,121,176			(3,397,635	)
NET ASSETS:
Beginning of period		345,551,404			306,356,857			656,132,184			912,992,084			351,497,822			354,895,457
End of period†	$	347,416,773		$	345,551,404		$	672,565,730		$	656,132,184		$	462,618,998		$	351,497,822
†Includes accumulated undistributed net investment income (loss) of	$	2,153,338		$	3,540,183		$	8,187,030		$	10,826,622		$	24,504,200		$	17,992,786

See Notes to Financial Statements

116

VALIC Company II

NOTES TO FINANCIAL STATEMENTS

Note 1 — Organization

VALIC Company II (the “Series” or “VC II”) was organized as a Delaware business trust on May 6, 1998, by The Variable Annuity Life Insurance Company (“VALIC” or the “Adviser”). VALIC, the investment adviser to VC II, is an indirect wholly-owned subsidiary of American International Group, Inc. (“AIG”). VC II is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end, management investment company. The Series consists of 15 separate mutual funds (collectively the “Funds” or each a “Fund”), each of which issues its own class of shares of beneficial interest:

Aggressive Growth Lifestyle Fund*	Mid Cap Value Fund
Capital Appreciation Fund	Moderate Growth Lifestyle Fund*
Conservative Growth Lifestyle Fund*	Money Market II Fund
Core Bond Fund	Small Cap Growth Fund
High Yield Bond Fund	Small Cap Value Fund
International Small Cap Equity Fund	Socially Responsible Fund
Large Cap Value Fund	Strategic Bond Fund
Mid Cap Growth Fund

* The Lifestyle Funds represent “Fund of Funds” which invest in either the VALIC Company I (“VC I”) or VC II Mutual Funds.

Each Fund is diversified with the exception of Aggressive Growth Lifestyle Fund, Conservative Growth Lifestyle Fund and Moderate Growth Lifestyle Fund, which are non-diversified as defined by the 1940 Act.

Indemnifications. Under VC II’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, VC II enters into contracts that contain the obligation to indemnify others. The Funds maximum exposure under these arrangements is unknown. Currently, however, VC II expects the risk of loss to be remote.

Note 2 — Significant Accounting Policies

The preparation of financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates and those differences could be significant. The following is a summary of the significant accounting policies followed by the Funds in the preparation of their financial statements:

A. Security Valuation

Stocks are generally valued based upon closing sales prices reported on recognized securities exchanges. Stocks listed on the NASDAQ are valued using the NASDAQ Official Closing Price (“NOCP”). Generally, the NOCP will be the last sale price unless the reported trade for the stock is outside the range of the bid/ask price. In such cases, the NOCP will be normalized to the nearer of the bid or ask price. For listed securities having no sales reported and for unlisted securities, such securities will be valued based upon the last reported bid price.

As of the close of regular trading on the New York Stock Exchange, securities traded primarily on security exchanges outside the United States are valued at the last sale price on such exchanges on the day of valuation, or if there is no sale on the day of valuation, at the last-reported bid price. If a security’s price is available from more than one exchange, the Fund uses the exchange that is the primary market for the security. However, depending on the foreign market, closing prices may be up to 15 hours old when they are used to price the Fund’s shares, and the Fund may determine that certain closing prices do not reflect the fair value of securities. This determination will be based on review of a number of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U. S. markets that represent foreign securities and baskets of foreign securities. If the Fund determines that closing prices do not reflect the fair value of the securities, the Fund will adjust the previous closing prices in accordance with pricing procedures approved by the Board to reflect what it believes to be the fair value of the securities as of the close of regular trading on the New York Stock Exchange. The Fund may also fair value securities in other situations, for example, when a particular foreign market is closed but the Fund is open. For foreign equity securities, the Fund uses an outside pricing service to provide it with closing market prices and information used for adjusting those prices.

Non-convertible bonds and debentures, other long-term debt securities, and short term debt securities with maturities in excess of 60 days, are valued at bid prices obtained for the day of valuation from a bond pricing service, when such prices are available. The pricing services may use valuation models or matrix pricing which considers information with respect to comparable bond and note transactions, quotations from bond dealers, or by reference to other securities that are considered comparable in such characteristics as rating, interest rate, and maturity date, option adjusted spreads models, prepayments projections, interest rate spreads, and yield curves to determine current value. If a vendor quote is unavailable, the securities may be priced at the mean of two independent quotes obtained from brokers.

Short-term securities with 60 days or less to maturity are amortized to maturity based on their cost to the Fund if acquired within 60 days of maturity or, if already held by the Fund on the 60th day, are amortized to maturity based on the value determined on the 61st day.

Senior Secured Floating Rate Loans (“Loans”) for which an active secondary market exists to a reliable degree, will be valued at the mean of the last available bid and ask prices in the market for such Loans, as provided by a third party pricing service.

Futures contracts and options traded on national securities exchanges are valued as of the close of the exchange upon which they trade. Forward contracts are valued at the 4:00 p.m. eastern time forward rate. Other securities are valued on the basis of last sale or bid price (if a last sale price is not available) in what is, in the opinion of the Adviser, the broadest and most representative market, that may be either a securities exchange or the over-the-counter market.

117

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in open-end and closed-end registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded.

For the Money Market II Fund, securities are valued at amortized cost, which approximates market value. The amortized cost method involves valuing a security at its cost on the date of purchase and thereafter assuming a constant amortization to maturity of any discount or premium. In accordance with rule 2a-7 under the 1940 Act, VC II’s Board of Trustees (the “Board” or the “Trustees”) has adopted procedures intended to stabilize the Money Market II Fund’s net asset value per share at $1.00. These procedures include the determination, at such intervals as the Board deems appropriate and reasonable in light of current market conditions, of the extent, if any, to which the Money Market II Fund’s market-based net asset value per share deviates from the Fund’s amortized cost per share. The calculation of such deviation is referred to as “shadow pricing.” For purposes of these market-based valuations, securities for which market quotations are not readily available are fair valued, as determined pursuant to procedures adopted in good faith by the Board.

Securities for which market quotations are not readily available or if a development/significant event occurs that may significantly impact the value of the security, then these securities are valued, as determined pursuant to procedures adopted in good faith by the Board. There is no single standard for making fair value determinations, which may result in prices that vary from those of other funds.

The various inputs that may be used to determine the value of the Funds’ investments are summarized into three broad levels listed below:

Level 1 — Unadjusted 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, referenced indicies, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the Board, etc.)

Level 3 — Significant unobservable inputs (includes inputs that reflect the Funds’ own assumptions about the assumptions market participants would use in pricing the security, developed based on the best information available under the circumstances)

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

The summary of the inputs used to value the Funds’ net assets as of August 31, 2010 are reported on a schedule following the Portfolio of Investments.

B. Derivative Instruments

The following tables present the value of derivatives held as of August 31, 2010, by their primary underlying risk exposure and respective location on the Statement of Assets and Liabilities and the effect of derivatives on the Statement of Operations for the year ending August 31, 2010:

	Small Cap Value Fund
	Asset Derivatives 2010			Liability Derivatives 2010
Derivative Contracts(1)	Statements of Assets and Liabilities Location	Fair Value		Statements of Assets and Liabilities Location	Fair Value
Equity contracts(2)(3)	Variation margin on futures contracts	$	3,920	Variation margin on futures contracts	$	—

Derivative Contracts(1)	Location of Gain (Loss) on Derivatives Recognized in Statement of Operations	Realized Gain (Loss) on Derivatives Recognized in Statement of Operations		Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Statement of Operations
Equity contracts(2)(3)	Net realized gain (loss) on futures contracts/Change in unrealized appreciation (depreciation) on futures contracts	$	1,532,054	$	(943,617	)

(1) The Fund’s derivative contracts held during the year ended August 31, 2010, are not accounted for as hedging instruments under accounting principles generally accepted in the United States of America.

(2) The average notional amount outstanding for equity futures contracts was $10,742.

(3) The variation margin on futures contracts is included in the cumulative appreciation (depreciation) of $(153,628) as reported in the Portfolio of Investments.

118

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

	Socially Responsible Fund
	Asset Derivatives 2010			Liability Derivatives 2010
Derivative Contracts(1)	Statements of Assets and Liabilities Location	Fair Value		Statements of Assets and Liabilities Location	Fair Value
Equity contracts(2)(3)	Variation margin on futures contracts	$	43,200	Variation margin on futures contracts	$	—

Derivative Contracts(1)	Location of Gain (Loss) on Derivatives Recognized in Statement of Operations	Realized Gain (Loss) on Derivatives Recognized in Statement of Operations		Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Statement of Operations
Equity contracts(2)(3)	Net realized gain (loss) on futures contracts/Change in unrealized appreciation (depreciation) on futures contracts	$	5,806,321	$	(3,204,489	)

(1) The Fund’s derivative contracts held during the year ended August 31, 2010, are not accounted for as hedging instruments under accounting principles generally accepted in the United States of America.

(2) The average notional amount outstanding for equity futures contracts was $19,329.

(3) The variation margin on futures is included in the cumulative appreciation (depreciation) of $(107,726) as reported in the Portfolio of Investments.

Forward Foreign Currency Contracts. Certain Funds may enter into forward foreign currency contracts (“forward contracts”) for various purposes, including to facilitate settlement of foreign currency denominated Fund transactions, to attempt to protect securities and related receivables and payables against changes in future foreign exchange rates or to enhance return. As of August 31, 2010, none of the Funds had open forward contracts.

A forward contract is an agreement between two parties to buy or sell currency at a set price on a future date. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked-to-market daily using the forward rate and the change in market value is recorded by the Fund as unrealized gain or loss on the Statement of Assets and Liabilities. On the settlement date, the Fund records either realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Risks to the Funds of entering into forward contracts include counterparty risk and market risk. Counterparty risk arises upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts. Market risk is the risk that the value of the forward contract will depreciate due to unfavorable changes in the exchange rates. These contracts may involve market risk in excess of the unrealized gain or loss reflected on the Statement of Assets and Liabilities. Currency transactions are also subject to risks different from those of other Fund transactions. Because currency control is of great importance to the issuing governments and influences economic planning and policy, purchases and sales of currency and related instruments can be adversely affected by government exchange controls, limitations or restrictions on repatriation of currency, and manipulations or exchange restrictions imposed by governments.

Futures Contracts. Certain of the Funds may enter into futures contracts for various purposes, including to increase or decrease exposure to equity or bond markets, or to hedge against changes in interest rates, prices of stocks, bonds or other instruments, or currency rates, or to enhance income or total return. During the year ended August 31, 2010, the Small Cap Value Fund and Socially Responsible Fund used equity futures contracts to increase exposure to equity markets. As of August 31, 2010, the following Funds had open futures contracts: Small Cap Value Fund and Socially Responsible Fund, which are reported on a schedule following each Fund’s Portfolio of Investments.

A futures contract is an agreement between two parties to buy and sell a financial instrument at a set price on a future date. Upon entering into a futures transaction, a Fund will be required to segregate an initial margin payment of cash or other liquid securities with the Futures Commission Merchant (the “broker”). Common futures contracts include interest rate futures, single stock futures, stock index futures and currency futures. An interest rate futures contract is a contract to buy or sell specified debt securities at a future time for a fixed price. A single stock futures contract is a contract to buy a single stock at a future time for a fixed price. A stock index futures contract is similar in economic effect to a single stock futures contract, except that rather than being based on a specific security it is based on a specified index of stocks and not the stocks themselves. A currency futures contract is a contract to buy or sell a specific foreign currency at a future time for a fixed price.

A Fund’s participation in the futures markets involves certain risks, including imperfect correlation between movements in the price of futures contracts and movements in the price of the securities hedged or used for cover. Pursuant to a contract, the Funds agree to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as “variation margin” and are recorded by the Funds as unrealized appreciation or depreciation on the Statement of Assets and Liabilities. When a contract is closed, the Funds record a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Futures contracts are generally conducted through regulated exchanges, which minimize counterparty credit risks.

The primary risk to the Funds of entering into futures contracts is market risk. Market risk is the risk that there will be an unfavorable change in the interest rate, value or currency rate of the underlying security(ies). Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed on the Statement of Assets and Liabilities.

C. Structured Securities

Certain of the Funds may invest in structured securities for various purposes, including managing exposure to fluctuations in currency exchange rates, interest rates, commodity prices, indices or other financial indicators or for speculation. As of August 31, 2010, the Core Bond Fund held one structured security.

Structured securities include notes, bonds or debentures that provide for the payment of principal of, and/or interest in, amounts determined by reference to changes in the value of specific currencies, interest rates, commodities, indices or other financial indicators (the “Reference”) or the relative change in two or more References. The interest rate or the principal amount payable upon maturity or redemption may be increased or decreased depending upon changes in the applicable Reference. The terms of structured securities may provide that under certain circumstances no principal is due at maturity and, therefore, may result in the loss of a Fund’s entire investment in the structured security.

119

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Structured securities may be positively or negatively indexed, so that appreciation of the Reference may produce an increase or decrease in the interest rate or value of the security at maturity. In addition, the change in interest rate or the value of the security at maturity may be a multiple of the change in the value of the Reference (i.e. leveraged structured securities). Consequently, leveraged structured securities entail a greater degree of market risk than other types of debt obligations. Structured securities may also be more volatile, less liquid and more difficult to accurately price than less complex fixed income investments (i.e. investment grade corporate bonds).

The risks of investing in a particular structured security will depend on the terms of the investment; however, structured securities generally will expose the Fund to counterparty risk, illiquidity risk and market risk. Counterparty risk arises from the potential inability of counterparties to meet the terms of their contract. Structured securities are typically sold in private placement transactions with no active trading market. Market risk is the risk that there will be an unfavorable change in the Reference. Investments in structured securities may be more volatile than their underlying instruments; however, generally any loss is limited to the amount of the original investment.

D. Repurchase Agreements

The Funds along with other affiliated registered investment companies, pursuant to exemptive relief granted by the Securities and Exchange Commission, may transfer uninvested cash balances into a single joint account, the daily aggregate balance of which is invested in one or more repurchase agreements collateralized by U.S. Treasury or federal agency obligations. For repurchase agreements and joint repurchase agreements, the Funds’ custodian takes possession of the collateral pledged for investments in such repurchase agreements. The underlying collateral is valued daily on a mark-to-market basis, plus accrued interest, to ensure that the value, at the time the agreement is entered into, is equal to at least 102% of the repurchase price, including accrued interest. In the event of default of the obligation to repurchase, a Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.

As of August 31, 2010, the following funds held an undivided interest in the joint repurchase agreement with State Street Bank & Trust Co.:

Fund	Percentage Ownership			Principal Amount
Small Cap Value		0.80	%	$	2,431,000
Socially Responsible		3.51	%		10,643,000

As of such date, the repurchase agreement in that joint account and the collateral therefore were as follows:

State Street Bank & Trust Co., dated August 31, 2010, bearing interest at a rate of 0.01% per annum, with a principal amount of $303,234,000, a repurchase price of $303,234,084, and a maturity date of September 1, 2010. The repurchase agreement is collateralized by the following:

Type of Collateral	Interest Rate			Maturity Date		Principal Amount		Market Value
U.S. Treasury Notes		2.50	%		04/30/15	$	290,315,000	$	309,301,601

As of August 31, 2010, the following funds held an undivided interest in the joint repurchase agreement with UBS Securities, LLC:

Fund	Percentage Ownership			Principal Amount
Money Market II Fund		10.92	%	$	21,842,000

As of such date, the repurchase agreement in that joint account and the collateral therefore were as follows:

UBS Securities LLC, dated August 31, 2010, bearing interest at a rate of 0.22% per annum, with a principal amount of $200,000,000, a repurchase price of $200,001,222, and a maturity date of September 1, 2010. The repurchase agreement is collateralized by the following:

Type of Collateral	Interest Rate			Maturity Date		Principal Amount		Market Value
U.S. Treasury Inflation Index Notes		3.63	%		04/15/28	$	112,011,000	$	204,000,034

E. Foreign Currency Translation

The books and records of the Series are maintained in U.S. dollars. Assets and liabilities denominated in foreign currencies and commitments under forward foreign currency contracts are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation.

The Series does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in the market prices of securities held at the end of the period. Similarly, the Series does not isolate the effect of changes in foreign exchange rates from the changes in the market prices of portfolio securities sold during the period.

Realized foreign exchange gains and losses on other assets and liabilities and change in unrealized foreign exchange gains and losses on other assets and liabilities located in the Statement of Operations include realized foreign exchange gains and losses from currency gains or losses between the trade and the settlement dates of securities transactions, the difference between the amounts of interest, dividends and foreign withholding taxes recorded on the Series books and the U.S. dollar equivalent amounts actually received or paid and changes in the unrealized foreign exchange gains and losses relating to the other assets and liabilities arising as a result of changes in the exchange rate.

F. Securities Transactions, Investment Income, Expenses, Dividends and Distributions to Shareholders

Security transactions are recorded on a trade date basis. Realized gains and losses on securities sold are determined on the basis of identified cost. Dividend income and capital gain distributions received are recorded on the ex-dividend date except for certain dividends from foreign securities, which are recorded as soon as the Funds are informed

120

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

after the ex-dividend date. Distributions received from the Fund’s investments in U.S. real estate investment trusts (“REITS”) often include a “return of capital” which is recorded by the Funds as a reduction to the cost basis of the securities held. Interest income is accrued daily except when collection is not expected. For financial statement purposes, the Funds amortize all premiums and accrete all discounts on fixed income securities. Funds which earn foreign income and capital gains may be subject to foreign withholding taxes and capital gains taxes at various rates. Under applicable foreign law, a withholding of tax may be imposed on interest, dividends and capital gains at various rates. India, Thailand and certain other countries tax regulations require that taxes be paid on capital gains realized by the Fund.

Common expenses incurred by the Series are allocated among the Funds based upon relative net assets or other appropriate allocation methods. In all other respects, expenses are charged to each Fund as incurred on a specific identification basis. For the Lifestyle Funds, the expenses included in the accompanying financial statements reflect the expenses of the Lifestyle Funds and do not include any expenses associated with the underlying Funds.

Dividends from net investment income, if any, are normally declared and paid annually, except for the Money Market II Fund, which declares daily and pays monthly. Distributions from net realized capital gains, if any, are normally declared and paid annually.

The Funds record dividends and distributions to their shareholders on the ex-dividend date. The amount of dividends and distributions from net investment income and net realized gains are determined and presented in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles. These “book/ tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts at fiscal year end based on their federal tax-basis treatment; temporary differences do not require reclassification. Net investment income (loss), net realized gain (loss) and net assets are not affected by these reclassifications.

Each Fund intends to comply with the requirements of the Internal Revenue Code, as amended, applicable to regulated investment companies and distribute all of its taxable income, including any net realized gain on investments, to its shareholders. Therefore, no federal tax provision is required. Each Fund is considered a separate entity for tax purposes. The Funds file U.S. federal and certain state income tax returns. With few exceptions, the Funds are no longer subject to U.S. federal and state tax examinations by tax authorities for returns ending before 2006.

Note 3 — Advisory Fees and Other Transactions with Affiliates

VALIC, serves as investment adviser to VC II. Certain officers and trustees of VC II are officers and directors of VALIC or affiliates of VALIC. VALIC receives from VC II a monthly fee based on each Fund’s average daily net asset value at the following annual rates:

Aggressive Growth Lifestyle Fund	0.10%
Capital Appreciation Fund†	0.55% on first $1 billion
	0.525% on asset over $1 billion
Conservative Growth Lifestyle Fund	0.10%
Core Bond Fund	0.50% on the first $200 million
	0.45% on the next $300 million
	0.40% on assets over $500 million
High Yield Bond Fund	0.65% on the first $150 million
	0.60% on the next $350 million
	0.55% on assets over $500 million
International Small Cap Equity Fund*	0.90% on the first $100 million
	0.80% on the next $650 million
	0.75% on assets over $750 million
Large Cap Value Fund††	0.50% on the first $500 million
	0.475% on assets over $500 million
Mid Cap Growth Fund	0.80% on the first $50 million
	0.75% on the next $50 million
	0.70% on the next $150 million
	0.65% on the next $250 million
	0.60% on assets over $500 million
Mid Cap Value Fund	0.75% on the first $100 million
	0.725% on the next $150 million
	0.70% on the next $250 million
	0.675% on the next $250 million
	0.65% on the assets over $750 million
Moderate Growth Lifestyle Fund	0.10%
Money Market II Fund@	0.25%

121

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Small Cap Growth Fund	0.85% on the first $100 million
	0.80% on assets over $100 million
Small Cap Value Fund	0.75% on the first $50 million
	0.65% on the assets over $50 million
Socially Responsible Fund**	0.25% on the first $1 billion
	0.24% on assets over $1 billion
Strategic Bond Fund	0.60% on the first $200 million
	0.50% on the next $300 million
	0.45% on assets over $500 million

* Prior to December 14, 2009, the advisory fee for International Small Cap Equity Fund was 0.90% on the first $100 million and 0.80% on assets over $100 million.

** Prior to December 1, 2009, the advisory fee for Socially Responsible Fund was 0.25% on all assets.

† Prior to June 1, 2010, the Capital Appreciation Fund’s advisory fee rate was 0.55% on all assets.

†† Prior to June 7, 2010, the Large Cap Value Fund’s advisory fee rate was 0.50% on all assets.

@ The Advisor may voluntarily waive investment advisory fees to avoid a negative yield on the Money Market II Fund. The voluntary waivers may be terminated at any time at the option of VALIC. The exact amount of the voluntary waivers may change on a day-to-day basis. There is no guarantee that the Money Market II Fund will be able to avoid a negative yield. For the year ended August 31, 2010, the amount of investment advisory fees waived were $459,255.

VALIC entered into sub-advisory agreements with the following:

Bridgeway Capital Management, Inc.—subadviser for the Capital Appreciation Fund.

FAF Advisors, Inc.—subadviser for a portion of the Mid Cap Value Fund.

Invesco Advisers, Inc.⁽²⁾—subadviser for the Mid Cap Growth Fund and a portion of International Small Cap Equity Fund.

Janus Capital Management, LLC (“Janus”)⁽⁴⁾—subadviser for a portion of the Large Cap Value Fund.

J.P. Morgan Investment Management, Inc. (“JPMIM”)—subadviser for the Small Cap Growth Fund and a portion of the Small Cap Value Fund.

Metropolitan West Capital Management, LLC (“MetWest Capital”)⁽¹⁾—subadviser for a portion of the Small Cap Value Fund.

PineBridge Investments, LLC (“PineBridge”)†—subadviser for the Strategic Bond Fund, Core Bond Fund, Aggressive, Moderate and Conservative Growth Lifestyle Funds and a portion of the International Small Cap Equity Fund.

The Boston Co. Asset Management, LLC (“The Boston Co.”)⁽⁴⁾—subadviser for a portion of the Large Cap Value Fund.

SunAmerica Asset Management Corp.(“SunAmerica”)⁽¹⁾⁽³⁾—subadviser for the Money Market II Fund, Socially Responsible Fund, and a portion of the Small Cap Value Fund.

Wellington Management Co. LLP—subadviser for the High Yield Bond Fund and a portion of the Mid Cap Value Fund.

† Formerly known as AIG Global Investment Corp.

(1) Effective February 8, 2010, MetWest Capital and SunAmerica became subadvisers for the Small Cap Value Fund, each managing a portion of the assets of the Fund. JPMIM continues to manage a portion of the assets of the Small Cap Value Fund.

(2) Effective December 14, 2009, Invesco Advisers became a sub-adviser for a portion of International Small Cap Equity Fund, managing a portion of the assets of the Fund. PineBridge continues to manage a portion of the assets of the International Small Cap Equity Fund.

(3) Effective December 1, 2009, SunAmerica replaced PineBridge as subadviser for a portion of the Socially Responsible Fund.

(4) Effective June 7, 2010, the Boston Co. and Janus replaced SSgA Funds Management, Inc. as subadvisers for the Large Cap Value Fund, each managing a portion of the assets of the Fund.

The subadvisers are compensated for their services by VALIC.

VALIC contractually agreed to waive fees and/or reimburse expenses, if necessary, at or below the following percentages of each Fund’s average net assets through December 31, 2010. For the purposes of waived fee and/or reimbursed expense calculations, annual fund operating expenses shall not include extraordinary expenses, as determined under generally accepted accounting principles, or acquired fund fees and expenses. The contractual expense waivers and fee reimbursements will continue indefinitely, subject to termination by the Board, including a majority of the Trustees who are not deemed to be interested persons of the Fund or VALIC as defined by Section 2(a)(19) of the 1940 Act (“the Disinterested Directors”).

Fund	Maximum Expense Limitation
Aggressive Growth Lifestyle		0.10	%
Capital Appreciation		0.85	%
Conservative Growth Lifestyle		0.10	%
Core Bond		0.77	%
High Yield Bond†		0.96	%
International Small Cap Equity		1.00	%

122

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Fund	Maximum Expense Limitation
Large Cap Value		0.81	%
Mid Cap Growth		0.85	%
Mid Cap Value		1.05	%
Moderate Growth Lifestyle		0.10	%
Money Market II		0.55	%
Small Cap Growth		1.16	%
Small Cap Value		0.95	%
Socially Responsible		0.56	%
Strategic Bond		0.89	%

† Effective January 1, 2010 the expense limitation for High Yield Bond Fund was changed from 0.99% to 0.96%.

For the period ended August 31, 2010, VALIC reimbursed expenses as follows:

Fund	Amount
Aggressive Growth Lifestyle	$	112,883
Capital Appreciation		102,255
Conservative Growth Lifestyle		90,114
Core Bond		252,575
High Yield Bond		209,240
International Small Cap Equity		1.498,971
Large Cap Value		185,586
Mid Cap Growth		535,730
Mid Cap Value		314,314
Moderate Growth Lifestyle		129,768
Money Market II		145,458
Small Cap Growth		99,759
Small Cap Value		733,829
Socially Responsible		479,160
Strategic Bond		234,019

VC II, on behalf of each Fund, other than the Lifestyle Funds, has entered into an Administrative Services Agreement with SunAmerica (“Administrator”). SunAmerica receives from each Fund, other than the Lifestyle Funds, an annual fee of 0.07% based on the average daily net asset value of the Fund. Pursuant to the Administrative Services Agreement, SunAmerica provides administrative services to the Board, regulatory reporting, internal legal and compliance services, fund accounting and related portfolio accounting services, all necessary office space, equipment, personnel, compensation and facilities for handling the affairs of the Funds and other services. Without limiting the generality of the foregoing, the Administrator (or its appointed service provider): assists with the preparation of prospectuses, statements of additional information, registration statements, and proxy materials; develops and prepares communications to shareholders, including the annual and semi-annual reports to shareholders; coordinates and supervises the preparation and filing of Fund tax returns; assists with the design, development, and operation of the Funds; prepares the Funds’ financial statements; determines the net asset value of the Funds’ shares; supervises the Funds’ transfer agent with respect to the payment of dividends and other distributions to shareholders; and calculates performance data of the Funds. During the period ended August 31, 2010, VC II accrued $2,578,875 for accounting and administrative services.

VC II, on behalf of each Fund, has entered into a Transfer Agency and Services Agreement with VALIC. VALIC receives from the Series and VCI an annual fee of $132,510, which is allocated to each Fund based on shareholder accounts. Under this agreement, VALIC provides services which include the issuance and redemption of shares, payment of dividends between VC II and their “Institutional” shareholders and certain shareholder reporting services including confirmation of transactions, statements of accounts and tax reporting. In addition to the above, VALIC provides “Blue Sky” registration and reporting for the Fund to offer shares in applicable states and to effect and maintain, as the case may be, including but not limited to, the qualification of shares of the Fund that are sold outside of the variable annuity or variable universal life and are for sale under the securities laws of the jurisdictions to qualified plans. For the period ended August 31, 2010, VC II accrued $41,494 in transfer agency and services fees.

VC II, on behalf of each Fund, other than the Lifestyle Funds, has entered into a Shareholder Services Agreement with VALIC. Under the agreement, VALIC provides record keeping, account maintenance, and other administrative and shareholder services for contract owners and participants. VALIC receives from each Fund, other than the Lifestyle Funds, an annual fee of 0.25% based on average daily net assets of the Fund. For the period ended August 31, 2010, VC II accrued $9,210,265 in shareholder service expenses.

On January 23, 2001, the Board ratified a Deferred Compensation Plan for its independent trustees who are not officers, directors, or employees of VALIC, or an affiliate of VALIC. The effective date of the plan was January 1, 2001. The first deferred payment was made in March of 2001. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred may be invested in up to six different affiliated mutual funds that are specified in the plan as selected by the trustees. Obligations under the deferred compensation plan represents unsecured claims against the general assets of the Funds. For the period ended August 31, 2010, VC II has deferred $13,599 of trustee compensation.

123

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

On January 23, 2001, the Board approved a retirement plan for its independent trustees who are not officers, directors, or employees of VALIC or an affiliate of VALIC. The Series and VC I are responsible for the payment of the retirement benefits, as well as all administration expenses of the plan. Generally, benefits vested under the plan are payable for a ten-year period upon retirement and are based upon each Trustee’s years of service. In the event of a Trustee’s death prior to complete distribution of benefits, the Trustee’s beneficiary or estate will be entitled to receive installment payments or a discounted lump-sum payments of the remaining benefits.

Effective April 27, 2009, the Retirement Plan was terminated. As a result of terminating the retirement plan, (1) the Retirement Plan was frozen as to future accruals for active Participants as of December 31, 2008, and (2) permits active Participants to elect to receive a distribution of their entire Retirement Plan account balance in 2010. On May 24, 2010, VC II made lump sum payments to the Directors in accordance with the terms of the Retirement Plan.

The following amounts for the retirement plan liability are included in the Trustees’ fees and expenses line on the Statement of Assets and Liabilities and the amounts for the retirement plan expenses are included in the Trustees’ fees and expenses on the Statement of Operations:

	Retirement Plan Liability as of August  31, 2010		Retirement Plan Expense		Retirement Plan Payments
Fund			For the period ended August 31, 2010
Aggressive Growth Lifestyle	$	—	$	1,070	$	64,916
Capital Appreciation		83		—		66,186
Conservative Growth Lifestyle		—		—		46,476
Core Bond		362		—		135,520
High Yield Bond		439		7,329		127,420
International Small Cap Equity		1,119		18,094		356,996
Large Cap Value		300		—		177,771
Mid Cap Growth		347		6,010		99,898
Mid Cap Value		998		—		379,234
Moderate Growth Lifestyle		—		—		103,507
Money Market II		428		—		187,226
Small Cap Growth		91		—		54,297
Small Cap Value		733		21,282		183,096
Socially Responsible		1,371		24,403		424,948
Strategic Bond		791		18,818		209,313

At August 31, 2010, VALIC, through its insurance company separate accounts, owned over five percent of the outstanding shares of the following Funds:

Fund	VALIC
Aggressive Growth Lifestyle		100.00%
Capital Appreciation		100.00%
Conservative Growth Lifestyle		100.00%
Core Bond		100.00%
High Yield Bond		99.92%
International Small Cap Equity		100.00%
Large Cap Value		100.00%
Mid Cap Growth		100.00%
Mid Cap Value		98.96%
Moderate Growth Lifestyle		100.00%
Money Market II		100.00%
Small Cap Growth		100.00%
Small Cap Value		100.00%
Socially Responsible		100.00%
Strategic Bond		99.82%

As disclosed in the portfolio of investments, certain Funds own securities issued by AIG or an affiliate thereof. As of August 31, 2010, the following Funds recorded realized gains (losses) and income on security transactions of AIG and subsidiaries of AIG as follows:

Fund	Security	Income		Capital Gain Distribution Received
Aggressive Growth Lifestyle	Various VC I and II Funds*	$	3,366,461	$	321,851
Conservative Growth Lifestyle	Various VC I and II Funds*		2,822,881		68,261
Large Cap Value	VC I Money Market Fund		145		—
Moderate Growth Lifestyle	Various VC I and II Funds*		6,075,348		323,631

124

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Fund	Security	Market Value at 08/31/09		Cost of Purchases		Proceeds from Sales		Realized Gain/(Loss)		Change in Unrealized Gain/(Loss)			Market Value at 08/31/10
Aggressive Growth Lifestyle	Various VCI and VC II Funds*	$	93,779,196	$	72,540,605†	$	47,469,105	$	5,762,319		(2,055,308	)	$	122,557,707
Conservative Growth Lifestyle	Various VCI and VC II Funds*		57,736,775		49,291,644†		28,274,578		3,935,466		(246,147	)	$	82,443,160
Large Cap Value	VC I Money Market Fund		958,928		12,001,008		12,959,936		—		—			—
Moderate Growth Lifestyle	Various VCI and VC II Funds*		141,931,692		101,334,255†		57,194,286		9,422,366		(2,751,076	)	$	192,742,951

* See Portfolio of Investments for details.

† Includes reinvestment of distributions paid.

As a result of losses on medium-term notes issued by Cheyne Finance LLC, that were previously held in the Money Market II Fund, VALIC made capital contributions to the Money Market II Fund in the amount of $221,000 for the year ended August 31, 2010.

On March 4, 2009, AIG, the ultimate parent of VALIC, the Funds’ investment adviser, American General Distributors, Inc., the Funds’ distributor and SunAmerica, the subadvisor to the Money Market II Fund, Small Cap Value Fund and Socially Responsible Fund and the Funds’ administrator issued and sold to the AIG Credit Facility Trust, a trust established for the sole benefit of the United States Treasury (the “Trust”), 100,000 shares of AIG’s Series C Perpetual, Convertible, Participating Preferred Stock (the “Stock”) for an aggregate purchase price of $500,000, with an understanding that additional and independently sufficient consideration was also furnished to AIG by the Federal Reserve Bank of New York (the “FRBNY”) in the form of its lending commitment (the “Credit Facility”) under the Credit Agreement, dated as of September 22, 2008, between AIG and the FRBNY. The Stock has preferential liquidation rights over AIG common stock, and, to the extent permitted by law, votes with AIG’s common stock on all matters submitted to AIG’s shareholders. As of September 30, 2010, the Trust had approximately 79.8% of the aggregate voting power of AIG’s common stock and is entitled to approximately 79.8% of all dividends paid on AIG’s common stock, in each case treating the Stock as if converted.

Note 4 — Investment Activity

The cost of purchases and proceeds from sales and maturities of long-term investments, during the period ended August 31, 2010, were as follows:

Fund	Purchases of Investment Securities (Excluding  U.S. Government Securities)		Sales of Investment Securities (Excluding U.S. Government Securities)		Purchase of U.S. Government Securities		Sales of U.S. Government Securities
Aggressive Growth Lifestyle	$	72,540,605	$	47,469,105	$	—	$	—
Capital Appreciation		25,907,769		37,090,315		—		—
Conservative Growth Lifestyle		49,291,644		28,274,578		—		—
Core Bond		312,307,486		286,381,481		99,219,584		47,893,330
High Yield Bond		166,310,358		106,002,998		—		—
International Small Cap Equity		710,666,311		734,124,181		—		—
Large Cap Value		344,765,948		358,820,135		—		—
Mid Cap Growth		126,628,936		151,954,888		—		—
Mid Cap Value		401,887,346		472,766,116		—		—
Moderate Growth Lifestyle		101,334,255		57,194,287		—		—
Small Cap Growth		40,338,290		38,575,250		—		—
Small Cap Value		476,878,602		484,519,272		938,593		1,505,000
Socially Responsible		674,553,576		667,754,798		—		—
Strategic Bond		560,371,851		490,000,088		51,271,561		42,100,556

Note 5 — Federal Income Taxes

The following tables detail the tax basis of distributions as well as the components of distributable earnings. The tax basis components of distributable earnings differ from the amounts reflected in the Statements of Assets and Liabilities due to temporary book/tax differences primarily arising from wash sales, post October losses, investments in passive foreign investment companies, and derivative transactions. Also included in the following tables are the capital loss carryforwards at August 31, 2010.

The information in the following table is presented on the basis of cost for federal income tax purposes at August 31, 2010:

Fund	Identified Cost of Investments Owned		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Aggressive Growth Lifestyle	$	137,958,000	$	12,836,193	$	(28,236,486	)	$	(15,400,293	)
Capital Appreciation		40,888,046		3,875,957		(3,201,040	)		674,917
Conservative Growth Lifestyle		78,216,000		7,753,645		(3,526,485	)		4,227,160
Core Bond		237,656,848		10,568,527		(2,411,212	)		8,157,315
High Yield Bond		252,377,150		17,111,024		(15,569,809	)		1,541,215
International Small Cap Equity		529,640,355		57,290,957		(47,419,203	)		9,871,754

125

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Fund	Identified Cost of Investments Owned		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Large Cap Value	$	154,358,160	$	3,817,516	$	(13,003,351	)	$	(9,185,835	)
Mid Cap Growth		155,249,725		18,463,564		(11,657,924	)		6,805,640
Mid Cap Value		445,711,827		45,442,342		(35,309,703	)		10,132,639
Moderate Growth Lifestyle		188,780,368		21,718,281		(17,755,698	)		3,962,583
Money Market II		213,786,591		—		—			—
Small Cap Growth		48,476,291		6,032,406		(6,665,193	)		(632,787	)
Small Cap Value		371,004,339		22,635,863		(47,460,524	)		(24,824,661	)
Socially Responsible		708,548,536		46,515,615		(83,235,363	)		(36,719,748	)
Strategic Bond		441,508,585		23,793,467		(9,228,968	)		14,564,499

The tax character of distributions paid may differ from the Statement of Changes in Net Assets due to short-term capital gains being treated as ordinary income distributions for tax purposes. The tax basis distributable earnings at August 31, 2010 and the tax character of distributions paid during the year ended August 31, 2010 were as follows:

	Distributable Earnings								Tax Distributions
Fund	Ordinary Income		Long-Term Gains/ Capital Loss Carryover And Other Losses			Unrealized Appreciation (Depreciation)*			Ordinary Income		Long-Term Capital Gains
Aggressive Growth Lifestyle	$	3,191,507	$	(11,799,124	)	$	(15,400,293	)	$	1,628,806	$	—
Capital Appreciation		170,287		(23,406,244	)		674,917			458,586		—
Conservative Growth Lifestyle		2,696,341		(6,227,414	)		4,227,160			1,939,732		—
Core Bond		8,197,945		(3,339,416	)		8,157,315			8,876,771		—
High Yield Bond		20,097,831		(40,555,956	)		1,541,215			18,592,117		—
International Small Cap Equity		6,066,669		(219,901,505	)		9,669,182			8,411,268		—
Large Cap Value		2,048,446		(107,900,299	)		(9,185,835	)		2,822,618		—
Mid Cap Growth		—		(46,019,225	)		6,805,611			—		—
Mid Cap Value		3,681,651		(117,945,422	)		10,133,401			5,491,988		—
Moderate Growth Lifestyle		5,796,656		(17,916,871	)		3,962,583			3,392,906		—
Money Market II		—		(367,854	)		—			22,595		—
Small Cap Growth		—		(6,285,157	)		(632,787	)		—		—
Small Cap Value		4,667,231		(7,690,530	)		(24,824,661	)		3,699,201		—
Socially Responsible		8,195,892		(218,370,738	)		(36,719,748	)		11,153,884		—
Strategic Bond		24,935,131		(22,778,196	)		14,586,922			19,122,627		—

* Unrealized appreciation (depreciation) includes amounts for derivatives and other assets and liabilities denominated in foreign currency.

The tax character of distributions paid during the year ended August 31, 2009 were as follows:

	Tax Distributions
Fund	Ordinary Income		Long-Term Capital Gains
Aggressive Growth Lifestyle	$	14,114,539	$	4,453,808
Capital Appreciation		56,733		—
Conservative Growth Lifestyle		1,451,543		919,404
Core Bond		11,242,372		—
High Yield Bond		16,902,354		—
International Small Cap Equity		19,860,497		24,510,152
Large Cap Value		5,298,743		—
Mid Cap Growth		—		869,715
Mid Cap Value		3,026,404		9,716,280
Moderate Growth Lifestyle		3,320,144		3,877,420
Money Market II		2,812,871		—
Small Cap Growth		—		493,157
Small Cap Value		4,356,332		13,244,321
Socially Responsible		14,145,314		2,733,592
Strategic Bond		24,084,315		—

126

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

As of August 31, 2010, the Funds indicated below have capital loss carryforwards, which expire in the year indicated and are available to offset future capital gains, if any:

	Capital Loss Carryforward
Fund	2011		2012		2013		2014		2015		2016		2017		2018
Aggressive Growth Lifestyle	$	—	$	—	$	—	$	—	$	—	$	—	$	1,066,859	$	10,732,265
Capital Appreciation		6,282,529		2,100,734		408,479		—		—		—		2,028,851		12,585,651
Conservative Growth Lifestyle		—		—		—		—		—		—		1,938,895		4,288,519
Core Bond		—		—		—		—		—		—		3,339,416		—
High Yield Bond		—		—		—		—		—		463,115		7,727,996		32,364,845
International Small Cap Equity		—		—		—		—		—		—		92,725,555		127,175,950
Large Cap Value		—		—		—		—		—		4,785,556		57,169,847		45,944,896
Mid Cap Growth		—		—		—		—		—		—		26,766,815		19,252,410
Mid Cap Value		—		—		—		—		—		—		64,571,883		53,373,539
Moderate Growth Lifestyle		—		—		—		—		—		—		2,577,826		15,339,045
Money Market II		—		—		—		—		—		—		367,854		—
Small Cap Growth		—		—		—		—		—		—		2,808,475		3,476,682
Small Cap Value		—		—		—		—		—		—		5,812,436		1,878,094
Socially Responsible		—		—		—		—		—		—		98,423,478		119,947,260
Strategic Bond		—		—		—		—		—		87,486		9,412,743		13,277,967

The Funds indicated below utilized capital loss carryforwards, which offset net taxable gains realized in the current year. Additionally, the Funds indicated the following capital loss carryforwards expired during the current year.

Fund	Capital Loss Carryforward Utilized		Capital Loss Carryforward Expired
Aggressive Growth Lifestyle	$	—	$	—
Capital Appreciation		—		1,614,514
Conservative Growth Lifestyle		—		—
Core Bond		2,063,548		—
High Yield Bond		—		—
International Small Cap Equity		—		—
Large Cap Value		—		—
Mid Cap Growth		—		—
Mid Cap Value		—		—
Moderate Growth Lifestyle		—		—
Money Market II		243,609		—
Small Cap Growth		—		—
Small Cap Value		—		—
Socially Responsible		—		—
Strategic Bond		—		—

Under the tax law, capital losses related to securities and foreign currency realized after October 31 and prior to the Fund’s fiscal year end may be deferred as occurring on the first day of the following year. For the fiscal year ended August 31, 2010, the Funds elected to defer capital losses as follows:

Fund	Deferred Post-October Capital Loss		Deferred Post-October Currency Loss
Aggressive Growth Lifestyle	$	210,807	$	—
Capital Appreciation		—		—
Conservative Growth Lifestyle		57,748		—
Core Bond		—		—
High Yield Bond		1,644,330		—
International Small Cap Equity		—		1,343,645
Large Cap Value		6,520,626		—
Mid Cap Growth		—		—
Mid Cap Value		—		73,876
Moderate Growth Lifestyle		—		—
Money Market II		242		—
Small Cap Growth		264,583		—
Small Cap Value		27,148,456		—
Socially Responsible		19,843,134		—
Strategic Bond		—		—

127

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

For the period ended August 31, 2010, the reclassifications arising from book/tax differences resulted in increases (decreases) that were primarily due to tax treatment of net investment losses, principal paydown adjustments, non-deductible expenses, disposition of passive foreign investment companies securities, dispositions of partnership interests, expired capital loss carryforwards, and foreign currency transactions to the components of net assets as follows:

Fund	Accumulated Undistributed Net Investment Income (Loss)			Accumulated Undistributed Net Realized Gain (Loss)			Capital Paid-in
Aggressive Growth Lifestyle	$	—		$	—		$	—
Capital Appreciation		3,002			1,611,512			(1,614,514	)
Conservative Growth Lifestyle		—			—			—
Core Bond		161,263			(161,263	)		—
High Yield Bond		2,420			(2,420	)		—
International Small Cap Equity		(972,241	)		972,241			—
Large Cap Value		(15,406	)		—			15,406
Mid Cap Growth		689,032			(19,901	)		(669,131	)
Mid Cap Value		181,957			(182,928	)		971
Moderate Growth Lifestyle		—			—			—
Money Market II		(31,808	)		—			31,808
Small Cap Growth		471,729			—			(471,729	)
Small Cap Value		314,198			(373,143	)		58,945
Socially Responsible		(3,882	)		—			3,882
Strategic Bond		2,390,544			(2,390,544	)		—

Note 6 — Capital Share Transactions

Transactions in capital shares of each Fund were as follows:

	Aggressive Growth Lifestyle												Capital Appreciation
	For the year ended August 31, 2010						For the year ended August 31, 2009						For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		4,506,202		$	33,912,710			3,637,116		$	24,145,585			483,753		$	4,069,383			6,042,880		$	42,025,732
Reinvested dividends		217,464			1,628,806			3,246,215			18,568,347			54,464			458,586			9,077			56,733
Shares redeemed		(1,629,542	)		(12,236,837	)		(2,031,987	)		(14,017,123	)		(1,925,286	)		(15,352,745	)		(8,358,861	)		(57,575,414	)
Net increase (decrease)		3,094,124		$	23,304,679			4,851,344		$	28,696,809			(1,387,069	)	$	(10,824,776	)		(2,306,904	)	$	(15,492,949	)
	Conservative Growth Lifestyle												Core Bond
	For the year ended August 31, 2010						For the year ended August 31, 2009						For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		3,149,945		$	32,073,737			2,324,504		$	20,426,844			10,107,278		$	103,315,190			8,848,969		$	81,631,099
Reinvested dividends		194,362			1,939,732			283,606			2,370,947			903,948			8,876,771			1,273,202			11,242,372
Shares redeemed		(1,346,849	)		(13,734,447	)		(2,318,797	)		(20,415,761	)		(4,255,199	)		(43,802,633	)		(14,798,816	)		(139,049,701	)
Net increase (decrease)		1,997,458		$	20,279,022			289,313		$	2,382,030			6,756,027		$	68,389,328			(4,676,645	)	$	(46,176,230	)
	High Yield Bond												International Small Cap Equity
	For the year ended August 31, 2010						For the year ended August 31, 2009						For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		8,347,737		$	59,667,841			8,118,492		$	48,446,436			3,076,691		$	35,253,517			12,654,204		$	130,918,500
Reinvested dividends		2,714,178			18,592,117			3,394,047			16,902,354			742,389			8,411,268			4,935,556			44,370,649
Shares redeemed		(3,798,023	)		(27,004,772	)		(7,839,847	)		(50,570,032	)		(7,002,879	)		(79,568,415	)		(9,157,588	)		(85,669,535	)
Net increase (decrease)		7,263,892		$	51,255,186			3,672,692		$	14,778,758			(3,183,799	)	$	(35,903,630	)		8,432,172		$	89,619,614

128

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

	Large Cap Value												Mid Cap Growth
	For the year ended August 31, 2010						For the year ended August 31, 2009						For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		1,301,568		$	12,848,212			3,410,696		$	31,880,879			1,948,812		$	12,614,830			3,834,838		$	18,810,279
Reinvested dividends		288,611			2,822,618			616,133			5,298,743			—			—			198,113			869,715
Shares redeemed		(2,664,449	)		(26,109,435	)		(11,876,207	)		(112,264,771	)		(3,391,298	)		(22,592,374	)		(5,451,442	)		(26,965,959	)
Net increase (decrease)		(1,074,270	)	$	(10,438,605	)		(7,849,378	)	$	(75,085,149	)		(1,442,486	)	$	(9,977,544	)		(1,418,491	)	$	(7,285,965	)
	Mid Cap Value												Moderate Growth Lifestyle
	For the year ended August 31, 2010						For the year ended August 31, 2009						For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		2,861,185		$	39,379,374			6,510,404		$	70,686,565			5,415,994		$	58,823,311			3,243,677		$	29,608,043
Reinvested dividends		397,394			5,491,988			1,308,284			12,742,684			315,913			3,392,906			847,770			7,197,564
Shares redeemed		(7,796,237	)		(110,230,404	)		(10,556,581	)		(113,219,175	)		(1,908,130	)		(20,668,201	)		(2,866,116	)		(26,031,404	)
Net increase (decrease)		(4,537,658	)	$	(65,359,042	)		(2,737,893	)	$	(29,789,926	)		3,823,777		$	41,548,016			1,225,331		$	10,774,203
	Money Market II												Small Cap Growth
	For the year ended August 31, 2010						For the year ended August 31, 2009						For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		64,832,762		$	64,832,914			141,264,763		$	141,264,763			1,206,011		$	12,383,987			1,577,913		$	12,168,853
Reinvested dividends		22,595			22,595			2,812,871			2,812,871			—			—			68,781			493,157
Shares redeemed		(104,533,734	)		(104,533,750	)		(220,170,046	)		(220,170,046	)		(1,070,476	)		(11,095,817	)		(1,295,696	)		(10,043,517	)
Net increase (decrease)		(39,678,377	)	$	(39,678,241	)		(76,092,412	)	$	(76,092,412	)		135,535		$	1,288,170			350,998		$	2,618,493
	Small Cap Value												Socially Responsible
	For the year ended August 31, 2010						For the year ended August 31, 2009						For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		3,022,790		$	32,659,181			13,117,309		$	109,310,853			5,329,875		$	51,833,705			7,569,714		$	60,850,253
Reinvested dividends		347,343			3,699,201			2,133,412			17,600,653			1,141,646			11,153,884			2,309,016			16,878,906
Shares redeemed		(4,526,247	)		(50,793,833	)		(2,543,446	)		(23,500,289	)		(7,928,619	)		(77,537,239	)		(16,526,587	)		(136,691,350	)
Net increase (decrease)		(1,156,114	)	$	(14,435,451	)		12,707,275		$	103,411,217			(1,457,098	)	$	(14,549,650	)		(6,647,857	)	$	(58,962,191	)
	Strategic Bond
	For the year ended August 31, 2010						For the year ended August 31, 2009
	Shares			Amount			Shares			Amount
Shares sold		8,058,740		$	86,339,594			8,671,352		$	83,320,957
Reinvested dividends		1,845,813			19,122,627			2,843,485			24,084,315
Shares redeemed		(2,799,571	)		(29,908,099	)		(9,334,223	)		(87,426,922	)
Net increase (decrease)		7,104,982		$	75,554,122			2,180,614		$	19,978,350

Note 7 — Expense Reductions

Through expense offset arrangements, resulting from broker commission recapture, a portion of the Fund’s expenses have been reduced. For the period ended August 31, 2010, the amount of expense reductions received by each fund, used to offset the Fund’s non-affiliated expenses, were as follows:

Fund	Expense Reductions
Large Cap Value	$	6,291
Mid Cap Growth		21,962
Mid Cap Value		91,565
Small Cap Growth		7,084
Small Cap Value		24,574

129

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Note 8 — Investment Concentration

The High Yield Bond Fund’s investment in high yield securities, whether rated or unrated, may be considered speculative and subject to greater market fluctuations and risk of loss of income and principal than lower-yielding, higher-rated, fixed-income securities. The risk of loss due to default by the issuer may be significantly greater for the holders of high yield securities, because such securities are generally unsecured and are often subordinated to other creditors of the issuer.

The Funds may invest in obligations issued by agencies and instrumentalities of the U.S. Government that may vary in the level of support they receive from the government. The government may choose not to provide financial support to government sponsored agencies or instrumentalities if it is not legally obligated to do so. In this case, if the issuer defaulted, the fund holding securities of such issuer might not be able to recover its investment from the U.S. Government. As a result of the Core Bond Fund, Money Market II Fund and Strategic Bond Fund’s concentration in such investments, it may be subject to risks associated with the U.S. Government agencies or instrumentalities. At the end of the period, the Funds had 34.8%, 59.4% and 10.9%, respectively, of their total net assets invested in such securities.

Some of the Funds may invest internationally, including in “emerging market” countries. Emerging market securities involve risks not typically associated with investing in securities of issuers in more developed markets. These investments are subject to various risk factors including market, credit, exchange rate and sovereign risk. The markets in which these securities trade can be volatile and at times illiquid. These securities may be denominated in currencies other than U.S. dollars. While investing internationally may reduce portfolio risk by increasing the diversification of portfolio investments, the value of the investment may be affected by fluctuating currency values, changing local and regional economic, political and social conditions, and greater market volatility. These risks are primary risks of the International Small Cap Equity Fund. At the end of the period, the International Small Cap Equity Fund had 20.5% of its net assets invested in equity securities domiciled in Japan.

Each Fund, except the Money Market II Fund, the Lifestyle Funds and the Small Cap Value Fund, may invest in international bonds, which include U.S. dollar-denominated bonds issued by foreign corporations for which the primary trading market is in the United States (“Yankee Bonds”), or for which the primary trading market is abroad (“Euro Bonds”). International bonds may involve special risks and considerations not typically associated with investing in U.S. companies, including differences in accounting, auditing and financial reporting standards; generally higher commission rates on foreign portfolio transactions; the possibility of nationalization, expropriation or confiscatory taxation; adverse changes in investment or exchange control regulations (which may include suspension of the ability to transfer currency from a country); and political instability which could affect U.S. investments in foreign countries. As a result of the Strategic Bond Fund’s concentration in such investments, it may be subject to risks associated with the international bonds. At the end of the period, the Fund had 20.4% of its total net assets invested in such securities.

Note 9 — Lines of Credit

The Series and VCI have established an $85 million committed and $40 million uncommitted line of credit with State Street Bank & Trust Company, the Funds’ custodian. Interest is currently payable at the greater of (i) Federal Funds Rate plus 125 basis points or (ii) overnight LIBOR plus 125 basis points on the committed line and State Street’s discretionary bid rate on the uncommitted line of credit. Prior to October 16, 2009, the interest was payable at the Federal Funds Rate plus 50 basis points on the committed line and State Street Bank and Trust Company’s discretionary bid rate on the uncommitted line of credit. There is also a commitment fee of 15 basis points per annum for the daily unused portion of the committed line of credit, paid quarterly in arrears, which is included in other expenses on the Statement of Operations. Prior to October 16, 2009, the commitment fee was 10 basis points per annum on the daily unused portion of the committed line of credit. Borrowings under the line of credit will commence when the Fund’s shortfall exceeds $100,000.

For the period ended August 31, 2010, the following Funds had borrowings:

Fund	Days Outstanding		Interest Charges		Average Debt Utilized		Weighted Average Interest
Capital Appreciation		24	$	557	$	1,231,798		1.36	%
International Small Cap Equity		125		2,778		538,698		1.52	%
Mid Cap Value		27		778		678,253		1.53	%

As of August 31, 2010, none of the Funds had outstanding borrowings.

Note 10 — Interfund Lending Agreement

Pursuant to the exemptive relief granted by the Securities and Exchange Commission, the Funds are permitted to participate in an interfund lending program among investment companies advised by VALIC or an affiliate. The interfund lending program allows the participating Funds to borrow money from and lend money to each other for temporary or emergency purposes. An interfund loan will be made under this facility only if the participating funds receive a more favorable interest rate than would otherwise be available from a typical bank for a comparable transaction. For the period ended August 31, 2010, none of the Funds participated in this program.

130

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Note 11 — Security Transactions with Affiliated Portfolios

The Funds are permitted to transfer securities by purchasing from and/or selling to other affiliated Funds under certain conditions approved by the Board of Trustees of VALIC Company II. The affiliated Funds involved in such transactions must have a common investment adviser (or affiliated investment adviser), common Trustees, and/or common officers in compliance with Rule 17a-7 of the 1940 Act. Pursuant to the Act, such a transaction must be either a purchase or a sale, for no consideration other than cash payment against prompt delivery of the security at the current market price.

For the period ended August 31, 2010, the following Funds engaged in security transactions with affiliated Funds:

Fund	Cost of Purchases		Proceed from Sales		Realized Gain/Loss
Core Bond	$	2,095,086	$	—	$	—
Mid Cap Growth		8,334,474		4,561,292		1,172,349
Mid Cap Value		257,932		—		—

During the period, the following Funds incurred brokerage commissions with affiliated brokers which are affiliates of a sub-advisor.

	Large Cap Value
Perishing, LLC	$	380

Note 12 — Subsequent Event

Mid Cap Growth Fund. At a meeting on October 25-26, 2010, the Board of VALIC Company II (“VC II”) approved the termination of Invesco Advisers, Inc. as the sub-adviser to the Mid Cap Growth Fund (the “Fund”) and approved the engagement of Columbia Management Investment Advisers, LLC (“Columbia”) as sub-adviser to the Fund. The Board approved a new investment sub-advisory agreement between VALIC and Columbia (the “Columbia Sub-advisory Agreement”). With respect to the Columbia Sub-advisory Agreement, the Board has authority, pursuant to an exemptive order granted by the Securities and Exchange Commission, to enter into sub-advisory agreements without a shareholder vote; however, an information statement explaining the change of sub-adviser will be mailed to the shareholders of the Fund. The effective date of the Columbia Sub-advisory Agreement will occur on or about December 1, 2010.

Mid Cap Value Fund. The current sub-adviser of the Mid Cap Value Fund (the “Fund”), FAF Advisors, Inc. (“FAF”), along with its parent, U.S. Bank National Association, has entered into an agreement whereby Nuveen Investments, Inc. will acquire FAF’s long-term asset management business (the “Transaction”). FAF’s long-term asset management business will be combined with the asset management business of Nuveen Asset Management, Inc. (“Nuveen”), which is a subsidiary of Nuveen Investments, Inc.

Upon the closing of the Transaction, a change of control of FAF will constitute an “assignment”, as such term is defined by Section 2(a)(4) of the 1940 Act. As required by Section 15(a)(4) of the 1940 Act, the existing investment sub-advisory agreement between VALIC and FAF provides for automatic termination upon assignment, and pursuant to the terms of an exemptive order for the Securities and Exchange Commission, VALIC is permitted, under certain conditions and subject to board approval, to continue the employment of existing subadvisers and to enter into new subadvisory agreements with such subadvisers without obtaining shareholder approval.

Effective October 26, 2010, the Board of VC II approved a new investment sub-advisory agreement between VALIC and Nuveen (or a subsidiary of Nuveen) (the “Nuveen Sub-advisory Agreement”). The Nuveen Sub-advisory Agreement will become effective upon the closing of the Transaction, which is anticipated to close by December 31, 2010.

131

VALIC Company II

FINANCIAL HIGHLIGHTS

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	Aggressive Growth Lifestyle Fund															Capital Appreciation Fund
	Year Ended August 31,															Year Ended August 31,
	2010			2009			2008			2007			2006			2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	6.96		$	10.63		$	12.59		$	11.71		$	10.98		$	7.51		$	10.24		$	10.83		$	8.90		$	8.90
Income (loss) from investment operations:
Net investment income (loss)(d)		0.22			0.14			0.24			0.23			0.15			0.05			0.05			0.01			0.04			0.02
Net realized and unrealized gain (loss) on investments and foreign currencies		0.35			(1.71	)		(1.25	)		1.64			1.00			0.54			(2.77	)		(0.57	)		1.91			(0.01	)
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			0.00			–
Total income (loss) from investment operations		0.57			(1.57	)		(1.01	)		1.87			1.15			0.59			(2.72	)		(0.56	)		1.95			0.01
Distributions from:
Net investment income		(0.12	)		(0.22	)		(0.19	)		–			(0.18	)		(0.09	)		(0.01	)		(0.03	)		(0.02	)		(0.01	)
Net realized gain on securities		–			(1.88	)		(0.76	)		(0.99	)		(0.24	)		–			–			–			–			–
Total distributions		(0.12	)		(2.10	)		(0.95	)		(0.99	)		(0.42	)		(0.09	)		(0.01	)		(0.03	)		(0.02	)		(0.01	)
Net asset value at end of period	$	7.41		$	6.96		$	10.63		$	12.59		$	11.71		$	8.01		$	7.51		$	10.24		$	10.83		$	8.90
TOTAL RETURN(a)		8.11	%		(10.48	)%		(8.92	)%		16.53	%		10.65	%		7.79	%		(26.59	)%		(5.18	)%		21.90	%(e)		0.06	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.10	%(f)		0.10	%(f)		0.10	%(f)		0.10	%(f)		0.10	%(f)		0.85	%		0.85	%		0.85	%		0.85	%		0.85	%
Ratio of expenses to average net assets(c)		0.20	%(f)		0.26	%(f)		0.23	%(f)		0.23	%(f)		0.29	%(f)		1.08	%		1.06	%		1.01	%		1.03	%		1.03	%
Ratio of expense reductions to average net assets		–			–			–			–			–			–			–			–			0.00	%		–
Ratio of net investment income (loss) to average net assets(b)		2.92	%(f)		2.16	%(f)		2.15	%(f)		1.93	%(f)		1.31	%(f)		0.56	%		0.74	%		0.05	%		0.38	%		0.21	%
Ratio of net investment income (loss) to average net assets(c)		2.81	%(f)		2.01	%(f)		2.02	%(f)		1.80	%(f)		1.12	%(f)		0.33	%		0.53	%		(0.11	)%		0.19	%		0.03	%
Portfolio turnover rate		43	%		151	%		119	%		53	%		79	%		61	%		54	%		57	%		32	%		169	%
Number of shares outstanding at end of period (000’s)		16,549			13,454			8,603			6,530			4,612			5,069			6,456			8,763			7,779			7,797
Net assets at the end of period (000’s)	$	122,655		$	93,696		$	91,464		$	82,221		$	53,987		$	40,601		$	48,510		$	89,774		$	84,269		$	69,412

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) The Fund’s performance was increased by less than 0.01% from a reimbursement by an affiliate.

^(f) Does not include underlying fund expenses that the Fund bears indirectly.

132

VALIC Company II

FINANCIAL HIGHLIGHTS — (continued)

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	Conservative Growth Lifestyle Fund															Core Bond Fund
	Year Ended August 31,															Year Ended August 31,
	2010			2009			2008			2007			2006			2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	9.60		$	10.23		$	11.29		$	10.70		$	10.81		$	9.96		$	10.08		$	10.17		$	10.09		$	10.06
Income (loss) from investment operations:
Net investment income (loss)(d)		0.39			0.33			0.27			0.19			0.15			0.42			0.51			0.51			0.48			0.49
Net realized and unrealized gain (loss) on investments and foreign currencies		0.63			(0.53	)		(0.72	)		0.99			0.42			0.82			0.09			(0.28	)		(0.11	)		(0.31	)
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		1.02			(0.20	)		(0.45	)		1.18			0.57			1.24			0.60			0.23			0.37			0.18
Distributions from:
Net investment income		(0.31	)		(0.26	)		(0.16	)		–			(0.18	)		(0.52	)		(0.72	)		(0.32	)		(0.29	)		(0.13	)
Net realized gain on securities		–			(0.17	)		(0.45	)		(0.59	)		(0.50	)		–			–			–			–			(0.02	)
Total distributions		(0.31	)		(0.43	)		(0.61	)		(0.59	)		(0.68	)		(0.52	)		(0.72	)		(0.32	)		(0.29	)		(0.15	)
Net asset value at end of period	$	10.31		$	9.60		$	10.23		$	11.29		$	10.70		$	10.68		$	9.96		$	10.08		$	10.17		$	10.09
TOTAL RETURN(a)		10.69	%		(1.36	)%		(4.36	)%		11.28	%		5.50	%		12.95	%		6.87	%		2.24	%		3.67	%		1.82	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.10	%(e)		0.10	%(e)		0.10	%(e)		0.10	%(e)		0.10	%(e)		0.77	%		0.77	%		0.77	%		0.77	%		0.77	%
Ratio of expenses to average net assets(c)		0.23	%(e)		0.31	%(e)		0.27	%(e)		0.28	%(e)		0.33	%(e)		0.90	%		0.98	%		0.93	%		0.93	%		1.03	%
Ratio of expense reductions to average net assets		–			–			–			–			–			–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		3.93	%(e)		3.84	%(e)		2.58	%(e)		1.75	%(e)		1.38	%(e)		4.23	%		5.38	%		4.97	%		4.84	%		4.91	%
Ratio of net investment income (loss) to average net assets(c)		3.81	%(e)		3.63	%(e)		2.40	%(e)		1.57	%(e)		1.15	%(e)		4.10	%		5.17	%		4.80	%		4.68	%		4.66	%
Portfolio turnover rate		40	%		180	%		107	%		75	%		81	%		178	%		134	%		158	%		180	%(f)		206	%(f)
Number of shares outstanding at end of period (000’s)		8,001			6,004			5,715			4,332			3,488			22,810			16,054			20,731			20,671			10,802
Net assets at the end of period (000’s)	$	82,508		$	57,659		$	58,445		$	48,897		$	37,309		$	243,578		$	159,971		$	209,052		$	210,322		$	109,007

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) Does not include underlying fund expenses that the Fund bears indirectly.

^(f) Portfolio turnover includes “to be announced” (“TBA”) transactions. Previously, portfolio turnover was calculated prior to including TBA transactions and was as follows:

Fund	2007			2006
Core Bond		155	%		202	%

133

VALIC Company II

FINANCIAL HIGHLIGHTS — (continued)

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	High Yield Bond Fund															International Small Cap Equity Fund
	Year Ended August 31,															Year Ended August 31,
	2010			2009			2008			2007			2006			2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	6.78		$	8.43		$	9.10		$	9.32		$	8.87		$	10.95		$	14.58		$	19.78		$	16.80		$	14.05
Income (loss) from investment operations:
Net investment income (loss)(d)		0.60			0.68			0.72			0.69			0.63			0.11			0.16			0.16			0.16			0.11
Net realized and unrealized gain (loss) on investments and foreign currencies		0.60			(1.61	)		(0.87	)		(0.26	)		0.07			0.33			(2.92	)		(3.62	)		3.68			2.87
Net increase from payments by affiliates		–			–			–			–			0.00			–			–			–			0.00			0.00
Total income (loss) from investment operations		1.20			(0.93	)		(0.15	)		0.43			0.70			0.44			(2.76	)		(3.46	)		3.84			2.98
Distributions from:
Net investment income		(0.62	)		(0.72	)		(0.50	)		(0.44	)		(0.16	)		(0.16	)		(0.14	)		(0.11	)		(0.06	)		(0.03	)
Net realized gain on securities		–			–			(0.02	)		(0.21	)		(0.09	)		–			(0.73	)		(1.63	)		(0.80	)		(0.20	)
Total distributions		(0.62	)		(0.72	)		(0.52	)		(0.65	)		(0.25	)		(0.16	)		(0.87	)		(1.74	)		(0.86	)		(0.23	)
Net asset value at end of period	$	7.36		$	6.78		$	8.43		$	9.10		$	9.32		$	11.23		$	10.95		$	14.58		$	19.78		$	16.80
TOTAL RETURN(a)		18.42	%		(7.97	)%		(1.79	)%		4.62	%		8.16	%(f)		4.04	%		(17.61	)%		(18.68	)%		23.44	%(g)		21.36	%(e)
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.97	%		0.99	%		0.99	%		0.99	%		0.99	%		1.00	%		1.00	%		1.00	%		1.00	%		1.00	%
Ratio of expenses to average net assets(c)		1.06	%		1.16	%		1.13	%		1.16	%		1.19	%		1.26	%		1.32	%		1.31	%		1.29	%		1.37	%
Ratio of expense reductions to average net assets		–			–			–			–			–			–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		8.44	%		11.11	%		8.25	%		7.63	%		7.07	%		0.94	%		1.71	%		0.97	%		0.84	%		0.72	%
Ratio of net investment income (loss) to average net assets(c)		8.35	%		10.94	%		8.12	%		7.46	%		6.87	%		0.69	%		1.40	%		0.66	%		0.55	%		0.35	%
Portfolio turnover rate		47	%		91	%		57	%		47	%		53	%		126	%		132	%		101	%		72	%		69	%
Number of shares outstanding at end of period (000’s)		35,452			28,189			24,516			21,225			11,377			48,205			51,389			42,957			37,205			25,445
Net assets at the end of period (000’s)	$	261,050		$	191,246		$	206,712		$	193,127		$	106,070		$	541,326		$	562,725		$	626,351		$	735,844		$	427,437

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) The Fund’s performance figure was increased by less than 0.01% from reimbursements for losses realized on the disposal of investments in violation of investment restrictions.

^(f) The Fund’s performance figure was increased by less than 0.01% from a reimbursement by an affiliate.

^(g) The Fund’s performance figure was increased by 0.06% from a reimbursement for losses realized on the disposal of investments in violation of investment restrictions.

134

VALIC Company II

FINANCIAL HIGHLIGHTS — (continued)

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	Large Cap Value Fund															Mid Cap Growth Fund
	Year Ended August 31,															Year Ended August 31,
	2010			2009			2008			2007			2006			2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	9.37		$	12.51		$	15.74		$	14.58		$	13.72		$	5.79		$	7.42		$	9.36		$	8.15		$	7.56
Income (loss) from investment operations:
Net investment income (loss)(d)		0.14			0.15			0.20			0.18			0.21			(0.02	)		(0.01	)		(0.02	)		(0.02	)		(0.01	)
Net realized and unrealized gain (loss) on investments and foreign currencies		(0.07	)		(3.00	)		(2.51	)		1.67			1.50			0.51			(1.59	)		(0.97	)		1.80			0.60
Net increase from payments by affiliates		–			–			–			–			0.00			–			–			–			–			–
Total income (loss) from investment operations		0.07			(2.85	)		(2.31	)		1.85			1.71			0.49			(1.60	)		(0.99	)		1.78			0.59
Distributions from:
Net investment income		(0.18	)		(0.29	)		(0.14	)		(0.07	)		(0.06	)		–			–			–			–			–
Net realized gain on securities		–			–			(0.78	)		(0.62	)		(0.79	)		–			(0.03	)		(0.95	)		(0.57	)		–
Total distributions		(0.18	)		(0.29	)		(0.92	)		(0.69	)		(0.85	)		–			(0.03	)		(0.95	)		(0.57	)		–
Net asset value at end of period	$	9.26		$	9.37		$	12.51		$	15.74		$	14.58		$	6.28		$	5.79		$	7.42		$	9.36		$	8.15
TOTAL RETURN(a)		0.61	%		(22.55	)%		(15.47	)%		12.89	%		12.98	%(e)		8.46	%		(21.43	)%		(11.98	)%		22.57	%		7.80	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.81	%		0.81	%		0.81	%		0.81	%		0.81	%		0.85	%		0.85	%		0.85	%		0.85	%		0.85	%
Ratio of expenses to average net assets(c)		0.93	%		0.97	%		0.92	%		0.89	%		0.97	%		1.15	%		1.25	%		1.17	%		1.25	%		1.34	%
Ratio of expense reductions to average net assets		0.00	%		0.01	%		0.01	%		–			–			0.01	%		0.05	%		0.02	%		0.01	%		–
Ratio of net investment income (loss) to average net assets(b)		1.41	%		1.70	%		1.41	%		1.16	%		1.54	%		(0.33	)%		(0.29	)%		(0.28	)%		(0.26	)%		(0.15	)%
Ratio of net investment income (loss) to average net assets(c)		1.29	%		1.53	%		1.30	%		1.08	%		1.38	%		(0.63	)%		(0.69	)%		(0.60	)%		(0.66	)%		(0.64	)%
Portfolio turnover rate		224	%		182	%		183	%		105	%		103	%		76	%		116	%		125	%		121	%		142	%
Number of shares outstanding at end of period (000’s)		15,751			16,825			24,675			26,589			12,192			26,012			27,455			28,873			9,052			7,929
Net assets at the end of period (000’s)	$	145,778		$	157,711		$	308,635		$	418,508		$	177,737		$	163,364		$	158,841		$	214,201		$	84,765		$	64,583

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) The Fund’s performance figure was increased by less than 0.01% from reimbursements for losses realized on the disposal of investments in violation of investment restrictions.

135

VALIC Company II

FINANCIAL HIGHLIGHTS — (continued)

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	Mid Cap Value Fund															Moderate Growth Lifestyle Fund
	Year Ended August 31,															Year Ended August 31,
	2010			2009			2008			2007			2006			2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	12.71		$	15.31		$	20.09		$	18.75		$	18.27		$	10.12		$	11.40		$	13.04		$	12.44		$	12.04
Income (loss) from investment operations:
Net investment income (loss)(d)		0.08			0.13			0.07			0.10			0.08			0.37			0.25			0.29			0.21			0.16
Net realized and unrealized gain (loss) on investments and foreign currencies		0.97			(2.40	)		(3.11	)		3.14			1.79			0.55			(0.96	)		(1.08	)		1.49			0.70
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		1.05			(2.27	)		(3.04	)		3.24			1.87			0.92			(0.71	)		(0.79	)		1.70			0.86
Distributions from:
Net investment income		(0.15	)		(0.06	)		(0.09	)		(0.07	)		(0.01	)		(0.23	)		(0.26	)		(0.17	)		(0.12	)		(0.06	)
Net realized gain on securities		–			(0.27	)		(1.65	)		(1.83	)		(1.38	)		–			(0.31	)		(0.68	)		(0.98	)		(0.40	)
Total distributions		(0.15	)		(0.33	)		(1.74	)		(1.90	)		(1.39	)		(0.23	)		(0.57	)		(0.85	)		(1.10	)		(0.46	)
Net asset value at end of period	$	13.61		$	12.71		$	15.31		$	20.09		$	18.75		$	10.81		$	10.12		$	11.40		$	13.04		$	12.44
TOTAL RETURN(a)		8.21	%		(14.17	)%		(16.05	)%		18.15	%		10.74	%		9.07	%		(5.33	)%		(6.70	)%		14.18	%		7.21	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		1.05	%		1.05	%		1.05	%		1.05	%		1.05	%		0.10	%(e)		0.10	%(e)		0.10	%(e)		0.10	%(e)		0.10	%(e)
Ratio of expenses to average net assets(c)		1.11	%		1.17	%		1.13	%		1.11	%		1.20	%		0.18	%(e)		0.22	%(e)		0.20	%(e)		0.20	%(e)		0.24	%(e)
Ratio of expense reductions to average net assets		0.02	%		0.03	%		0.01	%		0.02	%		0.01	%		–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		0.54	%		1.22	%		0.43	%		0.47	%		0.40	%		3.45	%(e)		2.81	%(e)		2.42	%(e)		1.64	%(e)		1.35	%(e)
Ratio of net investment income (loss) to average net assets(c)		0.48	%		1.10	%		0.35	%		0.41	%		0.25	%		3.37	%(e)		2.69	%(e)		2.32	%(e)		1.54	%(e)		1.21	%(e)
Portfolio turnover rate		81	%		84	%		72	%		59	%		76	%		34	%		175	%		108	%		64	%		70	%
Number of shares outstanding at end of period (000’s)		33,097			37,634			40,372			26,139			19,331			17,832			14,009			12,783			9,401			7,122
Net assets at the end of period (000’s)	$	450,578		$	478,457		$	618,150		$	525,119		$	362,379		$	192,841		$	141,786		$	145,705		$	122,551		$	88,558

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) Does not include underlying fund expenses that the Fund bears indirectly.

136

VALIC Company II

FINANCIAL HIGHLIGHTS — (continued)

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	Money Market II Fund															Small Cap Growth Fund
	Year Ended August 31,															Year Ended August 31,
	2010			2009			2008			2007			2006			2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	9.31		$	11.46		$	14.59		$	12.68		$	12.19
Income (loss) from investment operations:
Net investment income (loss)(d)		0.00			0.01			0.03			0.05			0.04			(0.08	)		(0.07	)		(0.09	)		(0.09	)		(0.07	)
Net realized and unrealized gain (loss) on investments and foreign currencies		0.00			(0.00	)		(0.00	)		–			–			0.97			(1.96	)		(2.20	)		2.00			0.56
Net increase from payments by affiliates		0.00			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		0.00			0.01			0.03			0.05			0.04			0.89			(2.03	)		(2.29	)		1.91			0.49
Distributions from:
Net investment income		(0.00	)		(0.01	)		(0.03	)		(0.05	)		(0.04	)		–			–			–			–			–
Net realized gain on securities		–			–			–			–			–			–			(0.12	)		(0.84	)		–			–
Total distributions		(0.00	)		(0.01	)		(0.03	)		(0.05	)		(0.04	)		–			(0.12	)		(0.84	)		–			–
Net asset value at end of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	10.20		$	9.31		$	11.46		$	14.59		$	12.68
TOTAL RETURN(a)		0.01	%(e)		0.89	%		3.08	%		4.88	%		4.09	%		9.56	%		(17.44	)%		(16.52	)%		15.06	%		4.02	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.37	%		0.55	%		0.55	%		0.55	%		0.56	%		1.16	%		1.16	%		1.16	%		1.16	%		1.16	%
Ratio of expenses to average net assets(c)		0.64	%		0.75	%		0.67	%		0.64	%		0.67	%		1.36	%		1.49	%		1.39	%		1.35	%		1.40	%
Ratio of expense reduction to average net assets		–			–			–			–			–			0.01	%		0.01	%.		0.00	%		0.01	%		–
Ratio of net investment income (loss) to average net assets(b)		0.01	%		0.94	%		3.04	%		4.78	%		4.13	%		(0.83	)%		(0.88	)%		(0.75	)%		(0.67	)%		(0.55	)%
Ratio of net investment income (loss) to average net assets(c)		(0.26	)%		0.73	%		2.93	%		4.69	%		4.02	%		(1.03	)%		(1.21	)%		(0.98	)%		(0.86	)%		(0.79	)%
Portfolio turnover rate		N/A			N/A			N/A			N/A			N/A			80	%		83	%		158	%		58	%		69	%
Number of shares outstanding at end of period (000’s)		214,151			253,830			329,922			337,050			151,326			4,681			4,546			4,195			3,884			3,892
Net assets at the end of period (000’s)	$	213,807		$	253,242		$	329,212		$	337,050		$	151,326		$	47,757		$	42,310		$	48,061		$	56,678		$	49,354

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) The Fund’s performance figure was increased by less than 0.01% from the effect of payments by an affiliate (Note 3).

137

VALIC Company II

FINANCIAL HIGHLIGHTS — (continued)

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	Small Cap Value Fund															Socially Responsible Fund
	Year Ended August 31,															Year Ended August 31,
	2010			2009			2008			2007			2006			2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	9.88		$	13.75		$	15.35		$	15.06		$	15.61		$	8.93		$	11.39		$	13.49		$	12.06		$	11.21
Income (loss) from investment operations:
Net investment income (loss)(d)		0.06			0.15			0.17			0.12			0.11			0.12			0.14			0.18			0.19			0.17
Net realized and unrealized gain (loss) on investments and foreign currencies		0.43			(3.28	)		(0.98	)		1.27			1.25			0.44			(2.37	)		(1.46	)		1.51			0.96
Net increase from payments by affiliates		–			–			–			0.00			–			–			–			–			0.00			–
Total income (loss) from investment operations		0.49			(3.13	)		(0.81	)		1.39			1.36			0.56			(2.23	)		(1.28	)		1.70			1.13
Distributions from:
Net investment income		(0.10	)		(0.12	)		(0.09	)		(0.07	)		(0.02	)		(0.15	)		(0.19	)		(0.12	)		(0.06	)		(0.05	)
Net realized gain on securities		–			(0.62	)		(0.70	)		(1.03	)		(1.89	)		–			(0.04	)		(0.70	)		(0.21	)		(0.23	)
Total distributions		(0.10	)		(0.74	)		(0.79	)		(1.10	)		(1.91	)		(0.15	)		(0.23	)		(0.82	)		(0.27	)		(0.28	)
Net asset value at end of period	$	10.27		$	9.88		$	13.75		$	15.35		$	15.06		$	9.34		$	8.93		$	11.39		$	13.49		$	12.06
TOTAL RETURN(a)		4.96	%		(21.71	)%		(5.23	)%		9.22	%(e)		9.69	%		6.23	%		(19.20	)%		(10.04	)%		14.22	%(f)		10.16	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.95	%		0.95	%		0.95	%		0.95	%		0.95	%		0.56	%		0.56	%		0.56	%		0.56	%		0.56	%
Ratio of expenses to average net assets(c)		1.14	%		1.11	%		1.11	%		1.11	%		1.21	%		0.63	%		0.69	%		0.65	%		0.63	%		0.71	%
Ratio of expense reductions to average net assets		0.01	%		0.00	%		0.01	%		0.00	%		–			–			0.02	%		0.02	%		0.03	%		–
Ratio of net investment income (loss) to average net assets(b)		0.52	%		1.77	%		1.02	%		0.77	%		0.74	%		1.20	%		1.79	%		1.46	%		1.45	%		1.52	%
Ratio of net investment income (loss) to average net assets(c)		0.33	%		1.60	%		0.86	%		0.61	%		0.49	%		1.13	%		1.67	%		1.37	%		1.38	%		1.37	%
Portfolio turnover rate		132	%		32	%		39	%		33	%		58	%		98	%		86	%		120	%		152	%		172	%
Number of shares outstanding at end of period (000’s)		33,825			34,981			22,274			16,918			7,622			72,022			73,479			80,127			68,651			24,486
Net assets at the end of period (000’s)	$	347,417		$	345,551		$	306,357		$	259,704		$	114,809		$	672,566		$	656,132		$	912,992		$	925,906		$	295,231

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) The Fund’s performance figure was increased by less than 0.01% from a gain realized on the disposal of investments in violation of investment restrictions.

^(f) The Fund’s performance was increased by less than 0.01% from a reimbursement by an affiliate.

138

VALIC Company II

FINANCIAL HIGHLIGHTS — (continued)

Per share data is for a share of beneficial interest outstanding throughout the period. Total return includes reinvestment of distributions on the reinvestment date.

	Strategic Bond Fund
	Year Ended August 31,
	2010			2009			2008			2007			2006
PER SHARE DATA
Net asset value at beginning of period	$	10.29		$	11.10		$	11.33		$	11.36		$	11.08
Income (loss) from investment operations:
Net investment income (loss)(d)		0.60			0.66			0.65			0.61			0.58
Net realized and unrealized gain (loss) on investments and foreign currencies		0.85			(0.60	)		(0.29	)		(0.12	)		0.04
Net increase from payments by affiliates		–			–			–			–			0.00
Total income (loss) from investment operations		1.45			0.06			0.36			0.49			0.62
Distributions from:
Net investment income		(0.52	)		(0.87	)		(0.51	)		(0.40	)		(0.16	)
Net realized gain on securities		–			–			(0.08	)		(0.12	)		(0.18	)
Total distributions		(0.52	)		(0.87	)		(0.59	)		(0.52	)		(0.34	)
Net asset value at end of period	$	11.22		$	10.29		$	11.10		$	11.33		$	11.36
TOTAL RETURN(a)		14.51	%		2.23	%		3.13	%		4.32	%		5.75	%(e)
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.89	%		0.89	%		0.89	%		0.89	%		0.89	%
Ratio of expenses to average net assets(c)		0.95	%		1.05	%		1.00	%		1.02	%		1.12	%
Ratio of expense reductions to average net assets		–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		5.65	%		7.01	%		5.81	%		5.49	%		5.38	%
Ratio of net investment income (loss) to average net assets(c)		5.59	%		6.85	%		5.70	%		5.35	%		5.16	%
Portfolio turnover rate		141	%		129	%		127	%		126	%(f)		105	%(f)
Number of shares outstanding at end of period (000’s)		41,249			34,144			31,963			25,743			17,195
Net assets at the end of period (000’s)	$	462,619		$	351,498		$	354,895		$	291,727		$	195,413

^(a) Total return is not annualized. It does include, if any, expense reimbursements and expense reductions. The effect of fees and charges incurred at the separate account level are not reflected in these performance figures. If such expenses had been included, the total return would have been lower for each period presented.

^(b) Includes expense reimbursements, but excludes expense reductions.

^(c) Excludes expense reimbursements and expense reductions.

^(d) The per share amounts are calculated using the average share method.

^(e) The Fund’s performance figure was increased by less than 0.01% from a reimbursement by an affiliate.

^(f) Portfolio turnover includes “to be announced” (“TBA”) transactions. Previously, portfolio turnover was calculated prior to including TBA transactions and was as follows:

Fund	2007			2006
Strategic Bond		120	%		104	%

139

VALIC Company II

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees and Shareholders of

VALIC Company II:

In our opinion, the accompanying statements of assets and liabilities, including the portfolios of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of each of the fifteen funds constituting VALIC Company II (hereafter referred to as the “Series”) at August 31, 2010, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Series’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2010 by correspondence with the custodian and brokers and application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion. The financial highlights for each of the years ended on or before August 31, 2007 were audited by another independent registered public accounting firm whose report, dated October 25, 2007, expressed an unqualified opinion on those financial highlights.

PricewaterhouseCoopers LLP

Houston, Texas

October 28, 2010

140

VALIC Company II

APPROVAL OF ADVISORY AGREEMENTS (Unaudited)

April 26-27, 2010 Board of Trustees Meeting

At a meeting held on April 26-27, 2010, the Board of Trustees of VC II (the “Board”) , including a majority of the Trustees who are not “interested persons” of VC II (“Independent Trustees”), as such term is defined by the Investment Company Act of 1940, as amended (the “1940 Act”), approved with respect to the Small Cap Value Fund (the “Fund”) the engagement of The Boston Company Asset Management, LLC (“Boston Company”) and Janus Capital Management, LLC (“Janus”) pursuant to investment sub-advisory agreements with VALIC (the “Boston Company Sub-Advisory Agreement” and the “Janus Sub-Advisory Agreement,” respectively). The Board considered that Janus/Perkins and Boston Company would become co-sub-advisers of the Fund and that they would replace SSgA Funds Management, Inc. (“SSgA FM”) as sub-adviser of the Fund.

The Board also approved Janus’ engagement of Perkins Investment Management LLC (“Perkins”) as a sub-sub-adviser to the Fund, pursuant to an investment sub-sub-advisory agreement between Janus and Perkins (the “Perkins Sub-Sub-Advisory Agreement”). The Boston Company Sub-Advisory Agreement, Janus Sub-Advisory Agreement and Perkins Sub-Sub-Advisory Agreement are collectively referred to as the “Advisory Contracts.”

The Board received materials relating to certain factors the Board considered in determining to approve the Advisory Contracts. Those factors included: (1) the nature, extent and quality of services to be provided by Janus/Perkins, Boston Company and VALIC; (2) Janus’/Perkins’ and Boston Company’s sub-advisory fee rate compared to the sub-advisory fee rates of a peer group of funds with similar investment objectives (“Subadvisory Expense Group”), as selected by an independent third-party provider of investment company data; (3) the investment performance of the Fund compared to performance of comparable funds in its Morningstar Large Value category (“Performance Group”) and against the Fund’s current benchmark, the Russell 1000^® Value Index (“Benchmark”) and the investment performance of comparable funds managed by Janus/Perkins and Boston Company against the Performance Group, Benchmark and the Fund’s performance; (4) the costs of services and the benefits potentially to be derived by Janus/Perkins, Boston Company and VALIC, (5) whether the Fund will benefit from possible economies of scale by engaging Janus/Perkins and Boston Company as sub-advisers; (6) the profitability of VALIC, Janus and Boston Company; and (7) the terms of the Advisory Contracts.

The Independent Trustees were separately represented by counsel that is independent of VALIC in connection with their consideration of the approval of the Advisory Contracts. The matters discussed below were also considered separately by the Independent Trustees in executive session.

Nature, Extent and Quality of Services. The Board considered the nature, extent and quality of services to be provided to the Fund by Janus/Perkins and Boston Company. The Board also considered that Janus/Perkins’ and Boston Company’s management of the Fund is subject to the oversight of VALIC and the Board, and the Fund must be managed in accordance with the investment objectives, policies and restrictions as set forth in the Fund’s prospectus and statement of additional information. The Board noted that the proposed addition of Janus/Perkins and Boston Company as sub-advisers would not result in a result in a change to the Fund’s principal investment objective, principal investment strategy or principal investment risks. The Board considered that management proposed initially that 70% of the assets would be managed by Boston Company and 30% of the assets would be managed by Janus/Perkins.

The Board considered information provided to them regarding the services to be provided by Janus/Perkins and Boston Company. The Board considered the qualifications, background and responsibilities of Janus/Perkins’ and Boston Company’s investment and compliance personnel who would be responsible for providing investment management services to the Fund. The Board also took into account the financial condition of Janus/Perkins and Boston Company and their respective affiliates.

The Board, including a majority of the Independent Trustees, concluded that the scope and quality of advisory services to be provided by Janus/Perkins and Boston Company under their respective Sub-Advisory Agreements would be satisfactory.

Fees and Expenses; Investment Performance. The Board received and reviewed information regarding the Fund’s advisory fee rate compared against other funds in its peer group. The Board considered that the Fund’s current advisory fee rate was below the median of its peer group. It noted that with the addition of breakpoints the effective fee rate payable to VALIC would begin to decline once Fund assets exceeded $500 million and that the Fund’s current assets were approximately $167 million.

The Board also received and reviewed the Fund’s sub-advisory fee rates compared against the Subadvisory Expense Group. The Board noted that the Fund’s sub-advisory fees were currently at the median of its Subadvisory Expense Group, and that they would be at the median of the Subadvisory Expense Group following the change of sub-advisers. The Board took into account that the sub-advisory fee rate payable to Janus and Boston Company contain breakpoints whereas the fee rate payable to SSgA FM did not contain breakpoints. The Board also considered that the sub-advisory fees are paid by VALIC out of the advisory fees it receives from the Fund and that they are not paid by the Fund. It was also noted that any fees paid to Perkins pursuant to the Perkins Sub-Sub-Advisory Agreement would be paid by Janus. The Board noted that although VALIC would retain a greater percentage of its advisory fee payable by the Fund, such increase would not materially impact VALIC’s profit margin and in addition, VALIC had proposed to implement a breakpoint in its advisory fee. The Board concluded that the advisory fees and sub-advisory fees for the Fund are fair and reasonable in light of the usual and customary charges made for services of the same nature and quality and the other factors considered.

The Trustees then considered the performance of the Fund as compared to its Performance Group and Benchmark. It was noted that the Fund underperformed the average of its Performance Group and its Benchmark for the one- and three-year periods ended February 28, 2010. The Trustees also noted that comparable funds managed by Janus/Perkins and Boston Company outperformed the Performance Group, Benchmark and the Fund for such periods. The Trustees also noted that they review regularly detailed performance information about the Fund. The Board concluded that management was addressing the Fund’s performance by proposing the addition of Janus and Boston Company as sub-advisers to the Fund.

Cost of Services and Benefits Derived and Profitability/Economies of Scale. The Board was provided information related to the cost of services and benefits derived in connection with the Sub-Advisory Agreements. Management reported that it believed that any indirect costs are inconsequential to the analysis of the adequacy of the advisory and sub-advisory fees and that any collateral benefits derived as a result of providing advisory services to the Fund are de minimis. Because sub-advisory fees are paid by VALIC and not by the Fund, the Trustees determined that the costs of the services to be provided by Janus and Boston Company and the profitability to Janus and Boston Company from their relationship with the Fund was not a material factor in their deliberations with respect to consideration of approval of the Sub-Advisory Agreements. For similar reasons, the Board also concluded that the potential for economies of scale in Janus/Perkins’ and Boston Company’s management of the Fund was not a material factor in approving the

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VALIC Company II

APPROVAL OF ADVISORY AGREEMENTS (Unaudited) — (continued)

Sub-Advisory Agreements although the Board noted that the proposed sub-advisory fees had breakpoints and the proposed amendment to the Advisory Agreement would add a breakpoint to the advisory fee to generally reflect the breakpoints at the sub-advisory fee level.

Terms of the Sub-Advisory Agreements. The Board reviewed the terms of the Sub-Advisory Agreements, including the duties and responsibilities undertaken by Janus/Perkins and Boston Company. It was noted that there were no material differences between the terms of the Sub-Advisory Agreements and the SSgA FM Sub-Advisory Agreement. The Board concluded that the terms of the Sub-Advisory Agreements were reasonable.

Conclusions. In reaching its decision to approve the Advisory Contracts, the Board did not identify any single factor as being controlling, but based its recommendation on each of the factors it considered. Each Trustee may have contributed different weight to the various factors. Based upon the materials it reviewed, the representations made to it, the considerations described above, and their deliberations, the Board, including a majority of the Independent Trustees, concluded that it was in the best interests of the Fund and its shareholders to approve the Advisory Contracts.

August 2-3, 2010 Board of Trustees Meeting

At a meeting held on August 2-3, 2010, the Board of Trustees (the “Board”), including the Trustees that are not interested persons of VC II, as such term is defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”), approved with respect to each Fund the Investment Advisory Agreement between The Variable Annuity Life Insurance Company (“VALIC”) and VC II (the “Advisory Agreement”) and the investment sub-advisory agreements between VALIC and each of the following sub-advisers (collectively, the “Sub-advisory Agreements”): Bridgeway Capital Management, Inc. (“Bridgeway Capital”); FAF Advisors, Inc. (“FAF”); Invesco Advisers, Inc. (“Invesco”); JPMorgan Investment Management, Inc. (“JPMIM”); SunAmerica Asset Management Corp. (“SAAMCo”); and Wellington Management Company, LLP (“Wellington Management”) (collectively referred to as the “Sub-advisers”).

The Investment Advisory Agreement and Investment Sub-advisory Agreements are collectively referred to as the “Advisory Contracts.”

In connection with the approval of the Advisory Contracts, the Board received materials related to certain factors the Board considered in determining to renew such Advisory Contracts. Those factors included: (1) the nature, extent and quality of services provided by VALIC and the Sub-advisers; (2) the investment performance of the Funds compared to performance of comparable funds as selected by an independent third-party provider of investment company data (“Performance Group/Universe”) and against each Fund’s benchmarks; (3) the costs of services and the benefits potentially derived by VALIC and the Sub-advisers; (4) whether the Funds will benefit from possible economies of scale from engaging the Sub-advisers; (5) the profitability of VALIC and the Sub-advisers and their affiliates; (6) the advisory fee and sub-advisory fees charged in connection with VALIC’s and the Sub-advisers’ management of the Funds, compared to advisory fee rates and sub-advisory fee rates of a group of funds with similar investment objectives (respectively, the “Expense Group/Universe” and the “Sub-Adviser Expense Group/Universe”), as selected an independent third-party provider of investment company data; (7) the terms of the Advisory Contracts, and (8) information regarding VALIC’s and the Sub-advisers’ compliance and regulatory history.

The Independent Trustees were separately represented by counsel that is independent of VALIC in connection with their consideration of approval of the Advisory Contracts. The matters discussed below were also considered separately by the Independent Trustees in executive sessions during which such independent counsel provided guidance to the Independent Trustees.

The continuation of all Advisory Contracts were approved at the August 2010 for a one-year term beginning September 1, 2010 and ending August 31, 2011, with the exception of the Century Capital Sub-Advisory Agreement, which was approved for an initial two-year term.

Nature, Extent and Quality of Services. The Board considered the nature, quality and extent of services to be provided to the Funds by VALIC and the Sub-advisers. The Board reviewed information provided by VALIC relating to its operations and personnel. The Board also took into account their familiarity with VALIC’s management through Board meetings, discussions and reports during the preceding year and through their long history of service to the Funds. The Board considered that VALIC is responsible for the management of the day-to-day operations of the Funds, including but not limited to, general supervision of and coordination of the services provided by the Sub-advisers, and is also responsible for monitoring and reviewing the activities of the Sub-advisers and other third-party service providers. The Board also noted that VALIC’s and the Sub-advisers’ management of the Funds is subject to the oversight of the Board, and must be made in accordance with the investment objectives, policies and restrictions set forth in the Funds’ prospectus and statement of additional information.

The Board noted that VALIC personnel meet on a regular basis to discuss the performance of the Funds, as well as the positioning of the insurance products, employer-sponsored retirement plans and the Funds generally vis-à-vis competitors. The Board also considered VALIC’s financial condition and whether it had the financial wherewithal to provide the services under the Investment Advisory Agreement with respect to each Fund.

With respect to the services provided by the Sub-advisers, the Board considered information provided to them regarding the services provided by each Sub-adviser, including information presented throughout the previous year. The Board noted that each Sub-adviser (i) determines the securities to be purchased or sold on behalf of the Funds it manages as may be necessary in connection therewith; (ii) provides VALIC with records concerning its activities, which VALIC or the Funds are required to maintain; and (iii) renders regular reports to VALIC and to officers and Trustees of the Funds concerning its discharge of the foregoing responsibilities. The Board reviewed each Sub-adviser’s history and investment experience as well as information regarding the qualifications, background and responsibilities of the Sub-advisers investment and compliance personnel who provide services to the Funds. The Board also took into account the financial condition of each Sub-adviser. The Board also reviewed each Sub-adviser’s brokerage practices.

The Board reviewed VALIC’s and SAAMCo’s compliance program and personnel. It was noted that SAAMCo is an affiliated company of VALIC. The Board also considered VALIC’s and each Sub-adviser’s regulatory history, including information regarding whether it was currently involved in any regulatory actions or investigations as well as material litigation.

The Board concluded that the scope and quality of the advisory services provided by VALIC and Sub-advisers were satisfactory and that there was a reasonable basis on which to conclude that each would provide a high quality of investment services to the Funds.

142

VALIC Company II

APPROVAL OF ADVISORY AGREEMENTS (Unaudited)

Fees and Expenses; Investment Performance. The Board received and reviewed information regarding each Fund’s total expenses, advisory and sub-advisory fees, and other expenses compared against the expenses and fees of the funds in its Expense Group, Expense Universe and Subadvisor Expense Group and, in some cases as noted below, the Subadvisor Expense Universe. It was noted that VALIC negotiates the sub-advisory fees with each of the unaffiliated Sub-advisers at arms-length. The Board also considered that the sub-advisory fees are paid by VALIC out of its advisory fees it receives from the Funds and is not paid by the Funds, and that sub-advisory fees may vary widely within the Subadvisor Expense Group/Universe for various reasons, including market pricing demands, existing relationships, experience and success, and individual client needs. The Board noted the affiliation of the Sub-adviser to certain of the Funds with VALIC, noting any potential conflicts of interest. The Board also noted that VALIC annually waives a portion of its advisory fee and/or reimburses the expenses of several Funds as noted below.

The Sub-advisers provided and the Board also considered expense information of comparable accounts managed by the Sub-advisers, which included one or more of the following types of accounts: retail mutual funds, mutual funds sold through variable annuity and variable insurance products, and other institutional-type accounts.

The total expense information, advisory fee information, and sub-advisory fee information considered by the Board, among other fee and expense data, is summarized below. It was noted that expense ratio data included in the independent third-party reports was based on unaudited data from the semi-annual report dated February 28, 2010.

The Board received and reviewed information prepared by management and by an independent third-party regarding the Funds’ investment performance compared against their benchmarks and their respective Performance Groups/Universes. It was noted that performance information provided by the independent third party was for the period ended April 30, 2010 and that benchmark information presented by management was through the period June 30, 2010.

• Aggressive Growth Lifestyle Fund (sub-advised by PineBridge). The Board considered that the Fund’s actual advisory fees were at the median of the Expense Group and above the median of the Expense Universe. In addition, the Board considered that the Fund’s total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were above the medians of its Subadvisor Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that the Fund’s performance was above the medians of its Performance Group/Universe for the one-, three- and five-year periods. In addition, the Board considered that the Fund outperformed the Lipper VUF Mixed Asset Target Allocation Growth Index and its blended benchmark for the one-, three- and five-year periods. The blended benchmark consists of the Russell 3000 Index (“Russell 3000”) (54%), Barclays Capital U.S. Aggregate Bond Index (25%), the Morgan Stanley Capital International Europe, Australasia, Far East Index (“MSCI EAFE Index”) (13%), and the FTSE European Public Real Estate Association (“EPRA”) / National Association of Real Estate Investment Trusts (“NAREIT”) Global Real Estate Index (8%). The Board concluded that the Fund’s performance was satisfactory.

• Capital Appreciation Fund (sub-advised by Bridgeway Capital). The Board considered that the Fund’s actual advisory fees and total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were below the medians of its Subadvisor Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011. Additionally, the Board considered that effective June 1, 2010, breakpoints were implemented to the Fund’s advisory and sub-advisory fee schedules.

The Board considered that the Fund was above the medians of its Performance Group/Universe and outperformed the Lipper VUF Large-Cap Growth Index for the one-year period but was below the medians and underperformed the Index for the three- and five-year periods. The Board considered that the Fund outperformed its benchmark, the Russell 1000^® Growth Index, for the one-year period but trailed the Index for the three- and five-year periods. The Board took into account management’s discussion of the Fund’s performance and its plans to address the Fund’s performance. The Board also noted the Fund’s improved more recent performance. The Board concluded that appropriate action has been taken to address the Fund’s performance.

• Conservative Growth Lifestyle Fund (sub-advised by PineBridge). The Board considered that the Fund’s actual advisory fees were below the median of its Expense Group and at the median of its Expense Universe, and that the Fund’s total expenses were below the medians of its Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that the Fund’s performance was above the median of its Performance Group for the one- and five-year periods and below the median of its Performance Group for the three-year period. The Board also considered that the Fund’s performance was above the median of its Performance Universe and outperformed the Lipper VUF Mixed Asset Target Allocation Conservative Index for the one-, three- and five-year periods. The Board noted that the Fund outperformed its blended benchmark for the one- and five- year periods, and underperformed for the three-year period. The Fund’s blended benchmark consists of the Russell 3000 Index (24%), Barclays Capital U.S. Aggregate Bond Index (65%), the MSCI EAFE Index (8%), and the FTSE EPRA/NAREIT Global Real Estate Index (3%). The Board concluded that the Fund’s performance was satisfactory in light of all factors considered.

• Core Bond Fund (sub-advised by PineBridge). The Board considered that the Fund’s actual advisory fees were above the medians of its Expense Group/Universe and that the Fund’s total expenses were below the median of its Expense Group and above the median of its Expense Universe. In addition, the Board noted that the Fund’s actual sub-advisory fees were above the medians of its Subadvisor Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board noted that the Fund was above the medians of its Performance Group/Universe for the one- and five-year periods, and below the medians of its Performance Group/Universe for the three-year period. The Board also noted that the Fund outperformed the Lipper VUF Corporate A-Rated Bond Index for the one-, three- and five-year periods. The Board also noted that the Fund outperformed its benchmark, Barclays Capital U.S. Aggregate Index, for the one-year period and underperformed the benchmark for the three- and five-year periods. The Board took into account management’s discussion of the Fund’s performance, changes to the Fund’s investment strategy in prior years, and concluded that the Fund’s performance was satisfactory in light of all factors considered.

• High Yield Bond Fund (sub-advised by Wellington Management). The Board considered that the Fund’s actual advisory fees were at the median of its Expense Group and above the median of its Expense Universe, and that the Fund’s total expenses were above the medians of its Expense Group/Universe. The Board considered that the

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APPROVAL OF ADVISORY AGREEMENTS (Unaudited) — (continued)

Fund’s actual sub-advisory fees were above the medians of its Subadvisor Expense Group/Universe. The Board took into account management’s discussion of the Fund’s expenses and also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011. In addition, the Board noted that the Fund’s advisory fee was reduced in July 2009.

The Board considered that the Fund’s performance was at the median of its Performance Group for the one- year period and below the median of its Performance Group for the three- and five- year periods. The Board also considered that the Fund’s performance was above the median of its Performance Universe for the one- year period and below the median of its Performance Universe for the three- and five- year periods. The Board also considered that the Fund outperformed the Lipper VUF High Yield Bond Index for the one-year period and underperformed the Index for the three- and five-year periods. The Board noted that the Fund underperformed its benchmark, the Citigroup High Yield Market Index for the one-, three- and five-year periods. The Board took into account management’s discussion of the Fund’s performance. The Board noted that Wellington Management had only been managing the Fund since July 2009 and that performance beyond the one-year period was attributable to the prior sub-adviser. The Board concluded that the Fund’s performance was satisfactory in light of all factors considered.

• International Small Cap Equity Fund (sub-advised by PineBridge and Invesco). The Board considered that the Fund’s actual advisory fees were below the median of its Expense Group and above the median of its Expense Universe and that the Fund’s total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were above the medians of its Subadvisor Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011. Additionally, the Board noted that the Fund’s advisory fee was reduced in December 2009, and that breakpoints were implemented to PineBridge’s sub-advisory fee in March 2010.

The Board considered that the Fund’s performance was above the medians of its Performance Group/Universe and outperformed the Lipper VUF International Core Index for the one-year period. The Board also considered that the Fund’s performance was at the median of its Performance Group and below the median of its Performance Universe for the three-year period and above the medians of its Performance Group/Universe for the five-year period. The Board noted that the Fund underperformed the Index for the three-year period and outperformed the Index for the five-year period. The Board took into consideration that Lipper’s comparative Index focused on international multi-cap growth funds and not on international small-cap core funds. The Board further noted that the Fund underperformed its benchmark, the MSCI EAFE Small Cap Index, for the one- and three-year periods and outperformed the benchmark for the five-year period. The Board noted that Invesco was engaged in December 2009 as a co-sub-adviser to the Fund. The Board took into account management’s discussion of the Fund’s performance and concluded that the Fund’s performance was satisfactory in light of all factors considered.

• Large Cap Value Fund (sub-advised by TBCAM and Janus/Perkins). The Board considered that the Fund’s actual advisory fees and total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were at the median of its Subadvisory Expense Group and below the median of its Subadvisor Expense Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that TBCAM and Janus/Perkins began managing the Fund in June 2010 and that all performance presented was attributable to the prior sub-adviser. The Board considered that, under the prior sub-adviser’s management, the Fund was below the medians of its Performance Group/Universe and underperformed the Lipper VUF Multi-Cap Value Index and its benchmark, the Russell 1000^® Value Index, for the one-, three- and five-year periods. The Board also noted management’s discussion of the Fund’s performance and concluded that the underperformance was being addressed.

• Mid Cap Growth Fund (sub-advised by Invesco). The Board considered that the Fund’s actual advisory fees and total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were below the median of its Subadvisor Expense Group and above the median of its Subadvisor Expense Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board also considered that the Fund’s performance was below the medians of its Performance Group/Universe and the Lipper VUF Mid-Cap Growth Index and its benchmark, the Russell Midcap^® Growth Index, for the one-, three- and five-year periods. The Board took into account management’s discussion of the Fund’s performance, including plans to improve the Fund’s performance, as well as its continued monitoring of the Fund. The Board concluded that management is taking appropriate action with respect to the Fund.

• Mid Cap Value Fund (sub-advised by FAF and Wellington). The Board considered that the Fund’s actual advisory fees were at the median of its Expense Group and below the median of its Expense Universe and that the Fund’s total expenses were above the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were above the medians of its Subadvisor Expense Group/Universe. The Board took into account management’s discussion of the Fund’s expenses. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that the Fund’s performance was below the medians of its Performance Group/Universe for the one-year period, at the median of its Performance Group and below the median of its Performance Universe for the three-year period, and above the medians of its Performance Group/Universe for the five-year period. The Board also considered that the Fund underperformed the Lipper VUF Mid Cap Value Index for the one-year period, and outperformed the Index for the three- and five-year periods. In addition, the Board noted that the Fund underperformed its benchmark, the Russell 2500^® Value Index, for the one- and three-year periods and outperformed the benchmark for the five-year period. The Board took into account management’s discussion of the Fund’s performance, and concluded that the Fund’s overall performance was satisfactory in light of all factors considered.

• Moderate Growth Lifestyle Fund (sub-advised by AIGGIC). The Board considered that the Fund’s actual advisory fees were above the median of its Expense Group and at the median of its Expense Universe. The Board also considered that the Fund’s total expenses were below the medians of its Expense Group/Universe. The Board also considered that the Fund’s actual sub-advisory fees were above the medians of its Subadvisor Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that the Fund’s performance was above the medians of its Performance Group/Universe and outperformed the Lipper VUF Mixed-Asset Target Allocation Moderate Index for the one-, three- and five-year periods. In addition, the Board noted that the Fund outperformed its blended benchmark for the one- and

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five-year periods and underperformed the benchmark for the three- year period. The Fund’s blended benchmark consists of the Russell 3000 (40%), Barclays Capital U.S. Aggregate Bond Index (45%) and the MSCI EAFE Index (10%) and the FTSE EPRA/NAREIT Global Real Estate Index (5%). The Board concluded that the Fund’s performance has been satisfactory in light of all factors considered.

• Money Market II Fund (sub-advised by SAAMCo). The Board considered that the Fund’s actual advisory fees were at the median of its Expense Group and below the median of its Expense Universe. The Board also noted that the Fund’s total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were above the median of its Subadvisor Expense Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that the Fund’s performance was above the median of its Performance Group for the one-, three- and five-year periods. The Board also considered that the Fund’s performance was above the median of its Performance Universe for the one-year period, and below the median of its Performance Universe for the three- and five- year periods. The Board also noted that the Fund underperformed the Lipper VUF Money Market Index for the one-, three- and five- year periods. The Board also considered that the Fund underperformed its benchmark, the Treasury Bill 3 Month Index, for the one-year period, and outperformed its benchmark for the three- and five-year periods. The Board took into account the relatively small range in performance returns among the Performance Group/Universe. The Board concluded that the Fund’s performance was satisfactory in light of all factors considered.

• Small Cap Growth Fund (sub-advised by JPMIM). The Board considered that the Fund’s actual advisory fees were below the median of its Expense Group and above the median of its Expense Universe, and that the Fund’s total expenses were below the median of its Expense Group and above the median of its Expense Universe. The Board also noted that the Fund’s actual sub-advisory fees were above the medians of its Subadvisor Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board noted that the Fund’s performance was above the median of its Performance Group for the one- and three-year periods and below the median of its Performance Group for the five-year period, and that the Fund’s performance was above the median of its Performance Universe and outperformed the Lipper VUF Small Cap Growth Index and its benchmark, the Russell 2000^® Growth Index, for the one-year period and below the median and underperformed the Index and benchmark for the three- and five-year periods. The Board concluded that the Fund’s performance was satisfactory in light of all factors considered.

• Small Cap Value Fund (sub-advised by SAAMCo, MetWest and JPMIM). The Board considered that the Fund’s actual advisory fees and total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were below the median of its Subadvisor Expense Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that the Fund’s performance was below the medians of its Performance Group/Universe for the one-, three- and five-year periods. The Board also considered that the Fund outperformed the Lipper VUF Small Cap Value Index for the one-, three- and five- year periods. The Board also noted that the Fund outperformed its benchmark, the Russell 2000^® Value Index, for the one-, three- and five-year periods. The Board also noted that SAAMCo and MetWest were added as additional sub-advisers in February 2010. The Board noted management’s discussion of the Fund’s performance, including the engagement of the new sub-advisers, and concluded that the Fund’s performance is being addressed.

• Socially Responsible Fund (sub-advised by AIGGIC). The Board considered that the Fund’s actual advisory fees and total expenses were below the medians of its Expense Group/Universe. The Board also noted that the Fund’s actual sub-advisory fees were below the medians of its Subadvisor Expense Group/Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board noted that the Fund’s performance was above the medians of its Performance Group/Universe, and outperformed its benchmark, the S&P 500^® Index for the one-, three- and five- year periods. The Board also noted that the Fund outperformed the Lipper VUF Large Cap Core Index for the one-year period and underperformed the Index for the three- and five-year periods. The Board took into consideration management’s discussion of its peer group and index noting the social criteria to which the Fund must adhere and concluded that the Fund’s performance was satisfactory in light of all factors considered.

• Strategic Bond Fund (sub-advised by AIGGIC). The Board noted that the Fund’s actual advisory fees were below the medians of its Expense Group/Universe. The Board also considered that the Fund’s total expenses were below the median of its Expense Group and above the median of its Expense Universe. In addition, the Board considered that the Fund’s actual sub-advisory fees were at the median of its Subadvisor Expense Group and above the median of its Subadvisor Expense Universe. The Board also noted that the expense limitation on total expenses would be extended contractually through December 31, 2011.

The Board considered that the Fund’s performance was below the median of its Performance Group for the one- and three-year periods and above the median for the five-year period. The Board also considered that the Fund’s performance was above the median of its Performance Universe for the one- and five-year periods, and below the median for the three-year period. In addition, the Board considered that the Fund outperformed the Lipper VUF General Bond Index for the one- and five-year periods, and underperformed the Index for the three-year period. The Board also noted that the Fund outperformed its benchmark, the Barclays Capital Aggregate Bond Index, for the one-year period, and underperformed the benchmark for the three- and five- year periods. The Board took into account management’s discussion of the Fund’s performance. The Board noted that management was closely monitoring the Fund and concluded that the Fund’s performance was satisfactory in light of all factors considered.

The Board concluded that the advisory fee and sub-advisory fee for each Fund are fair and reasonable in light of the usual and customary charges made for services of the same nature and quality and the other factors considered.

Cost of Services and Indirect Benefits/Profitability. The Board was provided information related to the cost of services and profits realized in connection with the Advisory Agreement. The Board considered the costs that are borne by the Funds. For its services, VALIC receives a fee, payable monthly from each Fund in an amount that is calculated as a percentage of the average daily net assets of the respective Fund.

145

VALIC Company II

APPROVAL OF ADVISORY AGREEMENTS (Unaudited) — (continued)

It was noted that VALIC reviewed a number of factors in determining appropriate fee levels for the Funds as well as the fee VALIC pays each Sub-adviser. Such factors include review of (1) style class peers primarily within the variable annuity and qualified plan universe; (2) key competitor analysis; (3) clone fund analysis; (4) product suitability; and (5) special considerations such as competitor sub-account characteristics, uniqueness of the product and prestige of the manager.

The Board considered that VALIC will receive benefits in addition to the advisory fee to be paid by the Funds, which include transfer agency fees paid or to be paid by the Funds. The Board considered that VC II also pays VALIC a fee for the provision of record keeping and shareholder services to contract owners and participants, which is provided at cost. Such payment is allocated to each Fund based on the number of accounts serviced. Finally, it was noted that the Funds pay SAAMCo, an affiliate of VALIC, an annual fee of approximately 0.07% based on each Fund’s average daily net assets, for the provision of certain accounting and administrative services. Out of the fee SAAMCo receives from the Funds, SAAMCo compensates VALIC for certain administrative services (0.02% of daily net assets), and the Funds’ custodian, State Street Bank and Trust Company for calculation of the daily net asset value (0.01% of daily net assets). The Board also considered that VC II pays VALIC an annual fee of 0.25% on average daily net assets of each Fund (other than the Lifestyle Funds) pursuant to a Shareholder Services Agreement.

The Board also considered that VALIC may exclude from its taxable income a portion of the ordinary dividends paid by underlying U.S. equities in the Funds to the same extent the Funds receive certain dividends with respect to shares of stock issued by domestic corporations, subject to applicable tax laws and regulations. In addition, it was noted that VALIC may receive foreign tax credits with respect to certain foreign securities held or to be held in certain Funds that benefit VALIC. These benefits can be material.

In considering the profitability to VALIC and its affiliates in connection with their relationship with the Funds, the Board reviewed information provided by VALIC setting forth the revenues and other benefits, both direct and indirect, received by VALIC and its affiliates attributable to managing each Fund, the cost of providing such services and the resulting profitability to VALIC and its affiliates from these relationships. The Board also reviewed VALIC’s profitability on a Fund-by-Fund basis. The Board received and reviewed information prepared by VALIC that reflects an allocation of costs that result in a reasonable determination of profitability of VALIC, as adviser and transfer agent and as the shareholder servicing agent. In addition, the Board considered the profitability of SAAMCo in its role as the administrator of the Funds and as sub-adviser to certain Funds. The Board concluded that the profitability to VALIC and its affiliates from their relationship with the Funds was reasonable.

In considering the profitability to the Sub-advisers in connection with their relationship to the Funds, the Trustees noted that the fees under the Sub-Advisory Agreements are paid by VALIC out of the advisory fees that VALIC receives under the Advisory Agreement. With respect to the unaffiliated Sub-advisers, the Board also relied on the ability of VALIC to negotiate the Sub-Advisory Agreements and the fees thereunder at arm’s length.

For each of the above reasons, the Trustees determined that the profitability to the Sub-advisers from their relationship with the Funds was not a material factor in their deliberations with respect to consideration of approval of the Investment Sub-Advisory Agreements.

Economies of Scale. The Board noted that the advisory fee rate and sub-advisory fee rates payable to VALIC and each of the Sub-advisers with respect to most of the Funds contain breakpoints, which allows the Funds to participate in any economies of scale. The Board also took into account management’s discussion of the Funds’ advisory fee and sub-advisory fee structure, including with respect to those Funds that do not currently have breakpoints. The Board also considered the effect of each Fund’s growth and size on its performance and fees, noting that it the Funds’ assets increase over time, the Funds may realize other economies of scale if assets increase proportionally more than expenses. The Board concluded that no changes to the advisory fee structure of the Funds were necessary.

For similar reasons as stated above with respect to the Sub-advisers’ profitability and the costs of their providing services, the Board concluded that the potential for economies of scale in the Sub-advisers’ management of the Funds are not a material factor to the approval of the Sub-advisory Agreements, although it was noted that most of the Funds have breakpoints at the sub-advisory fee level.

Terms of the Advisory Contracts. The Board reviewed the terms of the Advisory Contracts including the duties and responsibilities undertaken. The Board also reviewed the terms of payment for services rendered by VALIC and the Sub-advisers and noted that VALIC would compensate the Sub-advisers out of the advisory fees it receives from the Funds. The Board noted that the Sub-Advisory Agreements provide that each Sub-adviser will pay all of its own expenses in connection with the performance of their respective duties as well as the cost of maintaining the staff and personnel as necessary for it to perform its obligations. The Board also considered the termination and liability provisions of the Advisory Contracts and other terms contained therein.

The Board reviewed the terms of the Century Capital Sub-Advisory Agreement, including the duties and responsibilities undertaken by Century Capital. It also noted that the Century Capital Sub-Advisory Agreement was the same in all material respects as the Sub-Advisory Agreement with Wells Capital, except for the name of the sub-adviser, the term of the agreements and the sub-advisory fee rate.

The Board concluded that the terms of each of the Advisory Contracts were reasonable.

Compliance. The Board reviewed VALIC’s and the Sub-advisers’ compliance personnel, regulatory history, including information whether it was currently involved in any regulatory actions or investigations. In addition, the Board reviewed information concerning each entities’ compliance staff that would be responsible for providing compliance functions on behalf of the Fund and concluded that there was no information provided that would have a material adverse effect on their abilities to provide services to the Funds.

Conclusions. In reaching its decision to approve the Advisory Contracts, the Board did not identify any single factor as being controlling, but based its recommendation on each of the factors it considered and each Trustee may have contributed different weight to the various factors. Based upon the materials it reviewed, the representations made to it and the considerations described above, and as part of their deliberations, the Board, including the Independent Trustees, concluded that VALIC and each Sub-adviser possess the capability and resources to perform the duties required of them under their respective Advisory Contracts.

Further, based upon its review of the Advisory Contracts, the materials provided, and the considerations described above, the Board, including the Independent Trustees, concluded that (1) the terms of the Advisory Contracts are reasonable, fair and in the best interests of each of the Funds and its respective shareholders, and (2) the fee rates payable under the Advisory Contracts are fair and reasonable in light of the usual and customary charges made for services of the same nature and quality.

146

VALIC Company II

TRUSTEES AND OFFICERS INFORMATION (Unaudited) — August 31, 2010

Name, Birth Date and Address*	Position Held With VALIC Complex	Term of Office and Length of Time Served(4)		Principal Occupations During Past Five Years	Number of Funds in Fund Complex Overseen by Director(2)		Other Directorships Held by Director(3)
Independent Directors
Thomas J. Brown DOB: December 24, 1945	Trustee		2005- Present	Retired.		48	None.
Dr. Judith L. Craven DOB: October 6, 1945	Trustee		1998- Present	Retired Administrator.		78	Director, Hilton Hotel (1998-Present); Director, Belo Corporation, a media company (1992-Present); Director SYSCO Corporation, a food marketing and distribution company (1996-Present). Director, Luby’s Inc., a restaurant chain (1998-Present).
William F. Devin DOB: December 30, 1938	Chairman and Trustee(5)		2001- Present	Retired.		78	Director, Boston Options Exchange (2001-Present)
Dr. Timothy J. Ebner DOB: July 15, 1949	Trustee		1998- Present	Professor and Head, Department of Neuroscience (1980-Present), and Visscher Chair of Physiology, University of Minnesota (1999-Present); Scientific Director, Society for Research on the Cerabellum (2008-Present).		48	Trustee, Minnesota Medical Foundation (2005-Present).
Judge Gustavo E. Gonzales, Jr. DOB: July 27, 1940	Trustee		1998- Present	Attorney At Law, Criminal Defense and General Practice (2005-Present) Formerly, Municipal Court Judge, Dallas, TX (1995-2004)		48	None.
Dr. John Wm. Lancaster DOB: December 15, 1923	Trustee		1998- Present	Pastor Emeritus (1990-Present) and formerly Director of Planned Giving (1997-2005), First Presbyterian Church, Houston, TX.		48	None.
Kenneth J. Lavery DOB: December 30, 1949	Trustee		2001- Present	Vice President, Massachusetts Capital Resources Co. (1982-Present).		48	None.
Dr. John E. Maupin, Jr. DOB: October 28, 1946	Trustee		1998- Present	President, Morehouse School of Medicine, Atlanta, Georgia (2006-Present). Formerly, President, Meharry Medical College, Nashville, Tennessee (1994-2006).		48	Director, LifePoint Hospitals, Inc. (1999-Present); Director, HealthSouth Corp. (2004-Present); and Director, Regions Financial Corp. (2007-Present).
Interested Directors
Peter A. Harbeck(1) DOB: January 23, 1954	Trustee		2001- Present	President, CEO and Director, SAAMCo (1995-Present); Director, SunAmerica Capital Services, Inc. (“SACS”) (1993-Present); Chairman, President and CEO, Advisor Group, Inc. (2004-Present)		87	None.
Officers
Kurt Bernlohr DOB: May 27, 1961	President and Principal Executive Officer		2009- Present	President VALIC Financial Advisors, Inc. (2009-Present); President, VALIC Retirement Services Company (2009-Present); Senior Vice President (2009-Present), Vice President (2004-2009) and Associate General Counsel (2000-2004), VALIC		N/A	N/A

147

VALIC Company II

TRUSTEES AND OFFICERS INFORMATION (Unaudited) — August 31, 2010 — (continued)

Name, Birth Date and Address*	Position Held With VALIC Complex	Term of Office and Length of Time Served(4)		Principal Occupations During Past Five Years	Number of Funds in Fund Complex Overseen by Director(2)		Other Directorships Held by Director(3)
Officers
John Packs     DOB: December 9, 1955	Vice President and Senior Investment Officer		2001- Present	Senior Investment Officer, VALIC (2001-Present).		N/A	N/A
Gregory R. Kingston DOB: January 18, 1966	Treasurer and Principal Financial Officer		2000- Present	Vice President, SAAMCo (2001-Present).		N/A	N/A
Nori L. Gabert DOB: August 15, 1953	Vice President, Chief Legal Officer and Secretary		2000- Present	Vice President and Deputy General Counsel, SAAMCo (2005-Present); Vice President and Senior Counsel SAAMCo (2001-2005).		N/A	N/A
Gregory N. Bressler     DOB: November 17, 1966	Vice President		2005- Present	Senior Vice President and General Counsel, SAAMCo (2005 to Present); Formerly Vice President and Director of U.S. Asset Management Compliance, Goldman Sachs Asset Management (2004 to 2005); Deputy General Counsel, Credit Suisse Asset Management LLC (2002-2004).		N/A	N/A
Cynthia A. Gibbons-Skrehot     DOB: December 6, 1967	Vice President and Chief Compliance Officer (“CCO”)		2002- Present	Vice President, SAAMCo and VALIC (2002-Present).		N/A	N/A
Matthew J. Hackethal     DOB: December 31, 1971	Anti-Money Laundering (“AML”) Compliance Officer		2007- Present	Chief Compliance Manager, SAAMCo (2006-Present); AML Compliance Officer, SunAmerica Fund Complex (2006-Present); VP (2001-2006) and CCO (2005-2006), Credit Suisse Alternative Funds Asset Management Division Formerly Vice President, Credit Suisse Asset Management (2001 to 2006); CCO, Credit Suisse Alternative Funds (2005 to 2006); Credit Suisse Asset Management Securities, LLC (2004 to 2005)		N/A	N/A
Donna M. Handel     DOB: June 25, 1966	Vice President and Assistant Treasurer		2001- Present	Senior Vice President, SAAMCo (2004-Present); Vice President, SAAMCo (1997-2004).		N/A	N/A
Thomas M. Ward     DOB: November 7, 1966	Vice President		2008- Present	VP (2009-Present) and Director (2005-2009), VALIC; VP, VALIC Financial Advisers, Inc. (2009-Present)		N/A	N/A

* The business address for each Trustee and Officer is 2929 Allen Parkway, Houston, TX, 77019.

(1) Interested Trustee, as defined within the Investment Company Act of 1940 (the “1940 Act”), because of current employment with SAAMCo, an affiliated company with VALIC.

(2) The “Fund Complex” consists of all registered investment company portfolios for which VALIC or an affiliated person of VALIC serves as investment adviser or administrator. The “Fund Complex” includes the SunAmerica Speciality Series (3 funds), SunAmerica Equity Funds (3 funds), SunAmerica Income Funds (5 funds), SunAmerica Money Market Funds, Inc. (2 funds), SunAmerica Senior Floating Rate Fund, Inc. (1 fund), SunAmerica Focused Series, Inc. (14 portfolios), SunAmerica Focused Alpha Growth Fund, Inc. (1 fund), SunAmerica Focused Alpha LargeCap Fund, Inc. (1 fund), Anchor Series Trust (9 portfolios), Seasons Series Trust (21 portfolios), SunAmerica Series Trust (35 portfolios), VALIC Company I (33 funds) and VALIC Company II (15 funds).

(3) Directorships of companies required to report to the Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e. “public companies”) or other investment companies registered under the 1940 Act.

(4) Trustees serve until their successors are duly elected and qualified.

(5) Effective July 27, 2005, Mr. Devin became Chairman of the Board.

Additional Information concerning the Trustees and Officers is contained in the Statement of Additional Information and is available without charge by calling 1-800-448-2542.

148

VALIC Company II

SHAREHOLDERS TAX INFORMATION — August 31, 2010 (Unaudited)

Certain tax information regarding the VALIC Company II is required to be provided to the shareholders based upon each Fund’s income and capital gain distributions for the taxable year ended August 31, 2010

The information and distributions reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2010, which will be made available after the end of the calendar year.

During the year ended August 31, 2010 the Funds paid the following long-term capital gains along with the percentage of ordinary income dividends that qualified for the 70% dividends received deductions for corporations:

Fund	Net Long-Term Capital  Gains		Foreign Tax Credit*		Foreign Source Income		Qualifying % for the 70% Dividends Received Deduction
Aggressive Growth Lifestyle	$	—	$	—	$	—		29.07	%
Capital Appreciation		—		—		—		100.00
Conservative Growth Lifestyle		—		—		—		10.95
Core Bond		—		—		—		0.92
High Yield Bond		—		—		—		0.22
International Small Cap Equity		—		961,094		12,305,595		—
Large Cap Value		—		—		—		100.00
Mid Cap Growth		—		—		—		—
Mid Cap Value		—		—		—		100.00
Moderate Growth Lifestyle		—		—		—		16.92
Money Market II		—		—		—		—
Small Cap Growth		—		—		—		—
Small Cap Value		—	��	—		—		100.00
Socially Responsible		—		—		—		100.00
Strategic Bond		—		—		—		0.38

* The Funds make an election under the Internal Revenue Code Section 853 to pass through foreign taxes paid to the shareholders.

149

VALIC Company II

COMPARISONS: FUNDS VS. INDEXES (Unaudited)

In the following pages, we have included graphs that compare the Fund’s performance with certain market indices. These graphs show the hypothetical growth of a $10,000 investment in each Fund versus the same $10,000 investment in comparable market indices. Descriptions of these market indices are provided below the individual graphs. It is important to note that the VC II Funds are professionally managed mutual funds while the indices are not available for investment and are unmanaged.

Please note that the graphs and tables that accompany the following investment comments include all fund expenses, but do not reflect the charges imposed by the variable annuity contract or variable life insurance policy (collectively, the “Contracts”), a qualifying employer-sponsored retirement plan (the “Plans”), or Individual Retirement Accounts (“IRAs”). All dividends are assumed to be reinvested. No expenses are deducted from the performance of the indices.

Investments in stocks and bonds are subject to risk, including stock market and interest rate fluctuations. Investments in non-U.S. stocks are subject to additional risks, including political and social instability, differing securities regulations and accounting standards, and limited public information. Mortgage-backed securities are subject to prepayment, which can result in reinvestment of principal at lower yields. Money market instruments generally offer stability and income, but an investment in these securities, like investments in other portfolios, are not guaranteed by the U.S. government or any other federal government entity. Lower rated high yield, high-risk securities generally involve more credit risk. These securities may also be subject to greater market price fluctuations than lower yielding, higher rated debt securities. The common stocks of medium-sized companies may be more volatile than those of larger, more established companies. Investing in real estate involves special risks, which may not be associated with investing in stocks, including possible declines in real estate values, adverse economic conditions, and changes in interest rates. Investments in small capitalization and emerging growth companies involve greater than average risk. Such securities may have limited marketability and the issuers may have limited product lines, markets and financial resources. The value of such investments may fluctuate more widely than investments in larger, more established companies. The technology industry can be significantly affected by obsolescence, short product cycles, falling prices and profits, and competition from new market participants. Funding choices that primarily invest in one sector are more volatile than those that diversify across many industry sectors and companies.

150

VALIC Company II Aggressive Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

For the twelve months ending August 31, 2010, the Aggressive Growth Lifestyle Fund returned 8.11%, compared to 4.91% for the S&P 500^® Index and 6.61% for the Blended Index.

Over the course of the year, the Russell 3000 Index returned 5.64%, the Morgan Stanley Capital International Europe, Australasia, and Far East (“MSCI EAFE”) Index (gross) lost -1.93%, the Financial Times Stock Exchange European Public Real Estate Association/National Association of Real Estate Investment Trusts (“FTSE/EPRA NAREIT”) Developed Index returned 15.11%, and the Barclay’s Capital U.S. Aggregate Bond Index (“BarCap US Aggregate Bond”) Index returned 9.18%. The first half of this fiscal year was marked by the first stage of economic recovery from the recession. The second half of the year was far more volatile, though with an overall downward trend as fears of a double-dip recession crept into markets worldwide.

The Fund began the year with a very significant underweight to Fixed Income, taking advantage of the economic recovery that was feeding hungry equity markets. It held overweights in both US and International Equities, and a more modest overweight in Real Estate. The risk of a bubble forming in US Equities caused the fund to go underweight there in the fall of 2009. It was shifted largely out of Large Cap Growth stocks and into promising opportunities in Fixed Income, primarily High Yield bonds. International Equities were also trimmed down to a neutral position. Concerns were justified in early 2010 when the Greek debt crisis caused a shock to capital markets worldwide. From March through August 2010, the fund was held neutral to peers in overall equity positions, which dictated being underweight versus the blended benchmark. Beginning in August, the fund increased US Equity holdings in expectation of a second stage of the recovery. While positioned aggressively versus aggressive growth fund peers, the Fund is still underweight in US and International equity versus benchmark.

151

VALIC Company II Aggressive Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (Unaudited) — (continued)

For the year ended August 31, 2010, the Aggressive Growth Lifestyle Fund returned 8.11% compared to 4.91% for the S&P 500^® Index and 6.61% for the Blended Index.

* The S&P 500^® Index consists of 500 stocks chosen for market size, liquidity, and industry group representation. It is a market-value weighted index, with each stock’s percentage in the Index in proportion to its market value.

** The Fund’s blended index consists of the Russell 3000 Index (54%), MSCI EAFE Index (gross) (13%), the BarCap US Aggregate Bond Index (25%) and the FTSE/EPRA NAREIT Developed Index (8%).

*** The MSCI EAFE Index (gross) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the US & Canada. The gross index approximates the maximum possible dividend reinvestment and assumes that the amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits.

**** The BarCap US Aggregate Bond Index is an unmanaged index that is composed of securities from Barclays Capital Government/Corporate Bond Index, Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.

† The Russell 3000 Index follows the 3,000 largest U.S. companies, based on total market capitalization.

†† The FTSE EPRA/NAREIT Developed Index (formerly, the FTSE EPRA/NAREIT Global Real Estate Index) is designed to track the performance of listed real estate companies and REITs worldwide. The series acts as a performance measure of the overall market.

Average Annual Total Return
1 Year	5 Years	10 Years
8.11%	2.59%	0.94%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

152

VALIC Company II Capital Appreciation Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with Bridgeway Capital Management, Inc.

The Capital Appreciation Fund posted a return of 7.79% for the twelve-month period ending August 31, 2010, compared to a return of 6.14% for the Russell 1000^® Growth Index.

In the aftermath of the dramatic downturn of the prior fiscal year, the breadth of the market “bounceback” was demonstrated by the diversity of sectors represented within the Fund’s top contributors to performance. The Consumer Discretionary sector contributed the most to both absolute and relative performance during the fiscal year, with more than four-and-a-half percent of the Fund’s returns and almost all of the Fund’s outperformance attributed to this sector. Not only were stocks chosen well within this sector, but this high performing sector was also overweighted relative to the benchmark. TRW Automotive Holdings Corp and McDonalds were the largest contributors in this sector.

While the two top contributors to performance for the fiscal year were both Information Technology companies, Salesforce.com and Apple, three of the five largest detractors from performance, Seagate Technology, Micron Technology and Sandisk Corp, were also in this sector.

For the year ended August 31, 2010, the Capital Appreciation Fund returned 7.79% compared to 6.14% for the Russell 1000^® Growth Index.

* The Russell 1000^® Growth Index measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values.

Average Annual Total Return
1 Year	5 Years	10 Years
7.79%	-1.76%	-6.90%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

153

VALIC Company II Conservative Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

For the twelve months ending August 31, 2010, the Conservative Growth Lifestyle Fund returned 10.69%, compared to 4.91% for the S&P 500^® Index and 8.00% for the Blended Index.

Over the course of the year, the Russell 3000 Index returned 5.64%, the Morgan Stanley Capital International Europe, Australasia, and Far East (“MSCI EAFE”) Index (gross) lost -1.93%, the Financial Times Stock Exchange European Public Real Estate Association/National Association of Real Estate Investment Trusts (“FTSE/EPRA NAREIT”) Developed Index returned 15.11%, and the Barclay’s Capital U.S. Aggregate Bond Index (“BarCap US Aggregate Bond”) Index returned 9.18%. The first half of this fiscal year was marked by the first stage of economic recovery from the recession. The second half of the year was far more volatile, though with an overall downward trend as fears of a double-dip recession crept into markets worldwide.

The Fund began the year with a significant overweight in stocks to take advantage of the prevailing market strength. As calendar year 2009 drew to a close, concerns arose that the pace of economic recovery was becoming so fast that central banks would have to apply the brakes in the form of higher interest rates. The Fund began to reduce U.S. Equity back toward neutral to the benchmark. As equity exposures were reduced, the Fund favored higher yielding fixed income assets, as corporate balance sheets had become buoyed by profits during the recovery and bond markets were on sound footing. When it became clear in May that the greatest risk was in Europe as a result of the Greek debt crisis, the Fund also pulled International Equity to an underweight position, again to the benefit of higher yielding fixed income assets. The Fund closed the year on an optimistic note, raising U.S. Equity to an overweight position, while International Equity and Real Estate remain underweight. Fixed Income is also modestly underweight and tilted toward high yield bonds.

154

VALIC Company II Conservative Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (Unaudited) — (continued)

For the year ended August 31, 2010, the Conservative Growth Lifestyle Fund returned 10.69% compared to 4.91% for the S&P 500^® Index and 8.00% for the Blended Index.

* The S&P 500^® Index consists of 500 stocks chosen for market size, liquidity, and industry group representation. It is a market-value weighted index, with each stock’s percentage in the Index in proportion to its market value.

** The Fund’s blended index consists of the Russell 3000 Index (24%), MSCI EAFE Index (gross) (8%), the BarCap US Aggregate Bond Index (65%) and the FTSE EPRA/NAREIT Developed Index (3%).

*** The MSCI EAFE Index (gross) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the US & Canada. The gross index approximates the maximum possible dividend reinvestment and assumes that the amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits.

**** The BarCap US Aggregate Bond Index is an unmanaged index that is composed of securities from Barclays Capital Government/Corporate Bond Index, Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.

† The Russell 3000 Index follows the 3,000 largest U.S. companies, based on total market capitalization.

†† The FTSE EPRA/NAREIT Developed Index (formerly, the FTSE EPRA/NAREIT Global Real Estate Index) is designed to track the performance of listed real estate companies and REITs worldwide. The series acts as a performance measure of the overall market.

Average Annual Total Return
1 Year	5 Years	10 Years
10.69%	4.16%	3.84%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

155

VALIC Company II Core Bond Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

The Core Bond Fund posted a return of 12.95% for the twelve-month period ending August 31, 2010, compared to 9.18% for the Barclay’s Capital U.S. Aggregate Bond Index (“BarCap US Aggregate Bond”) Index.

Sector selection was one of the largest contributors to the relative outperformance of the Fund versus the benchmark over the fiscal year. In particular, an overweight in the Banking and Financial sectors served the Fund well, as clarity surrounding financial regulation resulted in price appreciation for the securities.

Specific security holdings, most notably several Treasury bond positions, had a positive impact on Fund performance. Treasury positions in the Fund performed well given the large rally in interest rates that occurred as the Fund’s fiscal year came to a close. Furthermore, several Collateralized Mortgage Backed Securities (“CMBS”) positions, including issuance from JP Morgan and Bank of America contributed strongly to performance.

The top individual detractors were Freddie Gold Mortgage (“FHGLD”) Pool #G03, United States Treasury Notes due 07/31/2011, and United States Treasury Notes due 12/15/2011. The top individual contributors were United States Treasury Notes due 05/15/2018, United States Treasury Notes due 11/15/2039, and GS Mortgage Securities Trust due 08/10/2045.

For the year ended August 31, 2010, the Core Bond Fund returned 12.95% compared to 9.18% for the BarCap US Aggregate Bond Index.

* The BarCap US Aggregate Bond Index is an unmanaged index that is composed of securities from Barclays Capital Government/Corporate Bond Index, Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.

Average Annual Total Return
1 Year	5 Years	10 Years
12.95%	5.43%	5.85%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

156

VALIC Company II High Yield Bond Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with Wellington Management Co., LLP

The High Yield Bond Fund posted a return of 18.42% for the twelve-month period ended August 31, 2010, compared to a return of 20.68% for the Citigroup High-Yield Market Index.

During the period, the best performing sectors of the Index were Airlines, Broadcast/Outdoor, and Finance. The worst performing sectors were Utilities, Environmental Services and Leisure.

Security selection was the primarily driver of underperformance during the period, due primarily to results in the Technology, Media NonCable, and Pharmaceuticals sectors. The Fund was also hurt by an underweight to the Specialty Finance sector and an overweight to the Technology sector. The Fund benefitted from strong security selection and an overweight to the Automotive sector, security selection in Chemicals, and an overweight to banks. During the period, CCC-rated securities outperformed all other quality segments while B- and BB-rated names lagged. An underweight to B- and BB-rated names was additive to performance.

For the year ended August 31, 2010, the High Yield Bond Fund returned 18.42% compared to 20.68% for the Citigroup High-Yield Market Index.

* The Citigroup High-Yield Market Index measures the performance of below investment grade debt issued by corporations domiciled in the United States or Canada. All of the bonds in such index are publicly placed, have a fixed coupon, and are nonconvertible.

Average Annual Total Return
1 Year	5 Years	10 Years
18.42%	3.88%	6.33%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

157

VALIC Company II International Small Cap Equity Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

The International Small Cap Equity Fund posted a return of 4.04% for the twelve-month period ended August 31, 2010, compared to a return of 2.11% for the Morgan Stanley Capital International Europe, Australasia, and Far East (“MSCI EAFE”) Small Cap Index (gross).

Effective December 9, 2009 Invesco Advisers, Inc (through a sub-sub advisory arrangement with Invesco Asset Management, Ltd) was added as a sub-adviser to the Fund.

A discussion with PineBridge Investments, LLC regarding their portion of the Fund (the “portfolio”)

Sector selection contributed positively to performance. Overweight positions in the Materials, Telecom and Healthcare sectors contributed positively to performance as did an underweight in Industrials. Conversely, an underweight position in Consumer Discretionary, Information Technology and Energy detracted from performance.

Stock selection had a positive impact on performance. The securities that contributed the most to performance were Croda International, Virgin Mediam Dena Co Ltd, Sonova Holding and Acergy. The stocks that detracted the most from performance were EFG International, Gruppo Editoriale L’Espresso, Wirecard, Enterprise Inns and Irish Life & Premiums.

The countries that made the strongest contribution to performance were the United Kingdom, Japan, South Korea, China and the Netherlands. The following countries detracted from performance, Germany, Italy, Singapore, Ireland and France. The country weights are determined through stock selection.

A discussion with Invesco Advisers, Inc/Invesco Asset Management, Ltd regarding their portion of the Fund (the “portfolio”)

On a relative basis, holdings in Asia and Latin America were the best performing for the portfolio, while stock selection in the Middle East & Africa and Eastern Europe also added to the portfolio’s outperformance. By contrast, stock selection in Europe and Japan detracted from the portfolio’s returns.

At the sector level, Consumer Staples (e.g. Aryzta and Wumart Stores) and Financials (e.g. BQE Cant Vaudoise) were among the top performing sectors for the portfolio. By contrast, overweight positions in the poor performing Industrials sector (e.g. Nissha Printing and Koninklijke Bam Groep) and the Information Technology sector (e.g. Micronics Japan) hindered the portfolio’s performance.

For the year ended August 31, 2010, the International Small Cap Equity Fund returned 4.04% compared to 2.11% for the MSCI EAFE Small Cap Index (gross).

* The MSCI EAFE Small Cap Index (gross) is made up of 40% of the full market capitalization of the eligible small cap universe within each industry group, within each country in the MSCI EAFE Index. MSCI defines the small cap universe as all listed securities that have a market capitalization in the range of US $200 million to $1.5 billion. The gross index approximates the maximum possible dividend reinvestment and assumes that the amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits (10 year history is not available for the gross returns therefore price-only returns were used in the graph).

Average Annual Total Return
1 Year	5 Years	10 Years
4.04%	0.85%	0.89%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

158

VALIC Company II Large Cap Value Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

The Large Cap Value Fund posted a return of 0.61% for the twelve-month period ended August 31, 2010, compared to a return of 4.96% for the Russell 1000^® Value Index.

Effective June 7, 2010 The Boston Company Asset Management, LLC and Janus Capital Management, LLC (through a sub-sub advisory arrangement with Perkins Investment Management, LLC) replaced SSgA Funds Management, Inc. as sub-advisers to the Fund.

A discussion with The Boston Company Asset Management. LLC regarding their portion of the Fund (the “portfolio”)

Underperformance versus the Index was driven by allocation in the Utilities, Consumer Staples, Consumer Discretionary, and Telecommunications sectors. Other factors detracting from performance were stock selection in Financials, Energy, and Healthcare. Several of the portfolio’s financial holdings detracted most from relative returns, including Bank of America Corp., Wells Fargo & Co., and Prudential Financial, Inc.

Some of the portfolio’s underperformance was offset by positive stock selection in Materials, Industrials, Utilities, and Information Technology. The portfolio outperformed by the widest margin in the Materials sector. Several Materials holdings were among the portfolio’s leading contributors to performance, and included CF Industries Holdings Inc. and Freeport-McMoRan Copper & Gold, Inc. Other top individual contributors included AT&T Inc., Pfizer Inc., and Anadarko Petroleum Corp.

A discussion with Janus Capital Management, LLC and Perkins Investment Management, LLC regarding their portion of the Fund (the “portfolio”)

During the nearly three-month period, the portfolio underperformed its benchmark, the Russell 1000^® Value Index. Stock selection in the Healthcare and Energy sectors and allocation in the Utilities and Information Technology sectors had the largest negative impact on results. Meanwhile, Financial Services and Telecommunications were favorable to performance.

A discussion with SSgA Funds Management, Inc.

Stock selection was the main driver of underperformance during the period. At a sector level the portfolio underperformed in seven of ten sectors. Stock selection was weakest within the Financials, Industrials, Healthcare, and Energy sectors. Within Financials, overweights to insurer Unum Group and Goldman Sachs Group, Inc. pressured results. Among Industrials, an underweight to Boeing Co. detracted from relative results as the stock had a healthy gain over the time period. Rounding out with Healthcare, an overweight position to healthcare benefits provider UnitedHealth Group Inc. was a notable laggard.

These results were partially offset by sector allocation in Consumer Discretionary, Utilities, and Telecommunications. Additional contributions to performance included strong stock selection within Consumer Staples, Consumer Discretionary, and Utilities. Stock selection in Consumer Staples was led by overweight positions in Del Monte Foods Co. and Dr. Pepper Snapple Group Inc., while Consumer Discretionary benefited from overweight positions in clothing retailers Limited Brands Inc. and Ross Stores Inc., which was not a benchmark component.

While overall stock selection in the Financial Services sector was positive, the largest individual detractor was Bank of America Corp. Other banks Wells Fargo & Co. and PNC Financial Corp. also detracted from performance during the period. The portfolio’s two top contributors both in the telecommunications sector were Vodafone Group PLC and AT&T Inc. Diversified holding company Berkshire Hathaway (B Shares) was another top contributor.

For the year ended August 31, 2010, the Large Cap Value Fund returned 0.61% as compared to 4.96% for the Russell 1000^® Value Index.

* The Russell 1000^® Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values.

Average Annual Total Return
1 Year	5 Years	10 Years
0.61%	-3.45%	0.96%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

159

VALIC Company II Mid Cap Growth Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with Invesco Advisers, Inc.

The Mid Cap Growth Fund posted a return of 8.46% for the twelve-month period ended August 31, 2010, compared to a return of 11.58% for the Russell MidCap^® Growth Index.

The U.S. economy provided signs of improvement during the Fund’s fiscal year, potentially indicating that the economy has transitioned from a contraction phase into an expansionary phase. Nevertheless, the pace of recovery remained modest and the transition from government stimulus-induced growth to private economic recovery was uncertain.

The Fund underperformed by the widest margin in the Consumer Discretionary sector, driven by stock selection. Examples of holdings that were key detractors to performance included for profit education services provider ITT Educational Services Inc. and casino operator MGM Resorts International. The Fund also underperformed in Information Technology, Industrials, and Financials. Underperformance in each of these sectors was driven primarily by stock selection. An overweight position in the Energy sector also detracted from performance.

Some of this underperformance was offset in other sectors, including Healthcare, Utilities, Consumer Staples and Telecom. The Fund outperformed by the widest margin in the Healthcare sector, due to stock selection. One Healthcare holding that was among the Fund’s top contributors to performance was Genzyme Corp. In the Consumer Staples sector, Estee Lauder Companies was among the fund’s top contributors to performance.

For the year ended August 31, 2010, the Mid Cap Growth Fund returned 8.46% compared to 11.58% for the Russell MidCap^® Growth Index.

* The Russell MidCap^® Growth Index measures the performance of those Russell Midcap^® companies with higher price-to-book ratios and higher forecasted growth values. The stocks are also members of the Russell 1000^® Growth Index.

Average Annual Total Return
1 Year	5 Years	10 Years
8.46%	-0.18%	-4.36%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

160

VALIC Company II Mid Cap Value Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

The Mid Cap Value Fund posted a return of 8.21% for the twelve-month period ended August 31, 2010, compared to a return of 9.82%. for the Russell 2500^® Value Index.

A discussion with FAF Advisors, Inc. regarding their portion of the Fund (the “portfolio”)

Sector selection was a detractor from performance, mainly due to the portfolio’s overweight position in the lagging Consumer Discretionary area and underweight allocation to Utilities, which outperformed. Stock selection contributed to performance, as positive stock selection in the Energy, Financials, Telecommunications, and Industrials areas offset negative stock selection in the Technology, Healthcare, Utilities, Materials, and Consumer areas.

Energy related stocks that had a positive impact on performance include Pioneer Natural Resources, Alpha Natural Resources, Newfield Exploration, and EOG Resources. Financial companies Comerica and Ameriprise Financial advanced during the period. Within Telecommunications, Windstream Corp and Qwest Communications were strong performers.

The largest individual detractors from performance were Unum Corp., AnnTaylor Stores, URS Corp., and Gannett Co.

A discussion with Wellington Management Co., LLP regarding their portion of the Fund (the “portfolio”)

Security selection added to overall performance. Strong stock selection in the Telecom & Media, Healthcare, Industrials, and Materials sectors was partially offset by weaker selection in the Consumer Staples, Energy, Consumer Discretionary, and Financials sectors. Impax Lab and Amerisource Bergen were among the top contributors on an individual basis in the Healthcare sector and in the overall portfolio. Telecom & Media name Virgin Media was also among the top relative contributors to portfolio performance. Within the Industrials sector, our positions in Delta Airlines and Ametek helped performance. Among the top relative detractors from performance were MDC Holdings in the Consumer Discretionary sector, and Arrow Electronics and Varian Semiconductor Equipment in the Information Technology sector.

Overall, sector allocation detracted from relative results, hurt by an underweight to the Utilities sector and an overweight to the Industrials Sector. These more than offset positive contributions from underweights to the lagging consumer discretionary and financials sectors.

For the year ended August 31, 2010, the Mid Cap Value Fund returned 8.21% compared to 9.82% for the Russell 2500^® Value Index.

* The Russell 2500^® Value Index measures the performance of those Russell 2500^® companies (the 2500 smallest companies, by market capitalization in the Russell 3000^® Index) with lower price-to-book ratios and lower forecasted growth values.

Average Annual Total Return
1 Year	5 Years	10 Years
8.21%	0.40%	5.04%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

161

VALIC Company II Moderate Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

For the twelve months ending August 31, 2010, the Moderate Growth Lifestyle Fund returned 9.07%, compared to 4.91% for the S&P 500^® Index and 7.37% for the Blended Index.

Over the course of the year, the Russell 3000 Index returned 5.64%, the Morgan Stanley Capital International Europe, Australasia, and Far East (“MSCI EAFE”) Index (gross) lost -1.93%, the Financial Times Stock Exchange European Public Real Estate Association/National Association of Real Estate Investment Trusts (“FTSE EPRA/ NAREIT”) Developed Index returned 15.11%, and the Barclay’s Capital U.S. Aggregate Bond Index (“BarCap US Aggregate Bond”) Index returned 9.18%. The first half of this fiscal year was marked by the first stage of economic recovery from the recession. The second half of the year was far more volatile, though with an overall downward trend as fears of a double-dip recession crept into markets worldwide.

The Fund began the year with overweight positions in both US and International Equity asset classes, as well as in Real Estate. Growing market sentiment of an overheated recovery began to take form in 2009, and the Fund started narrowing positions in Growth equities, reducing Growth holdings in the US and eliminating its position in the International Growth Fund. Fears were realized in May 2010 with shocks to both US and European stock markets. In response, the Fund reduced its International equity positions overall and brought Real Estate down to neutral. The Fund closed the fiscal year cautiously optimistic, holding an overweight position in US equity with a recent move into Mid Cap Value, and an underweight in both International Equity and Fixed Income.

162

VALIC Company II Moderate Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (Unaudited) — (continued)

For the year ended August 31, 2010, the Moderate Growth Lifestyle Fund returned 9.07% compared to 4.91% for the S&P 500^® Index and 7.37% for the Blended Index.

* The S&P 500^® Index consists of 500 stocks chosen for market size, liquidity, and industry group representation. It is a market-value weighted index, with each stock’s percentage in the Index in proportion to its market value.

** The blended index consists of the Russell 3000 Index (40%), MSCI EAFE Index (gross) (10%), the BarCap US Aggregate Bond Index (45%) and the FTSE EPRA/NAREIT Developed Index (5%).

*** The MSCI EAFE Index (gross) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the US & Canada. The gross index approximates the maximum possible dividend reinvestment and assumes that the amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits.

**** The BarCap US Aggregate Bond Index is an unmanaged index that is composed of securities from Barclays Capital Government/Corporate Bond Index, Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.

† The Russell 3000 Index follows the 3,000 largest U.S. companies, based on total market capitalization.

†† The FTSE EPRA/NAREIT Developed Index (formerly, the FTSE EPRA/NAREIT Global Real Estate Index) is designed to track the performance of listed real estate companies and REITs worldwide. The series acts as a performance measure of the overall market.

Average Annual Total Return
1 Year	5 Years	10 Years
9.07%	3.35%	2.80%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

163

VALIC Company II Money Market II Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with SunAmerica Asset Management Corp.

The Money Market II Fund posted a return of 0.01% for the twelve-month period ending August 31, 2010, compared to a return of 0.09% for the T-Bill Three-Month Index.

During the course of 2010, the Federal Open Market Committee (“FOMC”) maintained a Fed Funds Target Rate range of 0.00% to 0.25%. Throughout the period, the FOMC commented at its regularly scheduled meetings that the economy was in a recovery period. Although the economic recovery is still underway, it is more modest in the second half of 2010. The FOMC also noted consistently that inflation was subdued.

At the end of period, the Federal Reserve began signaling that it is prepared to enter into a second round of Quantitative Easing (QE). The committee will continue to monitor the economic outlook and financial developments and will employ its policy tools as necessary to promote economic recovery and price stability.

Additionally, yields on money market securities decreased steadily throughout the period with one-month CDs yielding approximately 0.19% at August 31, 2010, down from roughly 0.25% at August 31, 2009. In order to preserve yields, value was added through active management of the Fund’s duration, specifically by purchasing longer-dated fixed rate instruments as well as floating rate notes.

Sector selection had an impact on the portfolio. Given the outlook for a continued low level in the federal funds rate, the Fund continued to emphasize longer fixed rate and floating rate securities while selectively purchasing short-dated securities when relative value opportunities were discovered. In these challenging times, the Fund puts an emphasis on maintaining liquidity while striving to preserve yield.

Average Annual Total Return
1 Year	5 Years	10 Years
0.01%	2.57%	2.29%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

164

VALIC Company II Small Cap Growth Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with J.P. Morgan Investment Management Inc.

The Small Cap Growth Fund returned 9.56% for the twelve month period ending August 31, 2010, outperforming its benchmark, the Russell 2000^® Growth Index, which returned 7.16% for the period.

Stock selection was the primary contributor to performance. Specifically, stock selection in the Energy and Consumer Discretionary sectors contributed to results. Stock selection in the Technology and Utilities sectors negatively impacted returns.

One of the largest contributors to performance was Coinstar, Inc, a provider of automated retail solutions. Ann Taylor Stores also contributed to performance.

On the negative side, Cumberland Pharmaceuticals Inc detracted from results. Another top detractor was Neutral Tandem Inc, which provides tandem interconnection services to wireless, wireline, cable, and broadband telephone companies in the United States.

For the year ended August 31, 2010, the Small Cap Growth Fund returned 9.56% compared to 7.16% for the Russell 2000^® Growth Index.

* The Russell 2000^® Growth Index measures the performance of those Russell 2000^® companies with higher price-to-book ratios and higher forecasted growth values.

Average Annual Total Return
1 Year	5 Years	10 Years
9.56%	-2.00%	-5.77%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

165

VALIC Company II Small Cap Value Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

The Small Cap Value Fund posted a return of 4.96% for the twelve-month period ended August 31, 2010, compared to a return of 6.06% for the Russell 2000^® Value Index.

Effective February 8, 2010 Metropolitan West Capital Management, LLC and SunAmerica Asset Management Corp. were added as additional sub-advisers to the Fund.

A discussion with J.P. Morgan Investment Management Inc. regarding their portion of the Fund (the “portfolio”)

Stock selection drove outperformance of the portfolio during the period. Specifically, selection in the Semiconductor, Industrial Cyclical, and Finance sectors contributed most to results. On the other hand, Stock Selection in the energy, basic materials, and retail sectors became the worst detractors from performance. Sector allocation was a slight detractor from performance.

An overweight in small loan consumer finance company World Acceptance Corporation contributed to performance. In addition, an overweight position in micro-chip maker Cirrus Logic continued to aid performance. An overweight position in offshore construction contractor Cal Dive detracted from performance during the period. In addition, an overweight position in drilling and marine service provider Hercules Offshore hurt performance.

A discussion with Metropolitan West Capital Management, LLC regarding their portion of the Fund (the “portfolio”)

The majority of the underperformance during the period resulted from security selection rather than sector weighting differences relative to the Index. Stock selection in the Healthcare sector was the main detractor from performance. Security selection coupled with overweights in both Consumer Discretionary and Information Technology subtracted additional value relative to the Index, as those sectors were the two of the three worst performers. Also, an underweight to the positive performing Utilities sector dragged on performance.

Within Healthcare, AMN Healthcare Services, Inc. and Amedisys, Inc. detracted the most value. In Consumer Discretionary, School Specialty, Inc. and OfficeMax, Inc. subtracted the most value. Within Information Technology, Jabil Circuit, Inc. was the largest detractor from performance.

Stock selection in Telecommunication Services added the most value relative to the index. General Communications, Inc. was the sole contributor to outperformance in this sector. Positive stock selection in Financials also added to performance. The top contributor from this sector was Horace Mann Educators Corp. In the Consumer Discretionary sector, a strong gain by Rc2 Corp. benefited performance.

A discussion with SunAmerica Asset Management Corp. LLC regarding their portion of the Fund (the “portfolio”)

Overweight allocations and stock selection in the Materials and Telecom Services sectors were the primary driver of outperformance for the portfolio during the period. Stock selection in the financial and utilities groups also helped relative performance. Detracting from portfolio returns were stock selection in the Industrial, Information Technology, and Consumer Discretionary groups; as well as, overweight exposure to the weak Energy sector.

Gold exploration companies US Gold Corp. and Fronteer Gold Inc. headed the list of top contributors during the period. Vonage Holdings Corp., United Rentals Inc., and South Jersey Industries Inc., also performed well. Alternatively, Jaguar Mining Inc., Sanmina-SCI Corp., CDC Software Corp. (ADS), Entergris Inc., and Chico’s FAS Inc. were leading detractors within the portfolio.

For the year ended August 31, 2010, the Small Cap Value Fund returned 4.96% compared to 6.06% for the Russell 2000^® Value Index.

* The Russell 2000^® Value Index measures the performance of those Russell 2000 companies with lower price-to-book ratios and lower forecasted growth values.

Average Annual Total Return
1 Year	5 Years	10 Years
4.96%	-1.38%	4.95%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

166

VALIC Company II Socially Responsible Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

The Socially Responsible Fund posted a return of 6.23% for the twelve month period ending August 31, 2010, compared with a return of 4.91% for the S&P 500^® Index.

Effective December 1, 2009, SunAmerica Asset Management Corp. replaced PineBridge Investments, LLC as sub-adviser to the Fund. Concurrent with that change the Fund’s ‘research enhanced’ indexing strategy was replaced with a traditional index strategy. The social investing constraints of the Fund remained the same.

A discussion with SunAmerica Asset Management Corp.

The Fund is currently passively managed to create an optimized portfolio designed to closely track the S&P 500^® Index by investing in a stock universe that is composed of the members of the S&P 500^® Index, less those companies deemed to be socially irresponsible. Therefore, in addition to performance discrepancies due to trading, cash, and pricing effects normally experienced by index funds, the Fund experiences discrepancies due to the restricted number of available securities.

The Fund had overall positive performance in eight of ten sectors. Allocation overweights and underweights contributed positively in five sectors and detracted in five sectors. Telecommunication Services was the best performing sector for the Fund while Information Technology was the worst. Overall, an underweight allocation and good stock selection in the Energy sector was the largest contributor to return while an overweight allocation and poor stock selection in Information Technology was the largest detractor.

In terms of portfolio return, the top three performing securities were Qwest Communications International, Inc., Cummins, Inc., and Salesforce.com., Inc. The bottom three performing securities were NVIDIA Corp, Western Digital Corp., and Advanced Micro Devices, Inc.

A discussion with PineBridge Investments, LLC

The Fund’s outperformance of the benchmark can be attributed primarily to stock selection. This was partially offset by sector exposure which was an overall detractor from performance. The sector exposure which helped the Fund most was an underweight position in Utilities, which was one of the worst performing sectors for the fiscal quarter ending November 30, 2009. An overweight position in Financials was the largest detracting sector. The largest contributing stocks on a stock selection basis were Information Technology stocks Google, Inc. and Microsoft Corp. The weakest performing stock in the Fund on a stock selection basis was CVS Corp.

For the year ended August 31, 2010, the Socially Responsible Fund returned 6.23% compared to 4.91% for the S&P 500^® Index.

* The S&P 500^® Index consists of 500 stocks chosen for market size, liquidity, and industry group representation. It is a market-value weighted index (stock price times number of shares outstanding), with each stock’s weight in the index proportionate to its market value.

Average Annual Total Return
1 Year	5 Years	10 Years
6.23%	-0.58%	-1.99%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

167

VALIC Company II Strategic Bond Fund

COMPARISON: FUND VS. INDEX (Unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

The Strategic Bond Fund posted a return of 14.51% for the twelve-month period ending August 31, 2010, compared to 9.18% for the Barclay’s Capital U.S. Aggregate Bond Index (“BarCap US Aggregate Bond”) Index.

Sector selection was one of the largest contributors to the relative outperformance of the Fund versus the benchmark over the course of the fiscal year. In particular, an overweight in the Industrial and Financial sectors served the fund well, as clarity surrounding financial regulation helped take spreads tighter.

Several Collateralized Mortgage Backed Securities (“CMBS”) positions, including issuance from Goldman Sachs and Citigroup contributed strongly to performance. In addition, sovereign Emerging Market bonds held in the Fund including issues from Russia, Argentina and Colombia were among the top performers.

Country selection, most notably currency exposure to the Australian and Canadian dollar, had a positive impact on the performance of the Fund.

On a sector basis, the Fund underperformed in Government Mortgages (Fannie Mae, Ginnie Mae and Freddie Mac).

Top individual contributors included Russian Federation due 3/31/2030, Republic of Argentina due 12/31/2033, and GS Mortgage Securities Trust due 08/10/2045. Top individual detractors included Kingdom of Norway due 05/15/2015, United Airlines, Inc. due 3/01/2013, and Republic of Poland due 10/24/2015.

For the year ended August 31, 2010, the Strategic Bond Fund returned 14.51% compared to 9.18% for the BarCap US Aggregate Bond Index.

* The BarCap US Aggregate Bond Index is an unmanaged index that is composed of securities from Barclays Capital Government/Corporate Bond Index, Mortgage-Backed Securities Index, and the Asset-Backed Securities Index.

Average Annual Total Return
1 Year	5 Years	10 Years
14.51%	5.90%	7.75%

Past performance is not predictive of future performance. The performance data quoted represents past performance; past performance does not guarantee future results; the investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost; current performance may be lower or higher than the performance data quoted.

The Fund’s returns reflect investment management fees and other Fund expenses. The Fund’s returns do not reflect charges included in the Variable Contract, Plan or IRA for mortality and expense guarantees, administrative fees or surrender charges.

168

VALIC Company II

SUPPLEMENTS TO PROSPECTUS (Unaudited)

Supplement to the Prospectus dated January 1, 2010

With respect to the Fund Fact Sheet of the Money Market II Fund, the “Investment Strategy” section is amended to reflect that the Fund may invest in illiquid and restricted securities up to 5% of its net assets (change from the previous limit of 10%).

Date: June 1, 2010

Supplement to the Prospectus dated January 1, 2010

Core Bond Fund and Strategic Bond Fund. Effective September 22, 2010, in the section titled “About VC II’s Management – Investment Sub-Advisers – AIGGIC” (now PineBridge Investments, LLC), the disclosure with respect to Bryan Petermann is deleted in its entirety. All other portfolio managers of the Core Bond Fund and the Strategic Bond Fund currently named in the Prospectus will continue to serve as portfolio managers of the respective fund.

Date: September 23, 2010

Supplement to the Prospectus dated January 1, 2010

Mid Cap Growth Fund. At a meeting on October 25-26, 2010, the Board of Trustees (the “Board”) of VALIC Company II (“VC II”) approved the termination of Invesco Advisers, Inc. (“Invesco”) as the sub-adviser to the Mid Cap Growth Fund (the “Fund”) and approved the engagement of Columbia Management Investment Advisers, LLC (“Columbia”) as sub-adviser to the Fund. The Board approved a new investment sub-advisory agreement between The Variable Annuity Life Insurance Company (“VALIC”) and Columbia (the “Columbia Sub-advisory Agreement”). With respect to the Columbia Sub-advisory Agreement, the Board has authority, pursuant to an exemptive order granted by the Securities and Exchange Commission, to enter into sub-advisory agreements without a shareholder vote; however, an information statement explaining the change of sub-adviser will be mailed to the shareholders of the Fund. The effective date of the Columbia Sub-advisory Agreement will occur on or about December 1, 2010.

Investment Strategy. Upon the effectiveness of the Columbia Sub-advisory Agreement, the “Investment Strategy” section of the Fund’s Fact Sheet is deleted in its entirety and replaced with the following:

This Fund invests, under normal circumstances, at least 80% of net assets in the equity securities and equity related instruments of medium capitalization companies. Generally, mid-cap companies will include companies whose market capitalizations, at the time of purchase, range from the market capitalization of the smallest company included in the Russell Midcap Index to the market capitalization of the largest company in the Russell Midcap Index during the most recent 12-month period. As of the most recent annual reconstitution of the Russell Midcap Index on June 28, 2010, the market capitalization range of the companies in the Index was $1.3 billion to $14.1 billion.

The Fund invests primarily in common stocks of companies that the sub-adviser believes have the potential for long-term, above-average earnings growth.

The sub-adviser combines fundamental and quantitative analysis with risk management in identifying investment opportunities and constructing the Fund’s portfolio. The sub-adviser considers, among other factors:

• overall economic and market conditions; and

• the financial condition and management of a company, including its competitive position, the quality of its balance sheet and earnings, its future prospects, and the potential for growth and stock price appreciation.

The sub-adviser may sell a security when the security’s price reaches a target set by the sub-adviser. If the sub-adviser believes that there is deterioration in the issuer’s financial circumstances or fundamental prospects, or that other investments are more attractive; or for other reasons.

Up to 20% of the Fund’s net assets may be invested in other domestic equity securities, including common and preferred stocks, convertible securities and bonds. In addition, the Fund may invest in equity securities of small capitalization companies. The Fund, from time to time, may have significant investments in one or more particular sectors.

The Fund may invest up to 25% of its net assets in foreign securities. The Fund may invest directly in foreign securities or indirectly through depository receipts. Depository receipts are receipts issued by a bank or trust company and evidence ownership of underlying securities issued by foreign companies. The Fund does not consider American Depository Receipts or Canadian securities to be foreign securities.

The Fund may also invest in convertible securities, including preferred stock, warrants and debentures. The Fund may invest in special situations such as companies involved in initial public offerings, tender offers, mergers and other corporate restructurings, and in companies involved in management changes or companies developing new technologies.

The Fund may engage in active and frequent trading of portfolio securities to achieve its investment objective.

Investment Risks. Upon the effectiveness of the Columbia Sub-advisory Agreement, the Investment Risks section of the Prospectus is amended to reflect the removal of “Derivatives Risk” as a principal risk and the addition of the following principal risks:

Convertible Securities Risk: Convertible security values may be affected by market interest rates, issuer defaults and underlying common stock values; security values may fall if market interest rates rise and rise if market interest rates fall. Additionally, an issuer may have the right to buy back the securities at a time unfavorable to the Fund.

Small Company Risk: Investing primarily in small capitalization companies carries the risk that due to current market conditions these companies may be out of favor with investors. Small companies often are in the early stages of development with limited product lines, markets, or financial resources and managements lacking depth and

VALIC Company II

SUPPLEMENTS TO PROSPECTUS (Unaudited) — (continued)

experience, which may cause their stock prices to be more volatile than those of larger companies. Small company stocks may be less liquid yet subject to abrupt or erratic price movements. It may take a substantial period of time before the Fund realizes a gain on an investment in a small-cap company, if it realizes any gain at all.

Fund Management. Upon the effectiveness of the Columbia Sub-advisory Agreement, in the section titled About VC II’s Management – Investment Sub-Advisers, all references to Invesco as the sub-adviser of the Mid Cap Growth Fund are deleted in their entirety, and the following disclosure is added regarding Columbia:

Columbia Management Investment Advisers, LLC (“Columbia”)

100 Federal Street, Boston, MA 02110

Columbia is a registered investment adviser and a wholly-owned subsidiary of Ameriprise Financial, Inc., which is a financial planning and financial services company that has been offering solutions for clients’ asset accumulation, income management and protection needs for more than 110 years. Columbia’s management experience covers all major asset classes, including equity securities, fixed-income securities and money market instruments. In addition to serving as an investment adviser to mutual funds, Columbia acts as an investment manager for itself, its affiliates, individuals, corporations, retirement plans, private investment companies and financial intermediaries.

The Mid Cap Growth Fund is managed by George J. Myers, Wayne M. Collette, Lawrence W. Lin and Brian D. Neigut. Mr. Myers, CFA, is a Portfolio Manager of Columbia. From 2004 until joining Columbia in May 2010 upon Ameriprise Financial, Inc.’s acquisition of the long-term asset management business of Columbia Management Advisors, LLC (“CMA”). Mr. Myers was associated with CMA or its predecessors as an investment professional. Mr. Myers began his investment career in 1998. Mr. Collette, CFA, is a Portfolio Manager of Columbia. From 2001 until joining Columbia in May 2010, Mr. Collette was associated with CMA or its predecessors as an investment professional. Mr. Collette began his investment career in 1996. Mr. Lin, CFA, is a Portfolio Manager of Columbia. From December 2006 until joining Columbia in May 2010, Mr. Lin was associated with CMA as an investment professional. Prior to 2006, Mr. Lin was a research analyst at Primarius Capital from May 2006 to December 2006, and at Engemann Asset Management from July 1998 to April 2006. Mr. Lin began his investment career in 1998. Mr. Neigut is a Portfolio Manager of Columbia. From February 2007 until joining Columbia in May 2010, Mr. Neigut was associated with CMA or its predecessor as an investment professional. Prior to 2007, Mr. Neigut was a portfolio manager at Kern Capital Management LLC from February 2006 to February 2007, and at OppenheimerFunds Inc. from November 2003 to February 2006. Mr. Neigut began his investment career in 1996.

Mid Cap Value Fund. The current sub-adviser of the Mid Cap Value Fund (the “Fund”), FAF Advisors, Inc. (“FAF”), along with its parent, U.S. Bank National Association, has entered into an agreement whereby Nuveen Investments, Inc. will acquire FAF’s long-term asset management business (the “Transaction”). FAF’s long-term asset management business will be combined with the asset management business of Nuveen Asset Management, Inc. (“Nuveen”), which is a subsidiary of Nuveen Investments, Inc.

Upon the closing of the Transaction, a change of control of FAF will constitute an “assignment”, as such term is defined by Section 2(a)(4) of the Investment Company Act of 1940, as amended (the “1940 Act”). As required by Section 15(a)(4) of the 1940 Act, the existing investment sub-advisory agreement between VALIC and FAF provides for automatic termination upon assignment, and pursuant to the terms of an exemptive order for the Securities and Exchange Commission, VALIC is permitted, under certain conditions and subject to board approval, to continue the employment of existing subadvisers and to enter into new subadvisory agreements with such subadvisers without obtaining shareholder approval.

Effective October 26, 2010, the Board of VC II approved a new investment sub-advisory agreement between VALIC and Nuveen (or a subsidiary of Nuveen) (the “Nuveen Sub-advisory Agreement”). The Nuveen Sub-advisory Agreement will become effective upon the closing of the Transaction, which is anticipated to close by December 31, 2010.

No modifications are expected as a result of the change in control of FAF in regard to the investment objective, principal investment strategies, portfolio managers, or the advisory or subadvisory fees.

Date: October 26, 2010

VALIC Company II

PROXY VOTE

PROXY VOTING RESULTS—SPECIAL MEETING OF THE SHAREHOLDERS

A special joint meeting of the shareholders of VALIC Company II (“VC II”) Aggressive Growth Lifestyle Fund, Conservative Growth Lifestyle Fund, Core Bond Fund, International Small Cap Equity Fund, Moderate Growth Lifestyle Fund, Strategic Bond Fund and Socially Responsible Fund was held on March 26, 2010. The Funds adopted the following proposals:

1. A new investment sub-advisory agreement between VALIC and PineBridge Investments LLC (“PineBridge”), which provides that PineBridge will manage the assets of the Aggressive Growth Lifestyle Fund, Conservative Growth Lifestyle Fund, Core Bond Fund, International Small Cap Equity Fund, Moderate Growth Lifestyle Fund and the Strategic Bond Fund of VC II.

Aggressive Growth Lifestyle Fund
Votes in Favor	11,923,455.318
Votes Against	622,179.639
Votes Abstained	314,419.101
Conservative Growth Lifestyle Fund
Votes in Favor	5,332,592.186
Votes Against	453,840.800
Votes Abstained	307,899.634
Core Bond Fund
Votes in Favor	15,650,998.757
Votes Against	544,783.426
Votes Abstained	689,849.868
International Small Cap Equity Fund
Votes in Favor	42,723,378.354
Votes Against	3,120,876.446
Votes Abstained	1,987,063.037
Moderate Growth Lifestyle Fund
Votes in Favor	11,193,107.086
Votes Against	1,052,292.468
Votes Abstained	1,659,770.961
Strategic Bond Fund
Votes in Favor	30,057,398.609
Votes Against	3,138,777.061
Votes Abstained	2,366,862.235

2. A new investment sub-advisory agreement between VALIC and SunAmerica Asset Management Corp. (“SAAMCo”), which provides that SAAMCo will manage the assets of the Socially Responsible Fund of VC II.

Socially Responsible Fund
Votes in Favor	69,050,697.096
Votes Against	2,557,790.574
Votes Abstained	2,066,411.999

171

VALIC Company II

BOARD OF TRUSTEES

Thomas J. Brown

Judith L. Craven

William F. Devin

Timothy J. Ebner

Gustavo E. Gonzales, Jr.

Peter A. Harbeck

John W. Lancaster

Kenneth J. Lavery

John E. Maupin, Jr.

CUSTODIAN

State Street Bank and Trust Company

225 Franklin Street

Boston, Massachusetts 02110

INVESTMENT ADVISER

The Variable Annuity

Life Insurance Company (VALIC)

2929 Allen Parkway

Houston, Texas 77019

INVESTMENT SUBADVISERS

Bridgeway Capital Management, Inc.

5615 Kirby Dr., Suite 518

Houston, Texas 77005

FAF Advisors, Inc.

800 Nicollet Mall

Minneapolis, Minnesota 55402

Invesco Advisers, Inc.

1555 Peachtree Street, N.F.

Atlanta, Georgia 30309

J.P. Morgan Investment Management Inc.

245 Park Avenue

New York, New York 10167

Janus Capital Management, LLC

151 Detroit Street

Denver, Colorado 80206

Metropolitan West Capital Management, LLC

610 Newport Center Drive, Suite 100

Newport Beach, CA 92660

PineBridge Investments LLC

70 Pine Street

New York, NY 10270

SunAmerica Asset Management Corp.

Haborside Financial Center

3200 Plaza 5

Jersey City, New Jersey 07311

The Boston Company Asset Management, LLC

BNY Melton Center

201 Washington St.

Boston, MA 02108

Wellington Management Co. LLP

75 State Street

Boston, Massachusetts 02109

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PricewaterhouseCoopers LLP

1201 Louisiana Street, Suite 2900

Houston, Texas 77002

TRANSFER AND SHAREHOLDER SERVICE AGENT

The Variable Annuity

Life Insurance Company (VALIC)

2929 Allen Parkway

Houston, Texas 77019

OFFICERS

Kurt Bernlohr,

President and Principal Executive Officer

John Packs,

Vice President and Senior Investment Officer

Gregory R. Kingston,

Treasurer and Principal Financial Officer

Nori L. Gabert,

Vice President, Chief Legal Officer and Secretary

Gregory N. Bressler,

Vice President

Cynthia A. Gibbons-Skrehot,

Vice President and Chief Compliance Officer

Donna Handel,

Vice President and Assistant Treasurer

Diedre L. Shepherd,

Assistant Treasurer

Mark Matthes,

Assistant Secretary

Matthew J. Hackethal,

Anti-Money Laundering Compliance Officer

Thomas M. Ward,

Vice President

DISCLOSURE OF QUARTERLY FUND PORTFOLIO HOLDINGS

VC II is required to file its complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission for its first and third fiscal quarters on Form N-Q. VC II’s Forms N-Q are available on the U.S. Securities and Exchange Commission’s website at www.sec.gov. You can also review and obtain copies of Forms N-Q at the U.S. Securities and Exchange Commission’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330).

VOTING PROXIES ON VALIC COMPANY II PORTFOLIO SECURITIES

A description of the policies and procedures that VC II uses to determine how to vote proxies related to securities held in the Fund’s portfolios, which is available in VC II’s Statement of Additional Information, may be obtained without charge upon request, by calling 800-448-2542. This information is also available from the EDGAR database on the U.S. Securities and Exchange Commission’s website at http://www.sec.gov.

PROXY VOTING RECORD ON VALIC COMPANY II PORTFOLIO SECURITIES

Information regarding how VC II voted proxies relating to securities held in the VC II Funds portfolios during the most recent twelve month period ended June 30, is available, once filed with the U.S. Securities and Exchange Commission without charge, upon request, by calling 800-448-2542 or on the U.S. Securities and Exchange Commission’s website at http://www.sec.gov.

This report is for the information of the shareholders and variable contract owners investing in VC II. It is authorized for distribution to other persons only when preceded or accompanied by an effective prospectus which contains information on how to purchase shares and other pertinent information.

If you would like further information about this material or products issued by VALIC or American General Life Insurance Company, please contact your financial professional.

172

VALIC ONLINE

Account Access

You must establish a
Unique User Identification
(ID) and Password; create your security profile by using
the online account services.   By using a numeric Personal Identification Number (PIN)
you can also access
VALIC’s toll-free
automated phone line
at 800.448.2542 to obtain
24-hour access to your account. Manage your account on the Web through VALIC Online!   Enjoy quick, easy and secure access — now or anytime. Go to www.valic.com and click on Access Your Account in the “Links to Login” section. You’ll find these powerful features:   •View your account portfolio including values, graphs and charts •View, download or print account, transaction confirmation and tax statements •View current and historical fund performance and unit values •View personal performance for your account •View transaction history •Download transaction history to Quicken using Direct Connect^SM •View your financial advisor’s contact information •Reset your Password and update the information on your security profile •Change your contact information such as telephone, address or e-mail •Update your Investor Profile •Initiate account transactions including: >     Allocation changes >     Transfer money among investment options >     Rebalance account to your desired allocation mix >     Change contributions •Review account information on your cell phone or mobile device •Request forms for a variety of services •Display information from other accounts in addition to VALIC accounts using the Account Aggregation Feature •Enroll in the electronic document delivery service (Personal Deliver-e^®)   Start exploring VALIC Online today!   To set up access to VALIC Online:   •Go to www.valic.com •Click on Access Your Account in the “Links to Login” section •Click “Register Now” to begin the registration process •Enter the information to set up your security profile •Click “I Agree” to accept VALIC’s access agreement (required) •Verify and/or update your address, e-mail and telephone number •Click “Continue” to update your record and proceed to the Summary screen   You can also access your account using VALIC’s toll-free automated account information line by calling 800-448-2542.  

VALIC Company II P.O. Box 3206 Houston, TX 77253-3206 PRSRT STD U.S. POSTAGE PAID SAN DIEGO, CA PERMIT NO. 1482

VC 11288 (08/2010) J74500

Item 2. Code of Ethics.

VALIC Company II (“the registrant”) has adopted a Code of Ethics applicable to its Principal Executive and Principal Accounting Officers pursuant to Section 406 of the Sarbanes-Oxley Act of 2002. During the fiscal year 2010, there were no reportable amendments, waivers, or implicit waivers to a provision of the code of ethics that applies to the registrant’s Principle Executive and Principal Accounting Officers.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Trustees has determined that Thomas J. Brown qualifies as an audit committee financial expert, as defined in instructions to Item 3(a) of Form N-CSR. Mr. Brown is considered to be “independent” for purposes of Item 3(a)(2) of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) - (d) Aggregate fees billed to the registrant for the last two fiscal years for professional services rendered by the registrant’s principal accountant were as follows:

	2010		2009
(a) Audit Fees	$	299,470	$	289,500
(b) Audit-Related Fees	$	0	$	0
(c) Tax Fees	$	0	$	2,281
(d) All Other Fees	$	0	$	0

Audit Fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the principal accountant in connection with statutory and regulatory filings. Tax Fees principally include tax advice and tax planning.

Aggregate fees billed to the investment adviser and Adviser Affiliates (as defined below in Item 4(e)) that are required to be pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X for the last two fiscal years for services rendered by the registrant’s principal accountant were as follows:

	2010		2009
(b) Audit-Related Fees	$	0	$	0
(c) Tax Fees	$	0	$	0
(d) All Other Fees	$	126,566	$	0

In addition, Ernst & Young, LLP is performing tax services for the Series. For the fiscal years ended 2010 and 2009, the fees for these tax services were $126,216 and $133,456, respectively.

(e)    (1) The registrant’s audit committee pre-approves all audit services provided by the registrant’s principal accountant for the registrant and all non-audit services provided by the registrant’s principal accountant for the

registrant, its investment adviser and any entity controlling, controlled by, or under common control with the investment adviser (“Adviser Affiliates”) that provides ongoing services to the registrant, if the engagement by the investment adviser or Adviser Affiliate relates directly to the operations and financial reporting of the registrant. The audit committee has not presently established any pre-approval policies and procedures that permit the pre-approval of the above services other than by the full audit committee. Certain de minimis exceptions are allowed for non-audit services in accordance with Rule 2-01(c)(7)(i)(C) of Regulation S-X as set forth in the registrant's audit committee charter.

(2) No services included in (b) - (d) above in connection with fees billed to the registrant or the investment adviser or Adviser Affiliates were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and Adviser Affiliates that provides ongoing services to the registrant for 2010 and 2009 were $584,441 and $814,461, respectively.

(h) Non-audit services rendered to the registrant’s investment adviser and any Adviser Affiliates that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X were considered by the registrant’s audit committee as to whether they were compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

Included in Item 1 to the Form.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

There were no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board of Trustees that were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by 22(b)(15)) of Schedule 14A (17 CFR 240.14a-101), or this Item 10.

Item 11. Controls and Procedures.

(a) An evaluation was performed within 90 days of the filing of this report, under the supervision and with the participation of the registrant’s management, including the President and Treasurer, of the effectiveness of the design and operation of the registrant’s disclosure controls and procedures (as defined under Rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c))). Based on that evaluation, the registrant’s management, including the President and Treasurer, concluded that the registrant’s disclosure controls and procedures are effective.

(b) There was no change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 (17 CFR 270.3a-3(d))) that occurred during the registrant’s last fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a) (1) Code of Ethics applicable to its Principal Executive and Principal Accounting Officers pursuant to Section 406 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.406.Code of Ethics.

(2) Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) attached hereto as Exhibit 99.CERT.

(3) Not applicable.

(b) Certification pursuant to Rule 30a-2 (b) under the Investment Company Act of 1940 (17 CFR 270.30a-2 (a)) and Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit 99.906.CERT.

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.

VALIC Company II
By:	/s/ Kurt W. Bernlohr
	Kurt W. Bernlohr
	President

Date: November 8, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ Kurt W. Bernlohr
	Kurt W. Bernlohr
	President

Date: November 8, 2010

By:	/s/ Gregory R. Kingston
	Gregory R. Kingston
	Treasurer

Date: November 8, 2010