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, 2014

Item 1. Reports to Stockholders

VALIC Company II

Annual Report, August 31, 2014

SAVING :INVESTING :PLANNING

VALIC Company II

ANNUAL REPORT AUGUST 31, 2014

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	28
International Opportunities Fund	40
Large Cap Value Fund	47
Mid Cap Growth Fund	51
Mid Cap Value Fund	54
Moderate Growth Lifestyle Fund	60
Money Market II Fund	62
Small Cap Growth Fund	65
Small Cap Value Fund	69
Socially Responsible Fund	78
Strategic Bond Fund	85
Statements of Assets and Liabilities	108
Statements of Operations	111
Statements of Changes in Net Assets	114
Notes to Financial Statements	118
Financial Highlights	139
Report of Independent Registered Public Accounting Firm	147
Approval of Advisory Agreements	148
Trustees and Officers Information	153
Shareholders Tax Information	155
Comparisons: Funds vs. Indexes	156
Supplements to Prospectus	176

VALIC Company II

PRESIDENT’S LETTER (unaudited)

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 ended August 31, 2014. We encourage you to carefully read this report and hope you find it informative and helpful.

Global equity markets generally posted solid returns for the reporting period driven, in part, by the continuing recovery of most major economies and the on-going monetary support and stimulus measures provided by world governments and central banks. The United States saw domestic equity markets rise to levels not seen in recent years propelled by higher-than-expected corporate earnings and other improving fundamentals. The S&P 500^® Index*, for example, closed the reporting period at 2,003.37, a record high up to that date. And for the entire reporting period, it returned an impressive 25.25%.

International equity markets, predominately in Europe, also reported steady gains. The MSCI EAFE Index (net)**, designed to measure the equity market performance of developed markets (Europe, Australasia, Far East), excluding the U.S. and Canada, returned a healthy 16.44% for the reporting period. These gains were assisted to some degree through the efforts of the stimulus program of the European Central Bank (ECB) known as Outright Monetary Policy, under which the ECB makes purchases of certain bonds issued by Eurozone member states.

The U.S. bond market advanced over the reporting period as well but at a more modest pace. Bonds advanced in part as investors favored U.S. Treasuries amid elevated geopolitical concerns. The Barclays U.S. Aggregate Bond Index***, a broad measure of this market, posted a total return of 5.66% for the twelve-month reporting period.

These favorable results were achieved in spite of some serious geopolitical headwinds, including the crisis in Ukraine, the rise of ISIS and continuing war in Syria and other parts of the Middle East. In addition, the announcement by the U.S. Federal Reserve that it would end in October 2014 the $85 billion per month bond buying program, known as quantitative easing (QE), created additional uncertainties both at home and overseas on how investment markets would react once QE did in fact wind down.

Planning for your financial future in such an uncertain world should be a top priority. Your investment with VALIC Company II is an important step to help you reach your long-term financial goals. Another important step, we believe, is to meet with your financial advisor periodically to ensure that you maintain a diversified portfolio appropriate for your goals and risk tolerance.

We appreciate being part of your investment program and thank you for your ongoing confidence in us. We 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 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 MSCI EAFE Index (net) 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 index is comprised of the MSCI country indices that represent developed markets outside of North America, Europe, Australasia and the Far East. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties.

*** The Barclays U.S. Aggregate Bond Index is a broad based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market that includes Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass throughs), ABS, and CMBC (agency and non-agency).

Indices are not managed and an investor cannot invest directly into an index. Past performance of an index does not guarantee the future performance of any investment.

1

VALIC Company II

EXPENSE EXAMPLE — August 31, 2014 (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, 2014 and held until August 31, 2014. 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”), qualified retirement plans (the “Plans”) and Individual Retirement Plan Accounts (“IRA”) 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, Plans and IRA’s 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/IRA documents for more details on the fees associated with the Variable Contract, Plans or IRA’s.

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, 2014” to estimate the expenses you paid on your account during this period. The “Expenses Paid During the Six Months Ended August 31, 2014” column and the “Annualized Expense Ratio” column do not include fees and expenses that may be charged by the Variable Contracts, Plans and IRA’s, in which the Funds are offered. Had these fees and expenses been included, the “Expenses Paid During the Six Months Ended August 31, 2014” 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 each 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, 2014” column and the “Annualized Expense Ratio” column do not include fees and expenses that may be charged by the Variable Contracts, Plans or IRA’s in which the Funds are offered. Had these fees and expenses been included, the “Expenses Paid During the Six Months Ended August 31, 2014” 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, Plans or IRA’s. Please refer to your Variable Contract prospectus or Plan/IRA 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, 2014 (unaudited) — (continued)

	Actual						Hypothetical
Fund	Beginning Account Value at March 1, 2014		Ending Account Value Using Actual Return at August  31, 2014		Expenses Paid During the Six Months Ended August  31, 2014*		Beginning Account Value at March 1, 2014		Ending Account Value Using a Hypothetical 5% Assumed Return at August  31, 2014		Expenses Paid During the Six Months Ended August  31, 2014*		Annualized Expense Ratio*
Aggressive Growth Lifestyle#	$	1,000.00	$	1,045.23	$	0.52	$	1,000.00	$	1,024.70	$	0.51		0.10	%
Capital Appreciation#	$	1,000.00	$	1,014.79	$	4.32	$	1,000.00	$	1,020.92	$	4.33		0.85	%
Conservative Growth Lifestyle#	$	1,000.00	$	1,039.14	$	0.51	$	1,000.00	$	1,024.70	$	0.51		0.10	%
Core Bond#	$	1,000.00	$	1,028.80	$	3.94	$	1,000.00	$	1,021.32	$	3.92		0.77	%
High Yield Bond#	$	1,000.00	$	1,023.92	$	4.90	$	1,000.00	$	1,020.37	$	4.89		0.96	%
International Opportunities#	$	1,000.00	$	986.36	$	5.01	$	1,000.00	$	1,020.16	$	5.09		1.00	%
Large Cap Value#	$	1,000.00	$	1,071.25	$	4.23	$	1,000.00	$	1,021.12	$	4.13		0.81	%
Mid Cap Growth#	$	1,000.00	$	979.11	$	4.24	$	1,000.00	$	1,020.92	$	4.33		0.85	%
Mid Cap Value#	$	1,000.00	$	1,049.29	$	5.42	$	1,000.00	$	1,019.91	$	5.35		1.05	%
Moderate Growth Lifestyle#	$	1,000.00	$	1,041.98	$	0.51	$	1,000.00	$	1,024.70	$	0.51		0.10	%
Money Market II#	$	1,000.00	$	1,000.05	$	0.66	$	1,000.00	$	1,024.55	$	0.66		0.13	%
Small Cap Growth#	$	1,000.00	$	918.60	$	5.61	$	1,000.00	$	1,019.36	$	5.90		1.16	%
Small Cap Value#	$	1,000.00	$	1,029.72	$	4.86	$	1,000.00	$	1,020.42	$	4.84		0.95	%
Socially Responsible#	$	1,000.00	$	1,089.75	$	2.95	$	1,000.00	$	1,022.38	$	2.85		0.56	%
Strategic Bond	$	1,000.00	$	1,039.67	$	4.47	$	1,000.00	$	1,020.82	$	4.43		0.87	%

* Expenses are equal to each Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 184 days then divided by 365 days (to reflect the one-half year period). These ratios do not reflect fees and expenses associated with the Variable Contracts, Plans or IRA’s. 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/IRA 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, 2014” and the “Annualized Expense Ratio” would have been higher.

3

VALIC Company II Aggressive Growth Lifestyle Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Domestic Equity Investment Companies	58.3	%
International Equity Investment Companies	23.7
Fixed Income Investment Companies	12.4
Real Estate Investment Companies	5.6
	100.0	%

* Calculated as a percentage of net assets

4

VALIC Company II Aggressive Growth Lifestyle Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
AFFILIATED REGISTERED INVESTMENT COMPANIES#(1) — 100.0%
Domestic Equity Investment Companies — 58.3%
VALIC Co. I Blue Chip Growth Fund		1,631,602	$	29,450,418
VALIC Co. I Dividend Value Fund		1,769,440		24,064,385
VALIC Co. I Mid Cap Index Fund		897,710		25,593,715
VALIC Co. I Mid Cap Strategic Growth Fund		380,028		6,513,673
VALIC Co. I Nasdaq-100 Index Fund		1,890,445		18,034,846
VALIC Co. I Science & Technology Fund		684,850		18,497,800
VALIC Co. I Small Cap Index Fund		932,060		19,731,706
VALIC Co. I Small Cap Special Values Fund		607,707		8,708,436
VALIC Co. I Stock Index Fund		1,700,012		61,608,422
VALIC Co. I Value Fund		120,958		1,792,600
VALIC Co. II Capital Appreciation Fund		1,009,594		16,032,354
VALIC Co. II Large Cap Value Fund		400,874		7,047,372
VALIC Co. II Mid Cap Growth Fund		758,968		7,688,350
VALIC Co. II Mid Cap Value Fund		1,182,418		29,737,808
VALIC Co. II Small Cap Growth Fund		467,029		7,598,566
VALIC Co. II Small Cap Value Fund		1,002,683		16,694,674
Total Domestic Equity Investment Companies
(cost $232,722,011)				298,795,125
Fixed Income Investment Companies — 12.4%
VALIC Co. I Government Securities Fund		328,833		3,554,689
VALIC Co. I Inflation Protected Fund		108,132		1,235,949
VALIC Co. II Core Bond Fund		2,619,135		29,046,205
VALIC Co. II High Yield Bond Fund		1,738,363		13,785,216
VALIC Co. II Strategic Bond Fund		1,331,727		15,674,422
Total Fixed Income Investment Companies
(cost $62,412,933)				63,296,481

Security Description	Shares			Value (Note 2)
International Equity Investment Companies — 23.7%
VALIC Co. I Emerging Economies Fund		3,041,706		$	26,219,503
VALIC Co. I Foreign Value Fund		2,998,534			34,303,227
VALIC Co. I International Equities Index Fund		4,334,068			31,812,058
VALIC Co. I International Growth Fund		1,559,539			21,927,119
VALIC Co. II International Opportunities Fund		467,888			7,252,270
Total International Equity Investment Companies
(cost $111,863,393)					121,514,177
Real Estate Investment Companies — 5.6%
VALIC Co. I Global Real Estate Fund
(cost $25,409,608)		3,215,615			28,522,503
TOTAL INVESTMENTS
(cost $432,407,945)(2)		100.0	%		512,128,286
Liabilities in excess of other assets		(0.0	)		(15,300	)
NET ASSETS —		100.0	%	$	512,112,986

# 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, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Affiliated Registered Investment Companies:
Domestic Equity Investment Companies	$	298,795,125	$	—	$	—	$	298,795,125
Fixed Income Investment Companies		63,296,481		—		—		63,296,481
International Equity Investment Companies		121,514,177		—		—		121,514,177
Real Estate Investment Companies		28,522,503		—		—		28,522,503
Total	$	512,128,286	$	—	$	—	$	512,128,286

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

5

VALIC Company II Capital Appreciation Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Medical — Biomedical/Gene	9.7	%
Applications Software	6.2
Computers	6.1
Finance — Credit Card	4.5
Oil — Field Services	4.2
Web Portals/ISP	4.1
Beverages — Non-alcoholic	3.8
Medical — Generic Drugs	3.0
Computers — Memory Devices	2.6
Investment Management/Advisor Services	2.4
Retail — Discount	2.3
Cable/Satellite TV	2.2
Internet Content — Entertainment	2.2
Computer Services	2.2
E-Commerce/Services	2.1
Retail — Building Products	2.1
Tobacco	2.0
Instruments — Controls	1.9
Engines — Internal Combustion	1.8
Oil Companies — Exploration & Production	1.8
Industrial Gases	1.7
Time Deposits	1.6
Cosmetics & Toiletries	1.5
Metal Processors & Fabrication	1.5
Medical — Wholesale Drug Distribution	1.5
Electronic Security Devices	1.4
Auto/Truck Parts & Equipment — Original	1.3
Apparel Manufacturers	1.3
Athletic Footwear	1.3
Diversified Manufacturing Operations	1.3
Engineering/R&D Services	1.2
Retail — Apparel/Shoe	1.2
Telecommunication Equipment	1.2
Multimedia	1.2
Chemicals — Diversified	1.2
Retail — Drug Store	1.1
Electronic Forms	1.1
Internet Content — Information/News	1.0
Medical — HMO	1.0
Building Products — Cement	1.0
Finance — Other Services	1.0
Transport — Services	1.0
Advertising Agencies	1.0
Food — Misc./Diversified	0.9
Medical — Drugs	0.8
Casino Hotels	0.8
Retail — Perfume & Cosmetics	0.8
Computer Software	0.5
Television	0.4
	100.0	%

* Calculated as a percentage of net assets

6

VALIC Company II Capital Appreciation Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 98.4%
Advertising Agencies — 1.0%
Interpublic Group of Cos., Inc.		43,020	$	840,181
Apparel Manufacturers — 1.3%
Michael Kors Holdings, Ltd.†		8,000		640,960
Under Armour, Inc., Class A†		7,130		487,407
				1,128,367
Applications Software — 6.2%
Intuit, Inc.		15,670		1,303,430
Microsoft Corp.		61,590		2,798,034
salesforce.com, Inc.†		21,500		1,270,435
				5,371,899
Athletic Footwear — 1.3%
NIKE, Inc., Class B		14,300		1,123,265
Auto/Truck Parts & Equipment-Original — 1.3%
Delphi Automotive PLC		16,460		1,145,287
Beverages - Non-alcoholic — 3.8%
Coca-Cola Enterprises, Inc.		21,520		1,028,225
PepsiCo, Inc.		24,630		2,278,029
				3,306,254
Building Products - Cement — 1.0%
Martin Marietta Materials, Inc.		6,470		847,311
Cable/Satellite TV — 2.2%
Comcast Corp., Class A		35,770		1,957,692
Casino Hotels — 0.8%
Las Vegas Sands Corp.		10,930		726,954
Chemicals - Diversified — 1.2%
Dow Chemical Co.		18,880		1,011,024
Computer Services — 2.2%
Accenture PLC, Class A		13,730		1,112,954
Cognizant Technology Solutions Corp., Class A†		17,240		788,385
				1,901,339
Computer Software — 0.5%
Akamai Technologies, Inc.†		7,070		427,169
Computers — 6.1%
Apple, Inc.		52,290		5,359,725
Computers - Memory Devices — 2.6%
EMC Corp.		38,110		1,125,388
SanDisk Corp.		11,470		1,123,601
				2,248,989
Cosmetics & Toiletries — 1.5%
Colgate-Palmolive Co.		20,750		1,343,148
Diversified Manufacturing Operations — 1.3%
Danaher Corp.		14,300		1,095,523
E-Commerce/Services — 2.1%
Netflix, Inc.†		1,850		883,634
Priceline Group, Inc.†		790		983,005
				1,866,639
Electronic Forms — 1.1%
Adobe Systems, Inc.†		12,840		923,196
Electronic Security Devices — 1.4%
Tyco International, Ltd.		26,520		1,183,322
Engineering/R&D Services — 1.2%
Fluor Corp.		14,490		1,070,666

Security Description	Shares		Value (Note 2)
Engines - Internal Combustion — 1.8%
Cummins, Inc.		10,710	$	1,554,128
Finance - Credit Card — 4.5%
American Express Co.		13,630		1,220,567
Discover Financial Services		11,290		704,157
Visa, Inc., Class A		9,260		1,967,935
				3,892,659
Finance - Other Services — 1.0%
Intercontinental Exchange, Inc.		4,480		846,720
Food - Misc./Diversified — 0.9%
Mondelez International, Inc., Class A		23,020		833,094
Industrial Gases — 1.7%
Praxair, Inc.		11,600		1,525,980
Instruments - Controls — 1.9%
Honeywell International, Inc.		17,700		1,685,571
Internet Content - Entertainment — 2.2%
Facebook, Inc., Class A†		25,810		1,931,104
Internet Content - Information/News — 1.0%
LinkedIn Corp., Class A†		3,990		900,743
Investment Management/Advisor Services — 2.4%
Ameriprise Financial, Inc.		8,440		1,061,414
BlackRock, Inc.		3,030		1,001,506
				2,062,920
Medical - Biomedical/Gene — 9.7%
Alexion Pharmaceuticals, Inc.†		6,290		1,064,834
Biogen Idec, Inc.†		3,780		1,296,691
Celgene Corp.†		10,650		1,011,963
Gilead Sciences, Inc.†		21,570		2,320,501
Illumina, Inc.†		6,050		1,085,128
Regeneron Pharmaceuticals, Inc.†		2,040		715,061
Vertex Pharmaceuticals, Inc.†		10,230		957,221
				8,451,399
Medical - Drugs — 0.8%
Bristol-Myers Squibb Co.		14,370		727,841
Medical - Generic Drugs — 3.0%
Actavis PLC†		5,690		1,291,516
Mylan, Inc.†		11,790		572,994
Perrigo Co. PLC		4,850		721,389
				2,585,899
Medical - HMO — 1.0%
UnitedHealth Group, Inc.		10,330		895,404
Medical - Wholesale Drug Distribution — 1.5%
McKesson Corp.		6,690		1,304,751
Metal Processors & Fabrication — 1.5%
Precision Castparts Corp.		5,370		1,310,602
Multimedia — 1.2%
Viacom, Inc., Class B		12,460		1,011,129
Oil Companies - Exploration & Production — 1.8%
EOG Resources, Inc.		13,960		1,533,925
Oil - Field Services — 4.2%
Halliburton Co.		21,680		1,465,785
Schlumberger, Ltd.		20,440		2,241,041
				3,706,826

7

VALIC Company II Capital Appreciation Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Retail - Apparel/Shoe — 1.2%
PVH Corp.		8,840	$	1,031,982
Retail - Building Products — 2.1%
Home Depot, Inc.		19,860		1,856,910
Retail - Discount — 2.3%
Costco Wholesale Corp.		10,880		1,317,351
Dollar General Corp.†		11,160		714,128
				2,031,479
Retail - Drug Store — 1.1%
CVS Caremark Corp.		12,440		988,358
Retail - Perfume & Cosmetics — 0.8%
Ulta Salon Cosmetics & Fragrance, Inc.†		6,980		679,224
Telecommunication Equipment — 1.2%
Juniper Networks, Inc.		44,000		1,020,360
Television — 0.4%
AMC Networks, Inc., Class A†		5,950		372,321
Tobacco — 2.0%
Philip Morris International, Inc.		20,710		1,772,362
Transport - Services — 1.0%
FedEx Corp.		5,700		842,916

Security Description	Shares/ Principal Amount			Value (Note 2)
Web Portals/ISP — 4.1%
Google, Inc., Class A†		3,080		$	1,793,669
Google, Inc., Class C†		3,080			1,760,528
					3,554,197
Total Long-Term Investment Securities
(cost $64,856,303)					85,788,754
SHORT-TERM INVESTMENT SECURITIES — 1.6%
Time Deposits — 1.6%
Euro Time Deposit with State Street Bank and Trust Co. 0.01% due 09/02/2014 (cost $1,447,000)	$	1,447,000			1,447,000
TOTAL INVESTMENTS
(cost $66,303,303)(1)		100.0	%		87,235,754
Liabilities in excess of other assets		(0.0	)		(21,759	)
NET ASSETS —		100.0	%	$	87,213,995

† 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, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Applications Software	$	5,371,899	$	—	$	—	$	5,371,899
Computers		5,359,725		—		—		5,359,725
Medical - Biomedical/Gene		8,451,399		—		—		8,451,399
Other Industries*		66,605,731		—		—		66,605,731
Short-Term Investment Securities:
Time Deposits		—		1,447,000		—		1,447,000
Total	$	85,788,754	$	1,447,000	$	—	$	87,235,754

* 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 securities by industry classification, please refer to the Portfolio of Investments.

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

8

VALIC Company II Conservative Growth Lifestyle Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Fixed Income Investment Companies	55.2	%
Domestic Equity Investment Companies	28.7
International Equity Investment Companies	13.4
Real Estate Investment Companies	2.7
	100.0	%

* Calculated as a percentage of net assets

9

VALIC Company II Conservative Growth Lifestyle Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
AFFILIATED REGISTERED INVESTMENT COMPANIES#(1) — 100.0%
Domestic Equity Investment Companies — 28.7%
VALIC Co. I Blue Chip Growth Fund		626,421	$	11,306,890
VALIC Co. I Dividend Value Fund		346,789		4,716,328
VALIC Co. I Mid Cap Index Fund		392,572		11,192,240
VALIC Co. I Mid Cap Strategic Growth Fund		118,808		2,036,364
VALIC Co. I Nasdaq-100 Index Fund		457,327		4,362,899
VALIC Co. I Science & Technology Fund		215,955		5,832,940
VALIC Co. I Small Cap Index Fund		297,397		6,295,890
VALIC Co. I Small Cap Special Values Fund		152,431		2,184,338
VALIC Co. I Stock Index Fund		640,645		23,216,977
VALIC Co. I Value Fund		10,804		160,119
VALIC Co. II Capital Appreciation Fund		200,398		3,182,328
VALIC Co. II Large Cap Value Fund		108,978		1,915,831
VALIC Co. II Mid Cap Growth Fund		204,275		2,069,301
VALIC Co. II Mid Cap Value Fund		404,860		10,182,224
VALIC Co. II Small Cap Growth Fund		80,003		1,301,649
VALIC Co. II Small Cap Value Fund		167,688		2,792,011
Total Domestic Equity Investment Companies
(cost $76,561,196)				92,748,329
Fixed Income Investment Companies — 55.2%
VALIC Co. I Capital Conservation Fund		625,896		6,215,151
VALIC Co. I Government Securities Fund		539,714		5,834,309
VALIC Co. I Inflation Protected Fund		1,230,504		14,064,662
VALIC Co. II Core Bond Fund		6,294,206		69,802,743
VALIC Co. II High Yield Bond Fund		3,531,846		28,007,537
VALIC Co. II Strategic Bond Fund		4,594,302		54,074,938
Total Fixed Income Investment Companies
(cost $174,266,171)				177,999,340

Security Description	Shares			Value (Note 2)
International Equity Investment Companies — 13.4%
VALIC Co. I Emerging Economies Fund		1,158,467		$	9,985,987
VALIC Co. I Foreign Value Fund		1,071,348			12,256,224
VALIC Co. I International Equities Index Fund		1,560,874			11,456,813
VALIC Co. I International Growth Fund		541,737			7,616,819
VALIC Co. II International Opportunities Fund		117,023			1,813,850
Total International Equity Investment Companies
(cost $40,592,030)					43,129,693
Real Estate Investment Companies — 2.7%
VALIC Co. I Global Real Estate Fund
(cost $8,564,696)		999,936			8,869,435
TOTAL INVESTMENTS
(cost $299,984,093)(2)		100.0	%		322,746,797
Other assets less liabilities		0.0			16,974
NET ASSETS —		100.0	%	$	322,763,771

# 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, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Affiliated Registered Investment Companies:
Domestic Equity Investment Companies	$	92,748,329	$	—	$	—	$	92,748,329
Fixed Income Investment Companies		177,999,340		—		—		177,999,340
International Equity Investment Companies		43,129,693		—		—		43,129,693
Real Estate Investment Companies		8,869,435		—		—		8,869,435
Total	$	322,746,797	$	—	$	—	$	322,746,797

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

10

VALIC Company II Core Bond Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Federal National Mtg. Assoc.	20.9	%
United States Treasury Notes	18.1
Time Deposits	7.9
Federal Home Loan Mtg. Corp.	7.4
Diversified Financial Services	5.9
Banks — Commercial	4.8
United States Treasury Bonds	4.7
Diversified Banking Institutions	4.4
Oil Companies — Exploration & Production	2.0
Telephone — Integrated	1.5
Pipelines	1.1
Electric — Integrated	1.1
Oil Companies — Integrated	0.9
Paper & Related Products	0.9
Sovereign	0.8
Government National Mtg. Assoc.	0.8
Insurance — Life/Health	0.8
Savings & Loans/Thrifts	0.8
Diversified Manufacturing Operations	0.6
Auto — Cars/Light Trucks	0.6
Cable/Satellite TV	0.6
Medical — Drugs	0.5
Insurance — Multi-line	0.5
Registered Investment Companies	0.5
Banks — Super Regional	0.5
Machinery — Farming	0.4
Finance — Other Services	0.4
Medical — Generic Drugs	0.4
Medical — Hospitals	0.3
Municipal Bonds	0.3
Banks — Special Purpose	0.3
Computers	0.3
Telecom Services	0.3
Coal	0.3
Advertising Agencies	0.3
Independent Power Producers	0.3
Real Estate Investment Trusts	0.3
Wireless Equipment	0.3
Brewery	0.3
Retail — Automobile	0.3
Casino Hotels	0.3
Diversified Minerals	0.2
Food — Meat Products	0.2
Retail — Mail Order	0.2
Airlines	0.2
Special Purpose Entities	0.2
Transport — Rail	0.2
Office Automation & Equipment	0.2
Tools — Hand Held	0.2
Security Services	0.2
Finance — Leasing Companies	0.2
Beverages — Non-alcoholic	0.2
Finance — Consumer Loans	0.2
Medical Products	0.2
Schools	0.2
Retail — Drug Store	0.2
Banks — Fiduciary	0.2
Gold Mining	0.2
Publishing — Periodicals	0.2
Computers — Memory Devices	0.2
Chemicals — Specialty	0.2
Cellular Telecom	0.2
Aerospace/Defense	0.2
Insurance — Mutual	0.2
Regional Authority	0.2
Steel — Producers	0.2
Oil & Gas Drilling	0.1
Finance — Auto Loans	0.1
Building Products — Wood	0.1

Retail — Restaurants	0.1	%
Real Estate Management/Services	0.1
Agricultural Chemicals	0.1
Networking Products	0.1
Enterprise Software/Service	0.1
Electronic Components — Semiconductors	0.1
Containers — Paper/Plastic	0.1
Metal — Iron	0.1
Real Estate Operations & Development	0.1
Petrochemicals	0.1
Retail — Discount	0.1
SupraNational Banks	0.1
Electric — Distribution	0.1
Electric — Generation	0.1
Multimedia	0.1
Commercial Services — Finance	0.1
Metal Processors & Fabrication	0.1
Alternative Waste Technology	0.1
Oil Refining & Marketing	0.1
Food — Dairy Products	0.1
Food — Misc./Diversified	0.1
Consumer Products — Misc.	0.1
Specified Purpose Acquisitions	0.1
Containers — Metal/Glass	0.1
Publishing — Newspapers	0.1
Building — Residential/Commercial	0.1
Building — Heavy Construction	0.1
E-Commerce/Services	0.1
Web Hosting/Design	0.1
Semiconductor Equipment	0.1
Television	0.1
Cosmetics & Toiletries	0.1
Building & Construction — Misc.	0.1
Finance — Commercial	0.1
Hazardous Waste Disposal	0.1
Banks — Money Center	0.1
Retail — Regional Department Stores	0.1
Retail — Music Store	0.1
Tennessee Valley Authority	0.1
Printing — Commercial	0.1
Wire & Cable Products	0.1
Cruise Lines	0.1
Building Products — Cement	0.1
Firearms & Ammunition	0.1
Financial Guarantee Insurance	0.1
	103.5	%

Credit Quality†#

Aaa	57.8	%
Aa	3.9
A	8.3
Baa	13.3
Ba	6.9
B	4.6
Caa	1.9
Not Rated@	3.3
	100	%

* Calculated as a percentage of net assets.

† Source: Moody’s

# Calculated as a percentage of total debt issues.

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

11

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Principal Amount		Value (Note 2)
ASSET BACKED SECURITIES — 5.1%
Diversified Financial Services — 5.1%
AmeriCredit Automobile Receivables Trust Series 2014-2, Class C 2.18% due 06/08/2020	$	941,000	$	935,378
Applebee’s/IHOP Funding LLC Series 2014-1, Class A2 4.28% due 09/05/2044*		771,000		771,464
Avis Budget Rental Car Funding AESOP LLC Series 2014-1A, Class A 2.46% due 07/20/2020*		959,000		964,682
Capital Auto Receivables Asset Trust Series 2013-2, Class A3 1.24% due 10/20/2017		1,271,000		1,279,061
Capital One Multi-Asset Execution Trust Series 2005-B1, Class B1 4.90% due 12/15/2017		675,000		687,780
Citibank Credit Card Issuance Trust Series 2014-A2, Class A2 1.02% due 02/22/2019		1,400,000		1,397,005
Citigroup Commercial Mtg. Trust Series 2014-GC19, Class A2 2.79% due 03/10/2047(1)		1,478,000		1,515,019
Citigroup Commercial Mtg. Trust Series 2014-GC23, Class A2 2.85% due 07/10/2047(1)		1,460,000		1,497,931
CKE Restaurant Holdings, Inc. Series 2013-1A, Class A2 4.47% due 03/20/2043*		709,444		724,909
CLI Funding V LLC Series 2014-1A, Class A 3.29% due 06/18/2029*		1,581,296		1,582,631
Commercial Mtg. Trust Mtg. Pass Through Trust Certs. Series 2014-UBS2, Class A2 2.82% due 03/10/2047(1)		1,282,000		1,312,809
Countrywide Home Loan Mtg. Pass Through Trust Series 2005-6, Class 1A11 5.25% due 02/25/2026(2)		170,587		173,652
Countrywide Home Loan Mtg. Pass Through Trust Series 2005-12, Class 2A4 5.50% due 05/25/2035(2)		11,437		11,437
Discover Card Execution Note Trust Series 2007-A1, Class A1 5.65% due 03/16/2020		1,270,000		1,427,082
Domino’s Pizza Master Issuer LLC Series 2012-1A, Class A2 5.22% due 01/25/2042*		783,629		831,795
Ford Credit Auto Owner Trust Series 2012-C, Class B 1.27% due 12/15/2017		870,000		874,891
Ford Credit Auto Owner Trust Series 2013-D, Class B 1.54% due 03/15/2019		659,000		660,381
Ford Credit Auto Owner Trust Series 2014-1, Class A 2.26% due 11/15/2025*		635,000		640,777
Ford Credit Floorplan Master Owner Trust Series 2014-4, Class A1 1.40% due 08/15/2019		1,521,000		1,517,490
GS Mtg. Securities Corp. II Series 2012-GCJ9, Class A2 1.76% due 11/10/2045(1)		848,000		847,561
GS Mtg. Securities Trust Series 2013-GC14, Class A2 3.00% due 08/10/2046(1)		3,200,000		3,312,685

Security Description	Principal Amount		Value (Note 2)
Diversified Financial Services (continued)
Invitation Homes Trust FRS Series 2014-SFR1, Class A 1.16% due 06/17/2031*	$	1,495,000	$	1,485,323
JPM-BB Commercial Mtg. Securities Trust Series 2013-C15, Class A2 2.98% due 11/15/2045(1)		2,152,000		2,224,296
LB-UBS Commercial Mtg. Trust Series 2007-C1, Class A4 5.42% due 02/15/2040(1)		988,182		1,070,616
LB-UBS Commercial Mtg. Trust VRS Series 2006-C4, Class A4 6.03% due 06/15/2038(1)		2,272,435		2,431,479
Morgan Stanley Bank of America Merrill Lynch Trust Series 2012-C5, Class A2 1.97% due 08/15/2045(1)		312,214		316,107
Morgan Stanley Bank of America Merrill Lynch Trust Series 2013-C9, Class A2 1.97% due 05/15/2046(1)		2,000,000		2,006,206
Nissan Auto Lease Trust Series 2014-A, Class A4 1.04% due 10/15/2019		1,850,000		1,850,342
NRP Mtg. Trust VRS Series 2013-1, Class A1 3.25% due 07/25/2043*(2)		2,142,023		2,116,949
RFMSI Trust Series 2006-S1, Class 1A3 5.75% due 01/25/2036(2)		511,403		526,032
Sierra Timeshare Receivables Funding LLC Series 2014-2A, Class A 2.05% due 06/20/2031*		865,848		863,940
Sierra Timeshare Receivables Funding LLC Series 2013-3A, Class A 2.20% due 10/20/2030*		510,311		513,392
Sonic Capital LLC Series 2011-1A, Class A2 5.44% due 05/20/2041*		451,580		478,244
TAL Advantage V LLC Series 2013-2A, Class A 3.55% due 11/20/2038*		832,500		848,057
UBS-Barclays Commercial Mtg. Trust Series 2012-C2, Class A2 2.11% due 05/10/2063(1)		3,717,261		3,763,764
Wachovia Bank Commercial Mtg. Trust VRS Series 2006-C23, Class AM 5.47% due 01/15/2045(1)		2,161,000		2,276,300
Wachovia Bank Commercial Mtg. Trust VRS Series 2006-C26, Class AM 6.17% due 06/15/2045(1)		1,000,000		1,076,184
Wells Fargo Mtg. Backed Securities Trust FRS Series 2004-X, Class 1A3 2.62% due 11/25/2034(2)		510,349		511,891
WF-RBS Commercial Mtg. Trust Series 2012-C8, Class A2 1.88% due 08/15/2045(1)		98,199		99,040
WF-RBS Commercial Mtg. Trust Series 2014-C21, Class A2 2.92% due 08/15/2047(1)		1,161,000		1,194,738
Total Asset Backed Securities
(cost $48,966,287)				48,619,320
U.S. CORPORATE BONDS & NOTES — 26.0%
Advertising Agencies — 0.3%
Interpublic Group of Cos., Inc. Senior Notes 3.75% due 02/15/2023		1,925,000		1,938,179

12

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Advertising Agencies (continued)
Interpublic Group of Cos., Inc. Senior Notes 4.20% due 04/15/2024	$	581,000	$	601,687
				2,539,866
Advertising Sales — 0.0%
Lamar Media Corp. Company Guar. Notes 5.38% due 01/15/2024*		265,000		272,950
Advertising Services — 0.0%
Visant Corp. Company Guar. Notes 10.00% due 10/01/2017		378,000		350,595
Aerospace/Defense — 0.2%
Boeing Co. Senior Notes 0.95% due 05/15/2018		1,467,000		1,433,761
Aerospace/Defense-Equipment — 0.0%
Alliant Techsystems, Inc. Company Guar. Notes 5.25% due 10/01/2021*		419,000		427,380
Agricultural Chemicals — 0.1%
Monsanto Co. Senior Notes 4.20% due 07/15/2034		417,000		432,825
Monsanto Co. Senior Notes 4.70% due 07/15/2064		727,000		754,467
				1,187,292
Airlines — 0.1%
Allegiant Travel Co. Company Guar. Notes 5.50% due 07/15/2019		393,000		407,738
Atlas Air, Inc. Pass Through Certs. Series 1999-1, Class A-1 7.20% due 07/02/2020		118,195		124,252
Atlas Air, Inc. Pass Through Certs. Series 1999-1, Class B 7.63% due 07/02/2016		114,156		116,439
United Airlines Pass Through Trust Pass Through Certs. Series 2013-1, Class B 5.38% due 02/15/2023		700,000		728,000
				1,376,429
Alternative Waste Technology — 0.1%
ADS Waste Holdings, Inc. Company Guar. Notes 8.25% due 10/01/2020		479,000		510,135
Darling Ingredients, Inc. Company Guar. Notes 5.38% due 01/15/2022*		391,000		405,662
				915,797
Apparel Manufacturers — 0.0%
Quiksilver, Inc./QS Wholesale, Inc. Company Guar. Notes 10.00% due 08/01/2020#		560,000		445,200

Security Description	Principal Amount		Value (Note 2)
Auto-Cars/Light Trucks — 0.6%
American Honda Finance Corp. Notes 1.20% due 07/14/2017	$	1,381,000	$	1,380,463
Chrysler Group LLC/CG Co-Issuer, Inc. Sec. Notes 8.25% due 06/15/2021		391,000		436,943
Daimler Finance North America LLC Company Guar. Notes 1.38% due 08/01/2017*		1,761,000		1,759,804
Daimler Finance North America LLC Company Guar. Notes 2.63% due 09/15/2016*		2,088,000		2,153,845
				5,731,055
Auto/Truck Parts & Equipment-Original — 0.0%
Affinia Group, Inc. Company Guar. Notes 7.75% due 05/01/2021		353,000		363,590
Banks-Commercial — 1.4%
CIT Group, Inc. Senior Notes 3.88% due 02/19/2019		367,000		371,588
MUFG Union Bank NA Senior Notes 3.00% due 06/06/2016		3,623,000		3,757,051
PNC Bank NA Senior Notes 1.13% due 01/27/2017		2,921,000		2,926,083
Regions Financial Corp. Sub. Notes 7.38% due 12/10/2037		1,841,000		2,363,363
Zions Bancorporation Senior Notes 4.50% due 03/27/2017		2,441,000		2,587,792
Zions Bancorporation Senior Notes 4.50% due 06/13/2023		1,200,000		1,256,202
				13,262,079
Banks-Fiduciary — 0.2%
RBS Citizens Financial Group, Inc. Sub. Notes 4.15% due 09/28/2022*		1,570,000		1,594,136
Banks - Super Regional — 0.2%
Comerica, Inc. Senior Notes 2.13% due 05/23/2019		664,000		663,450
Wells Fargo & Co. Sub. Notes 4.10% due 06/03/2026		767,000		784,593
				1,448,043
Brewery — 0.3%
Anheuser-Busch InBev Worldwide, Inc. Company Guar. Notes 0.80% due 07/15/2015		2,354,000		2,363,277
Building & Construction - Misc. — 0.1%
Weekley Homes LLC/Weekley Finance Corp. Senior Notes 6.00% due 02/01/2023		650,000		643,500
Building Products - Cement — 0.1%
Headwaters, Inc. Sec. Notes 7.63% due 04/01/2019		468,000		493,740

13

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Building Products - Wood — 0.1%
Boise Cascade Co. Company Guar. Notes 6.38% due 11/01/2020	$	6,000	$	6,360
Masco Corp. Senior Notes 5.95% due 03/15/2022		1,249,000		1,362,971
				1,369,331
Building - Residential/Commercial — 0.1%
Meritage Homes Corp. Company Guar. Notes 7.00% due 04/01/2022		500,000		546,250
WLH PNW Finance Corp. Senior Notes 7.00% due 08/15/2022*		208,000		213,980
				760,230
Cable/Satellite TV — 0.5%
Comcast Corp. Company Guar. Notes 3.38% due 02/15/2025		443,000		447,871
DIRECTV Holdings LLC/DIRECTV Financing Co., Inc. Company Guar. Notes 4.45% due 04/01/2024		1,595,000		1,711,311
DISH DBS Corp. Company Guar. Notes 5.00% due 03/15/2023		282,000		280,590
Time Warner Cable, Inc. Company Guar. Notes 4.50% due 09/15/2042		727,000		735,925
Time Warner Cable, Inc. Company Guar. Notes 6.55% due 05/01/2037		335,000		429,204
Time Warner Cable, Inc. Company Guar. Notes 7.30% due 07/01/2038		884,000		1,227,514
				4,832,415
Casino Hotels — 0.2%
Caesars Entertainment Operating Co., Inc. Senior Notes 10.75% due 02/01/2016		140,000		57,400
Caesars Entertainment Resort Properties LLC Senior Sec. Notes 8.00% due 10/01/2020*		308,000		305,690
Caesars Entertainment Resort Properties LLC Sec. Notes 11.00% due 10/01/2021*		366,000		371,033
Caesars Growth Properties Holdings LLC/Caesars Growth Properties Finance, Inc. Sec. Notes 9.38% due 05/01/2022*		445,000		430,537
Downstream Development Authority of the Quapaw Tribe of Oklahoma Senior Sec. Notes 10.50% due 07/01/2019*		300,000		318,000
Seminole Hard Rock Entertainment, Inc./Seminole Hard Rock International LLC Company Guar. Notes 5.88% due 05/15/2021*		175,000		172,375
				1,655,035
Cellular Telecom — 0.2%
Sprint Communications, Inc. Senior Notes 7.00% due 08/15/2020		579,000		618,082

Security Description	Principal Amount		Value (Note 2)
Cellular Telecom (continued)
T-Mobile USA, Inc. Company Guar. Notes 6.50% due 01/15/2024	$	800,000	$	832,000
				1,450,082
Chemicals-Diversified — 0.0%
Olin Corp. Senior Notes 5.50% due 08/15/2022		375,000		393,750
Chemicals - Specialty — 0.2%
Chemtura Corp. Company Guar. Notes 5.75% due 07/15/2021		596,000		619,840
Huntsman International LLC Company Guar. Notes 4.88% due 11/15/2020		99,000		100,980
Lubrizol Corp. Company Guar. Notes 6.50% due 10/01/2034		550,000		731,373
				1,452,193
Closed - End Funds — 0.0%
Drawbridge Special Opportunities Fund LP/Drawbridge Special Opportunities Finance Senior Notes 5.00% due 08/01/2021*		343,000		346,430
Coal — 0.3%
CONSOL Energy, Inc. Company Guar. Notes 6.38% due 03/01/2021		600,000		636,000
Murray Energy Corp. Senior Sec. Notes 8.63% due 06/15/2021*		626,000		663,560
Peabody Energy Corp. Company Guar. Notes 6.50% due 09/15/2020#		800,000		805,000
SunCoke Energy Partners LP/SunCoke Energy Partners Finance Corp. Company Guar. Notes 7.38% due 02/01/2020*		509,000		544,630
				2,649,190
Commercial Services - Finance — 0.1%
Harland Clarke Holdings Corp. Senior Sec. Notes 6.88% due 03/01/2020*		270,000		281,137
Harland Clarke Holdings Corp. Senior Notes 9.25% due 03/01/2021*		642,000		666,075
				947,212
Computer Services — 0.0%
Sungard Availability Services Capital, Inc. Company Guar. Notes 8.75% due 04/01/2022*		450,000		396,000
Computers — 0.3%
Hewlett-Packard Co. Senior Notes 6.00% due 09/15/2041		2,338,000		2,771,014
Computers-Memory Devices — 0.2%
EMC Corp. Senior Notes 2.65% due 06/01/2020		1,469,000		1,485,150

14

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Consumer Products - Misc. — 0.1%
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC Senior Sec. Notes 5.75% due 10/15/2020	$	840,000	$	877,800
Containers - Metal/Glass — 0.1%
Crown Cork & Seal Co., Inc. Senior Notes 7.38% due 12/15/2026		743,000		828,445
Containers - Paper/Plastic — 0.1%
Consolidated Container Co. LLC/Consolidated Container Capital, Inc. Company Guar. Notes 10.13% due 07/15/2020*		849,000		844,755
PaperWorks Industries, Inc. Senior Sec. Notes 9.50% due 08/15/2019*		266,000		273,980
				1,118,735
Cosmetics & Toiletries — 0.1%
First Quality Finance Co., Inc. Senior Notes 4.63% due 05/15/2021*		711,000		673,672
Data Processing/Management — 0.0%
Audatex North America, Inc. Company Guar. Notes 6.13% due 11/01/2023*		76,000		80,560
Dialysis Centers — 0.0%
DaVita HealthCare Partners, Inc. Company Guar. Notes 5.13% due 07/15/2024		306,000		310,399
Distribution/Wholesale — 0.0%
LKQ Corp. Company Guar. Notes 4.75% due 05/15/2023		320,000		312,800
Diversified Banking Institutions — 2.9%
Bank of America Corp. Senior Notes 2.60% due 01/15/2019		1,728,000		1,744,843
Bank of America Corp. Sub. Notes 4.20% due 08/26/2024		1,385,000		1,405,901
Citigroup, Inc. Sub. Notes 4.00% due 08/05/2024		1,204,000		1,207,411
Citigroup, Inc. Sub. Notes 5.88% due 02/22/2033		5,158,000		5,881,208
Goldman Sachs Group, Inc. Senior Notes 5.25% due 07/27/2021		1,907,000		2,149,082
Goldman Sachs Group, Inc. Senior Notes 6.13% due 02/15/2033		1,176,000		1,447,714
Goldman Sachs Group, Inc. Sub. Notes 6.75% due 10/01/2037		2,322,000		2,864,250
JPMorgan Chase & Co. Senior Notes 4.35% due 08/15/2021		1,354,000		1,469,939
Merrill Lynch & Co., Inc. Sub. Notes 6.11% due 01/29/2037		2,401,000		2,848,870

Security Description	Principal Amount		Value (Note 2)
Diversified Banking Institutions (continued)
Morgan Stanley Sub. Notes 4.10% due 05/22/2023	$	3,137,000	$	3,195,656
Morgan Stanley Senior Notes 4.75% due 03/22/2017		1,208,000		1,306,683
NationsBank Corp. Sub. Notes 7.25% due 10/15/2025		75,000		93,289
UBS AG Senior Notes 1.38% due 08/14/2017		2,197,000		2,191,709
				27,806,555
Diversified Financial Services — 0.7%
General Electric Capital Corp. Senior Notes 1.50% due 07/12/2016		1,825,000		1,849,652
General Electric Capital Corp. Senior Notes 5.88% due 01/14/2038		2,830,000		3,517,390
USAA Capital Corp. Senior Notes 2.13% due 06/03/2019*		1,623,000		1,626,301
				6,993,343
Diversified Manufacturing Operations — 0.6%
General Electric Co. Senior Notes 2.70% due 10/09/2022		1,182,000		1,167,147
Ingersoll-Rand Global Holding Co., Ltd. Company Guar. Notes 5.75% due 06/15/2043		2,487,000		3,004,920
JB Poindexter & Co., Inc. Senior Notes 9.00% due 04/01/2022*		318,000		352,980
Textron, Inc. Senior Notes 4.63% due 09/21/2016		1,070,000		1,143,073
				5,668,120
E-Commerce/Services — 0.1%
Netflix, Inc. Senior Notes 5.38% due 02/01/2021		720,000		754,200
Electric - Generation — 0.1%
AES Corp. Senior Notes 4.88% due 05/15/2023		530,000		520,725
AES Corp. Senior Notes 5.50% due 03/15/2024		424,000		431,420
				952,145
Electric - Integrated — 0.9%
Dominion Gas Holdings LLC Senior Notes 4.80% due 11/01/2043		516,000		565,165
Dominion Resources, Inc. Senior Notes 5.25% due 08/01/2033		1,689,000		1,940,808
FirstEnergy Corp. Senior Notes 7.38% due 11/15/2031		826,000		1,003,179

15

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Electric - Integrated (continued)
FirstEnergy Transmission LLC Senior Notes 5.45% due 07/15/2044*	$	1,110,000	$	1,146,714
Georgia Power Co. Senior Notes 3.00% due 04/15/2016		265,000		274,773
NiSource Finance Corp. Company Guar. Notes 5.25% due 02/15/2043		1,008,000		1,100,151
Southern California Edison Co. 1st. Mtg. Bonds 1.13% due 05/01/2017		1,426,000		1,425,482
Southern Co. Senior Notes 1.30% due 08/15/2017		1,379,000		1,380,640
				8,836,912
Electronic Components - Semiconductors — 0.1%
Intel Corp. Senior Notes 1.35% due 12/15/2017		1,120,000		1,119,321
Enterprise Software/Service — 0.1%
BMC Software Finance, Inc. Senior Notes 8.13% due 07/15/2021*		395,000		398,950
Oracle Corp. Senior Notes 4.30% due 07/08/2034		707,000		738,454
				1,137,404
Finance - Auto Loans — 0.1%
Ally Financial, Inc. Company Guar. Notes 3.50% due 01/27/2019		181,000		182,358
Ford Motor Credit Co. LLC Senior Notes 1.50% due 01/17/2017		698,000		699,880
General Motors Acceptance Corp. Senior Notes 8.00% due 11/01/2031		298,000		384,420
General Motors Financial Co., Inc. Company Guar. Notes 6.75% due 06/01/2018		120,000		134,850
				1,401,508
Finance - Commercial — 0.1%
Jefferies Finance LLC/JFIN Co-Issuer Corp. Senior Notes 6.88% due 04/15/2022*		223,000		223,557
Jefferies Finance LLC/JFIN Co-Issuer Corp. Senior Notes 7.38% due 04/01/2020*		220,000		229,900
Jefferies LoanCore LLC/JLC Finance Corp. Senior Notes 6.88% due 06/01/2020*		182,000		181,090
				634,547
Finance - Consumer Loans — 0.2%
Enova International, Inc. Company Guar. Notes 9.75% due 06/01/2021*		602,000		615,545
Synchrony Financial Senior Notes 3.75% due 08/15/2021		493,000		503,147

Security Description	Principal Amount		Value (Note 2)
Finance - Consumer Loans (continued)
Synchrony Financial Senior Notes 4.25% due 08/15/2024	$	646,000	$	661,239
				1,779,931
Finance - Investment Banker/Broker — 0.0%
Lehman Brothers Holdings, Inc. Escrow Notes 6.75% due 12/28/2017†(4)		179,000		18
Lehman Brothers Holdings, Inc. Escrow Notes 7.50% due 05/11/2038†(4)		230,000		23
				41
Finance - Leasing Companies — 0.1%
Air Lease Corp. Senior Notes 4.75% due 03/01/2020		793,000		844,545
Finance - Other Services — 0.3%
Cogent Communications Finance, Inc. Company Guar. Notes 5.63% due 04/15/2021*		305,000		304,238
National Rural Utilities Cooperative Finance Corp. Collateral Trust Bonds 1.10% due 01/27/2017		2,209,000		2,214,540
				2,518,778
Firearms & Ammunition — 0.1%
FGI Operating Co. LLC/FGI Finance, Inc. Sec. Notes 7.88% due 05/01/2020		451,000		473,550
Food - Meat Products — 0.2%
JBS USA LLC/JBS USA Finance, Inc. Company Guar. Notes 7.25% due 06/01/2021*		600,000		640,500
Tyson Foods, Inc. Company Guar. Notes 3.95% due 08/15/2024		709,000		725,959
Tyson Foods, Inc. Company Guar. Notes 4.88% due 08/15/2034		399,000		419,935
Tyson Foods, Inc. Company Guar. Notes 5.15% due 08/15/2044		437,000		465,404
				2,251,798
Food - Misc./Diversified — 0.1%
Mondelez International, Inc. Senior Notes 6.50% due 02/09/2040		677,000		888,498
Food - Wholesale/Distribution — 0.0%
C&S Group Enterprises LLC Senior Sec. Notes 5.38% due 07/15/2022*		281,000		281,000
Gambling (Non-Hotel) — 0.0%
Waterford Gaming LLC/Waterford Gaming Financial Corp. Senior Notes 8.63% due 09/15/2014*†(3)(4)(8)		6,954		1,739
Independent Power Producers — 0.3%
Calpine Corp. Senior Sec. Notes 5.88% due 01/15/2024*		208,000		222,560

16

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Independent Power Producers (continued)
Calpine Corp. Senior Sec. Notes 6.00% due 01/15/2022*	$	688,000	$	741,320
Calpine Corp. Senior Sec. Notes 7.88% due 01/15/2023*		133,000		147,630
GenOn Energy, Inc. Senior Notes 9.50% due 10/15/2018		406,000		431,375
NRG Energy, Inc. Company Guar. Notes 6.25% due 07/15/2022*		521,000		545,747
NRG Energy, Inc. Company Guar. Notes 8.25% due 09/01/2020		405,000		438,413
				2,527,045
Insurance Brokers — 0.0%
USI, Inc. Senior Notes 7.75% due 01/15/2021*		67,000		69,010
Insurance - Life/Health — 0.6%
Pacific LifeCorp Senior Notes 6.00% due 02/10/2020*		552,000		633,751
Pricoa Global Funding I Sec. Notes 1.35% due 08/18/2017*		1,429,000		1,426,749
Pricoa Global Funding I Senior Sec. Notes 1.60% due 05/29/2018*		2,493,000		2,472,966
Principal Financial Group, Inc. Company Guar. Notes 1.85% due 11/15/2017		360,000		361,585
Principal Life Global Funding II Senior Sec. Notes 1.00% due 12/11/2015*		969,000		973,802
				5,868,853
Insurance - Multi-line — 0.4%
Assurant, Inc. Senior Notes 6.75% due 02/15/2034		2,184,000		2,662,530
Metropolitan Life Global Funding I Senior Sec. Notes 2.50% due 09/29/2015*		1,298,000		1,326,121
				3,988,651
Insurance - Mutual — 0.2%
New York Life Global Funding Sec. Notes 1.65% due 05/15/2017*		1,394,000		1,408,453
Investment Management/Advisor Services — 0.0%
National Financial Partners Corp. Senior Notes 9.00% due 07/15/2021*		319,000		347,710
Machinery - Farming — 0.4%
CNH Industrial Capital LLC Company Guar. Notes 3.25% due 02/01/2017		971,000		978,283
John Deere Capital Corp. Senior Notes 1.13% due 06/12/2017		2,626,000		2,623,933
				3,602,216

Security Description	Principal Amount		Value (Note 2)
Medical Products — 0.2%
Becton Dickinson and Co. Senior Notes 3.13% due 11/08/2021	$	431,000	$	445,581
Becton Dickinson and Co. Senior Notes 7.00% due 08/01/2027		617,000		809,159
Universal Hospital Services, Inc. Sec. Notes 7.63% due 08/15/2020		519,000		519,000
				1,773,740
Medical - Drugs — 0.3%
Endo Finance LLC Company Guar. Notes 5.75% due 01/15/2022*		994,000		1,011,395
Forest Laboratories, Inc. Senior Notes 4.88% due 02/15/2021*		1,913,000		2,103,606
				3,115,001
Medical - Generic Drugs — 0.3%
Mylan, Inc. Company Guar. Notes 7.88% due 07/15/2020*		2,144,000		2,350,015
Medical - HMO — 0.0%
Centene Corp. Senior Notes 4.75% due 05/15/2022		410,000		416,150
Medical - Hospitals — 0.3%
Capella Healthcare, Inc. Company Guar. Notes 9.25% due 07/01/2017		308,000		322,822
HCA, Inc. Senior Sec. Notes 3.75% due 03/15/2019		195,000		196,463
HCA, Inc. Senior Sec. Notes 5.88% due 03/15/2022		750,000		815,625
HCA, Inc. Company Guar. Notes 5.88% due 05/01/2023		800,000		852,000
IASIS Healthcare LLC/IASIS Capital Corp. Company Guar. Notes 8.38% due 05/15/2019		560,000		593,600
Tenet Healthcare Corp. Senior Notes 5.00% due 03/01/2019*		425,000		430,312
				3,210,822
Metal Processors & Fabrication — 0.1%
Timken Co. Senior Notes 3.88% due 09/01/2024*		948,000		945,668
Multimedia — 0.1%
Time Warner Entertainment Co. LP Company Guar. Notes 8.38% due 07/15/2033		630,000		947,285
Networking Products — 0.1%
Cisco Systems, Inc. Senior Notes 2.13% due 03/01/2019		1,162,000		1,170,042

17

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Office Automation & Equipment — 0.2%
Pitney Bowes, Inc. Senior Notes 4.63% due 03/15/2024	$	1,864,000	$	1,938,251
Office Supplies & Forms — 0.0%
ACCO Brands Corp. Company Guar. Notes 6.75% due 04/30/2020		392,000		415,520
Oil & Gas Drilling — 0.0%
Summit Midstream Holdings LLC/Summit Midstream Finance Corp. Company Guar. Notes 5.50% due 08/15/2022		186,000		189,720
Oil Companies - Exploration & Production — 1.5%
Alta Mesa Holdings LP/Alta Mesa Finance Services Corp. Company Guar. Notes 9.63% due 10/15/2018		328,000		344,400
American Energy-Permian Basin LLC/AEPB Finance Corp. Senior Notes 7.13% due 11/01/2020*		141,000		136,770
American Energy-Permian Basin LLC/AEPB Finance Corp. Senior Notes 7.38% due 11/01/2021*#		200,000		195,000
Anadarko Petroleum Corp. Senior Notes 6.45% due 09/15/2036		831,000		1,065,852
Atlas Energy Holdings Operating Co. LLC/Atlas Resource Finance Corp. Company Guar. Notes 7.75% due 01/15/2021		575,000		586,500
Berry Petroleum Co. LLC Senior Notes 6.38% due 09/15/2022		218,000		227,265
Chaparral Energy, Inc. Company Guar. Notes 7.63% due 11/15/2022		247,000		265,216
Energy XXI Gulf Coast, Inc. Company Guar. Notes 6.88% due 03/15/2024*		253,000		257,428
EP Energy LLC/Everest Acquisition Finance, Inc. Company Guar. Notes 7.75% due 09/01/2022		469,000		526,452
EPL Oil & Gas, Inc. Company Guar. Notes 8.25% due 02/15/2018		610,000		646,600
EV Energy Partners LP/EV Energy Finance Corp. Company Guar. Notes 8.00% due 04/15/2019		890,000		921,150
Halcon Resources Corp. Company Guar. Notes 9.75% due 07/15/2020		556,000		599,090
Hilcorp Energy I LP/Hilcorp Finance Co. Senior Notes 5.00% due 12/01/2024*		870,000		867,825
Legacy Reserves LP/Legacy Reserves Finance Corp. Company Guar. Notes 6.63% due 12/01/2021*		398,000		402,975
Memorial Production Partners LP/Memorial Production Finance Corp. Company Guar. Notes 7.63% due 05/01/2021		585,000		606,937
Midstates Petroleum Co., Inc. Company Guar. Notes 9.25% due 06/01/2021		485,000		525,012

Security Description	Principal Amount		Value (Note 2)
Oil Companies - Exploration & Production (continued)
Northern Oil and Gas, Inc. Senior Notes 8.00% due 06/01/2020	$	614,000	$	644,700
Penn Virginia Corp. Company Guar. Notes 7.25% due 04/15/2019		255,000		264,563
Penn Virginia Corp. Company Guar. Notes 8.50% due 05/01/2020		260,000		286,000
Plains Exploration & Production Co. Company Guar. Notes 6.63% due 05/01/2021		414,000		459,023
Plains Exploration & Production Co. Company Guar. Notes 6.75% due 02/01/2022		683,000		775,205
Rex Energy Corp. Company Guar. Notes 6.25% due 08/01/2022*		520,000		520,000
Rex Energy Corp. Company Guar. Notes 8.88% due 12/01/2020		107,000		117,165
Rice Energy, Inc. Company Guar. Notes 6.25% due 05/01/2022*		850,000		869,125
Rosetta Resources, Inc. Company Guar. Notes 5.63% due 05/01/2021		400,000		409,500
Sanchez Energy Corp. Company Guar. Notes 6.13% due 01/15/2023*		419,000		433,665
SandRidge Energy, Inc. Company Guar. Notes 7.50% due 02/15/2023		755,000		785,200
Swift Energy Co. Company Guar. Notes 7.88% due 03/01/2022		425,000		444,125
Triangle USA Petroleum Corp. Senior Notes 6.75% due 07/15/2022*		216,000		220,860
				14,403,603
Oil Companies - Integrated — 0.2%
Hess Corp. Senior Notes 5.60% due 02/15/2041		1,256,000		1,488,387
Hess Corp. Senior Notes 7.88% due 10/01/2029		461,000		645,321
				2,133,708
Oil Refining & Marketing — 0.1%
Calumet Specialty Products Partners LP/ Calumet Finance Corp. Company Guar. Notes 6.50% due 04/15/2021*		246,000		245,385
Murphy Oil USA, Inc. Company Guar. Notes 6.00% due 08/15/2023		620,000		657,200
				902,585
Paper & Related Products — 0.9%
Clearwater Paper Corp. Company Guar. Notes 4.50% due 02/01/2023		670,000		649,900

18

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Paper & Related Products (continued)
Domtar Corp. Company Guar. Notes 6.75% due 02/15/2044	$	2,159,000	$	2,522,587
Georgia-Pacific LLC Senior Notes 3.73% due 07/15/2023*		2,790,000		2,896,536
Georgia-Pacific LLC Company Guar. Notes 5.40% due 11/01/2020*		1,551,000		1,781,072
PH Glatfelter Co. Company Guar. Notes 5.38% due 10/15/2020		430,000		442,900
				8,292,995
Pipelines — 1.1%
Access Midstream Partners LP/ACMP Finance Corp. Company Guar. Notes 4.88% due 05/15/2023		796,000		837,790
Atlas Pipeline Partners LP/Atlas Pipeline Finance Corp. Company Guar. Notes 5.88% due 08/01/2023		314,000		318,710
Atlas Pipeline Partners LP/Atlas Pipeline Finance Corp. Company Guar. Notes 6.63% due 10/01/2020		125,000		131,875
El Paso Pipeline Partners Operating Co. LLC Company Guar. Notes 4.70% due 11/01/2042		479,000		450,631
El Paso Pipeline Partners Operating Co. LLC Company Guar. Notes 6.50% due 04/01/2020		2,717,000		3,160,373
Energy Transfer Partners LP Senior Notes 6.63% due 10/15/2036		1,894,000		2,290,992
Genesis Energy LP Company Guar. Notes 5.63% due 06/15/2024		314,000		313,215
Kinder Morgan, Inc. Senior Notes 5.00% due 02/15/2021*		1,322,000		1,414,540
MarkWest Energy Partners LP/MarkWest Energy Finance Corp. Company Guar. Notes 4.50% due 07/15/2023		431,000		438,004
Rose Rock Midstream LP/Rose Rock Finance Corp. Company Guar. Notes 5.63% due 07/15/2022*		205,000		209,100
Sabine Pass Liquefaction LLC Senior Sec. Notes 5.63% due 04/15/2023		225,000		234,000
Sabine Pass Liquefaction LLC Senior Sec. Notes 5.75% due 05/15/2024*		200,000		208,000
Sabine Pass Liquefaction LLC Senior Sec. Notes 6.25% due 03/15/2022*		117,000		126,945
Tesoro Logistics LP/Tesoro Logistics Finance Corp. Company Guar. Notes 5.88% due 10/01/2020		490,000		513,275
				10,647,450
Printing - Commercial — 0.1%
Quad/Graphics, Inc. Company Guar. Notes 7.00% due 05/01/2022*		525,000		518,438

Security Description	Principal Amount		Value (Note 2)
Publishing - Newspapers — 0.1%
Lee Enterprises, Inc. Senior Sec. Notes 9.50% due 03/15/2022*	$	328,000	$	346,040
McClatchy Co. Senior Sec. Notes 9.00% due 12/15/2022		385,000		433,125
				779,165
Publishing - Periodicals — 0.2%
Expo Event Transco, Inc. Senior Notes 9.00% due 06/15/2021*		600,000		624,750
Time, Inc. Company Guar. Notes 5.75% due 04/15/2022*		930,000		927,675
				1,552,425
Real Estate Investment Trusts — 0.3%
CTR Partnership LP/CareTrust Capital Corp. Company Guar. Notes 5.88% due 06/01/2021*		379,000		384,685
Geo Group, Inc. Company Guar. Notes 5.13% due 04/01/2023		232,000		225,040
HCP, Inc. Senior Notes 3.75% due 02/01/2016		330,000		343,409
Omega Healthcare Investors, Inc. Company Guar. Notes 4.95% due 04/01/2024*		1,084,000		1,119,761
Omega Healthcare Investors, Inc. Company Guar. Notes 5.88% due 03/15/2024		355,000		372,750
				2,445,645
Real Estate Management/Services — 0.1%
American Campus Communities Operating Partnership LP Company Guar. Notes 4.13% due 07/01/2024		756,000		771,600
Kennedy-Wilson, Inc. Company Guar. Notes 8.75% due 04/01/2019		405,000		433,350
				1,204,950
Real Estate Operations & Development — 0.1%
Regency Centers LP Company Guar. Notes 3.75% due 06/15/2024		618,000		627,661
Recycling — 0.0%
Aleris International, Inc. Escrow Notes 9.00% due 12/15/2014†(3)(4)		100,000		4
Rental Auto/Equipment — 0.0%
United Rentals North America, Inc. Company Guar. Notes 6.13% due 06/15/2023		107,000		114,223
Retail - Apparel/Shoe — 0.0%
Limited Brands, Inc. Company Guar. Notes 5.63% due 02/15/2022		305,000		327,875
Retail - Appliances — 0.0%
Conn’s, Inc. Senior Notes 7.25% due 07/15/2022*		434,000		418,810

19

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Retail - Automobile — 0.3%
AutoNation, Inc. Company Guar. Notes 5.50% due 02/01/2020	$	2,145,000	$	2,354,137
Retail - Discount — 0.1%
Dollar General Corp. Company Guar. Notes 4.13% due 07/15/2017		985,000		1,034,280
Retail - Drug Store — 0.2%
CVS Pass-Through Trust Pass Through Certs. 4.70% due 01/10/2036*		585,868		635,840
CVS Pass-Through Trust Pass Through Certs. 5.77% due 01/10/2033*		300,341		346,056
CVS Pass-Through Trust Pass Through Certs. 5.93% due 01/10/2034*		519,750		612,300
				1,594,196
Retail - Mail Order — 0.2%
QVC, Inc. Senior Sec. Notes 4.45% due 02/15/2025*		1,015,000		1,015,845
QVC, Inc. Senior Sec. Notes 5.45% due 08/15/2034*		1,020,000		1,028,770
				2,044,615
Retail - Music Store — 0.1%
Guitar Center, Inc. Company Guar. Notes 9.63% due 04/15/2020*#		688,000		576,200
Retail - Regional Department Stores — 0.1%
Bon-Ton Department Stores, Inc. Sec. Notes 8.00% due 06/15/2021#		620,000		579,700
Retail - Restaurants — 0.1%
Landry’s, Inc. Senior Notes 9.38% due 05/01/2020*		511,000		549,325
PF Chang’s China Bistro, Inc. Company Guar. Notes 10.25% due 06/30/2020*		788,000		807,700
				1,357,025
Savings & Loans/Thrifts — 0.8%
Astoria Financial Corp. Senior Notes 5.00% due 06/19/2017		1,520,000		1,637,577
First Niagara Financial Group, Inc. Senior Notes 6.75% due 03/19/2020		2,763,000		3,182,702
First Niagara Financial Group, Inc. Sub. Notes 7.25% due 12/15/2021		2,210,000		2,551,670
				7,371,949
Schools — 0.2%
Northwestern University Notes 4.20% due 12/01/2047		679,000		712,889
President and Fellows of Harvard College Notes 3.62% due 10/01/2037		360,000		352,858

Security Description	Principal Amount		Value (Note 2)
Schools (continued)
University of Pennsylvania Senior Notes 4.67% due 09/01/2112	$	516,000	$	538,281
				1,604,028
Security Services — 0.2%
ADT Corp. Senior Notes 3.50% due 07/15/2022		1,667,000		1,487,797
Semiconductor Equipment — 0.1%
Entegris, Inc. Company Guar. Notes 6.00% due 04/01/2022*		478,000		492,340
Magnachip Semiconductor Corp. Senior Notes 6.63% due 07/15/2021		210,000		203,700
				696,040
Shipbuilding — 0.0%
Huntington Ingalls Industries, Inc. Company Guar. Notes 7.13% due 03/15/2021		354,000		384,975
Special Purpose Entities — 0.2%
MassMutual Global Funding II Senior Sec. Notes 2.00% due 04/05/2017*		1,511,000		1,540,224
MassMutual Global Funding II Senior Sec. Notes 2.50% due 10/17/2022*		483,000		471,335
				2,011,559
Specified Purpose Acquisitions — 0.1%
Opal Acquisition, Inc. Senior Notes 8.88% due 12/15/2021*		815,000		859,825
Steel Pipe & Tube — 0.0%
JMC Steel Group, Inc. Senior Notes 8.25% due 03/15/2018*		436,000		441,450
Steel - Producers — 0.1%
AK Steel Corp. Company Guar. Notes 8.38% due 04/01/2022		507,000		534,885
Storage/Warehousing — 0.0%
Mobile Mini, Inc. Company Guar. Notes 7.88% due 12/01/2020		410,000		442,800
Telecom Services — 0.0%
Qwest Corp. Senior Notes 7.50% due 10/01/2014		135,000		135,676
Telephone - Integrated — 1.2%
AT&T, Inc. Senior Notes 4.35% due 06/15/2045		1,678,000		1,633,983
AT&T, Inc. Senior Notes 4.80% due 06/15/2044		863,000		902,554
CenturyLink, Inc. Senior Notes 5.80% due 03/15/2022		443,000		467,365

20

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Telephone - Integrated (continued)
Cincinnati Bell, Inc. Company Guar. Notes 8.38% due 10/15/2020	$	1,217,000	$	1,320,445
Frontier Communications Corp. Senior Notes 8.50% due 04/15/2020		708,000		823,050
Frontier Communications Corp. Senior Notes 9.25% due 07/01/2021		292,000		346,020
Sprint Capital Corp. Company Guar. Notes 8.75% due 03/15/2032		635,000		708,025
Verizon Communications, Inc. Senior Notes 4.50% due 09/15/2020		1,491,000		1,638,272
Verizon Communications, Inc. Senior Notes 4.86% due 08/21/2046*		1,668,000		1,748,426
Verizon Communications, Inc. Senior Notes 6.40% due 09/15/2033		1,607,000		2,028,445
				11,616,585
Television — 0.1%
Sinclair Television Group, Inc. Company Guar. Notes 6.38% due 11/01/2021		610,000		649,650
Transport - Equipment & Leasing — 0.0%
Jurassic Holdings III, Inc. Sec. Notes 6.88% due 02/15/2021*		309,000		315,953
Transport - Rail — 0.2%
CSX Corp. Senior Notes 4.50% due 08/01/2054		733,000		739,321
Florida East Coast Holdings Corp. Senior Sec. Notes 6.75% due 05/01/2019*		436,000		459,980
Union Pacific Corp. Senior Notes 4.15% due 01/15/2045		776,000		781,524
				1,980,825
Travel Services — 0.0%
Sabre GLBL, Inc. Senior Sec. Notes 8.50% due 05/15/2019*		166,000		181,563
Web Hosting/Design — 0.1%
Equinix, Inc. Senior Notes 4.88% due 04/01/2020		697,000		710,940
Wire & Cable Products — 0.1%
General Cable Corp. Company Guar. Notes 5.75% due 10/01/2022(5)		516,000		513,420
Wireless Equipment — 0.3%
Motorola Solutions, Inc Senior Notes 5.50% due 09/01/2044		2,332,000		2,416,556
Total U.S. Corporate Bonds & Notes
(cost $239,404,484)				246,453,386

Security Description		Principal Amount		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES — 8.6%
Airlines — 0.1%
Air Canada Senior Sec. Notes 6.75% due 10/01/2019*		$	600,000	$	646,500
Banks - Commercial — 3.3%
Abbey National Treasury Services PLC Company Guar. Notes 1.38% due 03/13/2017			1,338,000		1,342,683
ANZ New Zealand Int’l, Ltd. Company Guar. Notes 1.13% due 03/24/2016*			2,290,000		2,301,388
Bank of Tokyo-Mitsubishi UFJ, Ltd Senior Notes 1.20% due 03/10/2017*			200,000		199,666
Bank of Tokyo-Mitsubishi UFJ, Ltd. Senior Notes 1.55% due 09/09/2016*			1,421,000		1,435,088
BPCE SA Company Guar. Notes 2.50% due 07/15/2019			1,213,000		1,211,508
BPCE SA Sub. Notes 5.15% due 07/21/2024*#			895,000		957,865
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA Senior Notes 1.70% due 03/19/2018			377,000		379,028
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA Senior Notes 2.25% due 01/14/2019			640,000		650,315
Credit Suisse Senior Notes 1.38% due 05/26/2017	��		2,721,000		2,719,259
Credit Suisse Sub. Notes 5.40% due 01/14/2020			1,359,000		1,530,598
Credit Suisse AG Sub. Notes 6.50% due 08/08/2023*			821,000		903,079
DBS Group Holdings, Ltd. Senior Notes 2.25% due 07/16/2019*			3,059,000		3,054,650
ING Bank NV Senior Notes 4.00% due 03/15/2016*			1,996,000		2,091,564
Intesa Sanpaolo SpA Company Guar. Notes 5.02% due 06/26/2024*			2,140,000		2,160,022
Kookmin Bank Senior Notes 1.63% due 07/14/2017*			3,539,000		3,534,428
Macquarie Bank, Ltd. Senior Notes 2.60% due 06/24/2019*			681,000		688,112
National Australia Bank, Ltd. Senior Notes 2.75% due 03/09/2017			1,396,000		1,453,706
National Bank of Canada Company Guar. Notes 1.45% due 11/07/2017			2,515,000		2,513,617
Standard Chartered PLC Sub. Notes 5.70% due 03/26/2044*			2,001,000		2,208,464
					31,335,040

21

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Banks - Money Center — 0.1%
Mizuho Bank, Ltd. Company Guar. Notes 2.45% due 04/16/2019*	$	591,000	$	595,333
Banks - Special Purpose — 0.3%
Export-Import Bank of China Senior Notes 2.50% due 07/31/2019*		2,271,000		2,274,282
Export-Import Bank of China Senior Notes 3.63% due 07/31/2024*		792,000		795,269
				3,069,551
Beverages - Non-alcoholic — 0.2%
Coca-Cola Femsa SAB de CV Company Guar. Notes 2.38% due 11/26/2018		1,764,000		1,786,897
Building - Heavy Construction — 0.1%
Odebrecht Finance, Ltd. Company Guar. Notes 5.25% due 06/27/2029*		747,000		757,271
Cable/Satellite TV — 0.1%
Numericable Group SA Senior Sec. Notes 6.00% due 05/15/2022*		323,000		332,690
Unitymedia Hessen GmbH & Co. KG Senior Sec. Notes 5.50% due 01/15/2023*		470,000		480,575
				813,265
Casino Hotels — 0.1%
Wynn Macau, Ltd. Senior Notes 5.25% due 10/15/2021*		599,000		609,483
Chemicals - Diversified — 0.0%
NOVA Chemicals Corp. Senior Notes 5.25% due 08/01/2023*		283,000		304,933
Cruise Lines — 0.1%
Royal Caribbean Cruises, Ltd. Senior Notes 5.25% due 11/15/2022		488,000		512,400
Diversified Banking Institutions — 0.8%
Credit Suisse Group AG VRS Jr. Sub Notes 6.25% due 12/18/2024*(5)		1,298,000		1,291,510
Deutsche Bank AG Senior Notes 1.35% due 05/30/2017		2,651,000		2,646,104
Royal Bank of Scotland Group PLC Sub. Notes 5.13% due 05/28/2024		1,245,000		1,269,782
Royal Bank of Scotland Group PLC Sub. Notes 6.00% due 12/19/2023		903,000		981,633
Royal Bank of Scotland Group PLC Sub. Notes 6.10% due 06/10/2023		828,000		903,916
UBS AG Sub. Notes 7.63% due 08/17/2022		335,000		397,412
				7,490,357

Security Description	Principal Amount		Value (Note 2)
Diversified Financial Services — 0.1%
Hyundai Capital Services, Inc. Senior Notes 6.00% due 05/05/2015*	$	1,360,000	$	1,406,906
Diversified Manufacturing Operations — 0.0%
Bombardier, Inc. Senior Notes 6.13% due 01/15/2023*#		398,000		407,950
Diversified Minerals — 0.2%
Anglo American Capital PLC Company Guar. Notes 4.13% due 04/15/2021*		893,000		921,905
FMG Resources August 2006 Pty, Ltd. Company Guar. Notes 6.88% due 04/01/2022*#		725,000		789,797
Teck Resources, Ltd. Senior Notes 6.13% due 10/01/2035		595,000		648,229
				2,359,931
Electric - Integrated — 0.1%
Electricite de France SA Senior Notes 6.00% due 01/22/2114*		522,000		607,389
Finance - Leasing Companies — 0.1%
AerCap Ireland Capital Ltd./AerCap Global Aviation Trust Company Guar. Notes 3.75% due 05/15/2019*		205,000		206,538
Aircastle, Ltd. Senior Notes 4.63% due 12/15/2018		68,000		70,040
Aircastle, Ltd. Senior Notes 6.25% due 12/01/2019		323,000		349,647
Fly Leasing, Ltd. Company Guar. Notes 6.75% due 12/15/2020		300,000		318,750
				944,975
Gold Mining — 0.2%
AuRico Gold, Inc. Sec. Notes 7.75% due 04/01/2020*		355,000		364,762
Goldcorp, Inc. Senior Notes 5.45% due 06/09/2044		743,000		794,664
Kinross Gold Corp. Company Guar. Notes 5.95% due 03/15/2024*		400,000		416,061
				1,575,487
Hazardous Waste Disposal — 0.1%
Tervita Corp. Senior Sec. Notes 8.00% due 11/15/2018*		600,000		622,500
Insurance - Life/Health — 0.1%
AIA Group, Ltd. Senior Notes 2.25% due 03/11/2019*		588,000		587,873
Medical - Drugs — 0.2%
Grifols Worldwide Operations, Ltd. Senior Notes 5.25% due 04/01/2022*		749,000		769,597

22

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Medical - Drugs (continued)
Takeda Pharmaceutical Co., Ltd. Senior Notes 1.63% due 03/17/2017*	$	1,458,000	$	1,471,574
Valeant Pharmaceuticals International, Inc. Company Guar. Notes 5.63% due 12/01/2021*		156,000		158,535
				2,399,706
Medical - Generic Drugs — 0.1%
Actavis Funding SCS Company Guar. Notes 4.85% due 06/15/2044*		763,000		784,990
Metal - Copper — 0.0%
First Quantum Minerals, Ltd. Company Guar. Notes 7.25% due 05/15/2022*		219,000		231,045
Metal - Iron — 0.1%
Vale SA Senior Notes 5.63% due 09/11/2042		1,072,000		1,108,630
Oil & Gas Drilling — 0.1%
Transocean, Inc. Company Guar. Notes 6.38% due 12/15/2021		660,000		746,988
Transocean, Inc. Company Guar. Notes 7.50% due 04/15/2031		487,000		579,822
				1,326,810
Oil Companies - Exploration & Production — 0.5%
Anadarko Finance Co. Company Guar. Notes 7.50% due 05/01/2031		1,592,000		2,209,451
MEG Energy Corp. Company Guar. Notes 6.38% due 01/30/2023*		222,000		235,320
MEG Energy Corp. Company Guar. Notes 6.50% due 03/15/2021*		475,000		501,125
MEG Energy Corp. Company Guar. Notes 7.00% due 03/31/2024*		354,000		384,975
Talisman Energy, Inc. Senior Notes 5.50% due 05/15/2042		880,000		972,606
				4,303,477
Oil Companies - Integrated — 0.7%
BP Capital Markets PLC Company Guar. Notes 1.38% due 11/06/2017		1,793,000		1,789,733
BP Capital Markets PLC Company Guar. Notes 1.85% due 05/05/2017		1,073,000		1,092,321
BP Capital Markets PLC Company Guar. Notes 2.25% due 11/01/2016		1,085,000		1,115,453
Petrobras Global Finance BV Company Guar. Notes 7.25% due 03/17/2044		835,000		980,465
Petroleos Mexicanos Company Guar. Notes 5.50% due 06/27/2044		977,000		1,059,801

Security Description		Principal Amount		Value (Note 2)
Oil Companies - Integrated (continued)
Petroleos Mexicanos Company Guar. Notes 6.38% due 01/23/2045*		$	787,000	$	952,270
					6,990,043
Petrochemicals — 0.1%
Mexichem SAB de CV Company Guar. Notes 6.75% due 09/19/2042*			937,000		1,037,728
Real Estate Operations & Development — 0.0%
Mattamy Group Corp. Senior Notes 6.50% due 11/15/2020*			429,000		435,435
Security Services — 0.0%
Garda World Security Corp. Company Guar. Notes 7.25% due 11/15/2021*			358,000		366,503
Steel - Producers — 0.1%
ArcelorMittal Senior Notes 6.75% due 02/25/2022#			236,000		263,423
ArcelorMittal Senior Notes 7.25% due 03/01/2041#			211,000		223,396
					486,819
SupraNational Banks — 0.1%
North American Development Bank Senior Notes 2.30% due 10/10/2018	��		1,002,000		1,017,445
Telecom Services — 0.2%
Altice Financing SA Senior Sec. Notes 6.50% due 01/15/2022*			773,000		813,582
Altice SA Senior Sec. Notes 7.75% due 05/15/2022*			618,000		656,625
					1,470,207
Telephone - Integrated — 0.3%
Telecom Italia Capital SA Company Guar. Notes 7.18% due 06/18/2019			883,000		1,006,620
Telecom Italia Capital SA Company Guar. Notes 7.72% due 06/04/2038			1,934,000		2,253,110
					3,259,730
Total Foreign Corporate Bonds & Notes
(cost $79,279,375)					81,652,609
FOREIGN GOVERNMENT AGENCIES — 1.1%
Electric - Distribution — 0.1%
Hydro-Quebec Government Guar. Notes 1.38% due 06/19/2017			986,000		994,000
Regional Authority — 0.2%
Province of British Columbia Senior Notes 2.85% due 06/15/2015			1,222,000		1,247,189
Sovereign — 0.8%
Federal Republic of Brazil Senior Notes 5.00% due 01/27/2045			1,853,000		1,899,325

23

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
FOREIGN GOVERNMENT AGENCIES (continued)
Sovereign (continued)
Government of Canada Senior Notes 0.88% due 02/14/2017	$	956,000	$	956,187
Republic of Portugal Notes 5.13% due 10/15/2024*		1,417,000		1,466,028
United Mexican States Senior Notes 3.50% due 01/21/2021		2,407,000		2,503,280
United Mexican States Senior Notes 4.75% due 03/08/2044		938,000		983,962
				7,808,782
Total Foreign Government Agencies
(cost $9,615,016)				10,049,971
U.S. GOVERNMENT AGENCIES — 29.2%
Federal Home Loan Mtg. Corp. — 7.4%
2.50% due 01/01/2028		1,305,226		1,325,130
2.50% due 04/01/2028		2,591,648		2,631,185
3.00% due 08/01/2027		539,721		559,312
3.00% due 10/01/2042		2,505,385		2,508,338
3.00% due 11/01/2042		1,997,761		1,990,246
3.00% due 02/01/2043		4,532,885		4,523,239
3.00% due 04/01/2043		4,350,254		4,344,881
3.00% due 05/01/2043		980,134		981,290
3.00% due 08/01/2043		9,189,965		9,159,483
3.50% due 02/01/2042		795,990		818,808
3.50% due 03/01/2042		862,302		887,001
3.50% due 04/01/2042		2,932,143		3,016,128
3.50% due 08/01/2042		9,531,635		9,809,351
3.50% due 09/01/2043		2,669,574		2,751,304
4.00% due 03/01/2023		1,721,636		1,822,044
4.00% due 09/01/2040		446,190		472,469
4.00% due 10/01/2043		9,366,397		9,918,053
4.50% due 11/01/2018		56,282		59,374
4.50% due 02/01/2019		65,864		69,483
4.50% due 01/01/2039		86,333		93,253
4.50% due 12/01/2039		1,486,347		1,615,114
4.50% due 06/01/2041		1,448,436		1,565,245
5.00% due 10/01/2033		7,309		8,068
5.00% due 07/01/2040		1,342,619		1,482,311
5.50% due 11/01/2018		30,948		32,843
5.50% due 11/01/2032		36,772		41,147
5.50% due 07/01/2034		51,166		57,309
5.50% due 02/01/2035		155,016		172,892
5.50% due 07/01/2035		2,690		3,011
5.50% due 01/01/2036		580,254		650,082
5.50% due 05/01/2037		103,446		115,110
6.00% due 07/01/2035		99,694		112,016
6.00% due 03/01/2040		506,627		570,108
6.50% due 12/01/2032		157,251		178,065
6.50% due 02/01/2036		33,694		37,977
6.50% due 09/01/2036		857		1,016
6.50% due 05/01/2037		130,570		147,099
7.00% due 11/01/2016		2,244		2,317
Federal Home Loan Mtg. Corp. REMIC Series 3964, Class MD 2.00% due 01/15/2041(2)		871,892		847,871
Series 3572, Class JS
6.65% due 09/15/2039 FRS(2)(6)		3,040,381		458,840

Security Description	Principal Amount		Value (Note 2)
Federal Home Loan Mtg. Corp. (continued)
Federal Home Loan Mtg. Corp. Structured Agency Credit Risk FRS Series 2014-DN2, Class M2 1.81% due 04/25/2024(2)	$	1,500,000	$	1,470,296
Series 2014-DN1, Class M2
2.36% due 02/25/2024(2)		2,020,000		2,050,823
				69,359,932
Federal National Mtg. Assoc. — 20.9%
2.50% due 02/01/2028		2,603,466		2,647,836
2.50% due 04/01/2028		2,774,472		2,821,762
3.00% due 10/01/2027		411,301		427,421
3.00% due 11/01/2027		2,830,532		2,941,468
3.00% due 01/01/2028		4,187,211		4,350,076
3.00% due 03/01/2042		2,361,429		2,359,088
3.00% due 12/01/2042		4,275,164		4,274,612
3.00% due 05/01/2043		5,180,719		5,169,155
3.00% due September TBA		13,000,000		12,984,266
3.50% due 08/01/2026		2,924,324		3,093,588
3.50% due 09/01/2026		2,618,817		2,772,469
3.50% due 08/01/2027		546,215		577,966
3.50% due 10/01/2028		5,185,929		5,486,609
3.50% due 12/01/2041		756,367		781,079
3.50% due 03/01/2042		1,096,794		1,130,598
3.50% due 08/01/2042		2,661,533		2,748,519
3.50% due 09/01/2042		923,836		952,309
3.50% due 02/01/2043		4,214,432		4,366,229
3.50% due 03/01/2043		2,311,876		2,383,129
3.50% due 08/01/2043		10,524,319		10,848,685
3.50% due September TBA		9,990,000		10,286,265
4.00% due 11/01/2025		215,976		231,094
4.00% due 04/01/2039		3,014,297		3,198,367
4.00% due 06/01/2039		818,189		873,612
4.00% due 09/01/2040		246,821		261,893
4.00% due 10/01/2040		593,509		629,752
4.00% due 12/01/2040		3,339,038		3,542,937
4.00% due 10/01/2041		5,108,811		5,420,973
4.00% due 11/01/2041		2,824,195		2,997,173
4.00% due 10/01/2043		7,887,379		8,369,025
4.00% due 12/01/2043		713,659		761,569
4.00% due September TBA		11,112,000		11,776,984
4.50% due 06/01/2018		8,722		9,221
4.50% due 10/01/2024		1,197,872		1,278,944
4.50% due 03/01/2025		1,680,652		1,795,443
4.50% due 06/01/2039		381,001		414,181
4.50% due 09/01/2039		2,273,648		2,456,280
4.50% due 01/01/2040		837,381		919,189
4.50% due 02/01/2040		1,665,168		1,829,564
4.50% due 05/01/2040		643,840		705,309
4.50% due 08/01/2040		825,354		901,125
4.50% due 09/01/2040		5,651,186		6,106,120
4.50% due 11/01/2040		795,893		860,769
4.50% due 12/01/2040		780,885		844,940
4.50% due 05/01/2041		1,755,997		1,897,048
4.50% due 03/01/2042		8,024,408		8,682,535
4.50% due September TBA		5,462,000		5,898,960
5.00% due 03/15/2016		248,000		265,299
5.00% due 09/01/2018		4,657		4,973
5.00% due 10/01/2018		4,178		4,462
5.00% due 03/01/2020		9,247		9,932
5.00% due 06/01/2022		231,712		250,252
5.00% due 10/01/2024		451,242		480,642
5.00% due 09/01/2033		1,508,161		1,667,053
5.00% due 04/01/2040		890,197		989,668
5.00% due 05/01/2040		1,721,586		1,907,113
5.00% due 06/01/2040		7,924,199		8,748,517

24

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount		Value (Note 2)
U.S. GOVERNMENT AGENCIES (continued)
Federal National Mtg. Assoc. (continued)
5.00% due 07/01/2040	$	4,418,643	$	4,879,332
5.00% due September TBA		1,500,000		1,654,195
5.50% due 12/01/2029		412,769		460,226
5.50% due 12/01/2033		83,991		94,314
5.50% due 05/01/2034		75,749		85,046
5.50% due 08/01/2034		715,112		804,273
5.50% due 02/01/2037		775,405		862,785
5.50% due 07/01/2037		108,842		120,872
5.50% due 08/01/2037		3,999,262		4,455,907
5.50% due 06/01/2038		514,150		575,409
5.50% due 09/01/2039		1,395,814		1,559,612
6.00% due 09/01/2016		4,614		4,659
6.00% due 12/01/2016		2,836		2,949
6.00% due 12/01/2033		92,570		105,066
6.00% due 08/01/2034		65,007		73,864
6.00% due 11/01/2035		158,315		178,879
6.00% due 06/01/2036		168,122		190,740
6.00% due 12/01/2036		322,256		363,799
6.00% due 10/01/2037		44,567		50,189
6.00% due 11/01/2037		179,469		202,195
6.00% due 05/01/2038		88,783		100,161
6.00% due 07/01/2038		1,514,992		1,708,819
6.00% due 09/01/2038		815,877		922,501
6.00% due 11/01/2038		512,538		577,919
6.50% due 02/01/2017		4,049		4,210
Fannie Mae Connecticut Avenue Securities FRS Series 2014-C02, Class 2MI 1.11% due 05/25/2024(2)		1,524,260		1,508,644
Fannie Mae Connecticut Avenue Securities FRS Series 2014-C01, Class M1 1.76% due 01/25/2024(2)		2,148,918		2,162,022
Fannie Mae Connecticut Avenue Securities FRS Series 2013-C01, Class M1 2.16% due 10/25/2023(2)		3,209,076		3,253,339
Federal National Mtg. Assoc. REMIC Series 2011-117, Class MA 2.00% due 08/25/2040(2)		1,102,455		1,100,843
				198,456,816
Government National Mtg. Assoc. — 0.8%
4.00% due 03/20/2044		2,638,317		2,815,496
4.50% due 05/15/2039		1,074,765		1,183,803
5.00% due 05/15/2034		430,508		474,814
5.00% due 01/15/2040		844,497		935,614
5.50% due 12/15/2039		1,182,979		1,313,452
6.00% due 10/15/2039		957,378		1,077,500
7.00% due 09/15/2028		4,486		4,622
				7,805,301
Tennessee Valley Authority — 0.1%
1.75% due 10/15/2018		565,000		568,397
Total U.S. Government Agencies
(cost $273,132,373)				276,190,446
U.S. GOVERNMENT TREASURIES — 22.8%
United States Treasury Bonds — 4.7%
2.75% due 11/15/2042		176,000		165,000
2.88% due 05/15/2043		1,300,000		1,247,797
3.13% due 11/15/2041		830,000		842,450
3.13% due 02/15/2042		8,027,000		8,137,371
3.13% due 02/15/2043		3,700,000		3,734,688
3.38% due 05/15/2044		612,000		647,190

Security Description	Principal Amount		Value (Note 2)
United States Treasury Bonds (continued)
3.63% due 08/15/2043	$	2,000,000	$	2,213,124
3.63% due 02/15/2044		5,477,000		6,062,354
3.75% due 08/15/2041		152,000		172,544
3.75% due 11/15/2043		5,000,000		5,657,810
4.25% due 11/15/2040		3,000,000		3,683,436
4.38% due 02/15/2038		2,674,000		3,316,177
4.38% due 05/15/2041		1,901,000		2,383,972
4.50% due 02/15/2036		2,000,000		2,521,562
4.50% due 05/15/2038		588,000		742,809
4.63% due 02/15/2040		284,000		367,469
5.25% due 11/15/2028		1,575,000		2,063,004
8.13% due 08/15/2019		158,000		207,227
				44,165,984
United States Treasury Notes — 18.1%
0.08% due 01/31/2016 FRS		4,324,000		4,324,432
0.13% due 04/15/2018 TIPS(7)		2,265,129		2,312,024
0.25% due 01/15/2015		3,000,000		3,002,109
0.25% due 03/31/2015		4,000,000		4,004,064
0.25% due 10/31/2015		1,034,000		1,034,929
0.38% due 04/15/2015		1,900,000		1,903,488
0.38% due 11/15/2015		76,000		76,166
0.38% due 05/31/2016		11,358,000		11,352,673
0.50% due 07/31/2017		3,000,000		2,962,032
0.63% due 08/31/2017		2,750,000		2,721,425
0.75% due 10/31/2017		5,108,000		5,058,917
0.75% due 12/31/2017		351,000		346,613
0.75% due 02/28/2018		5,888,000		5,796,000
0.88% due 12/31/2016		5,005,000		5,027,678
0.88% due 02/28/2017		7,000,000		7,022,421
1.00% due 08/31/2016		3,656,000		3,691,131
1.00% due 05/31/2018		4,000,000		3,955,936
1.25% due 10/31/2015		2,407,000		2,436,806
1.38% due 06/30/2018		4,000,000		4,005,936
1.38% due 07/31/2018		4,800,000		4,802,626
1.38% due 12/31/2018		2,002,000		1,992,929
1.50% due 06/30/2016		158,000		161,006
1.50% due 07/31/2016		12,000,000		12,230,628
1.50% due 08/31/2018		7,000,000		7,030,079
1.50% due 01/31/2019		14,000,000		13,990,158
1.50% due 02/28/2019		176,000		175,725
1.63% due 07/31/2019		1,125,000		1,125,088
1.63% due 08/15/2022		2,038,000		1,958,869
1.75% due 05/31/2016		14,500,000		14,834,181
1.75% due 05/15/2023		10,200,000		9,794,387
2.00% due 11/15/2021		1,001,000		996,464
2.00% due 02/15/2022		6,280,000		6,240,260
2.38% due 10/31/2014		90,000		90,334
2.38% due 05/31/2018		5,631,000		5,851,842
2.50% due 04/30/2015		7,500,000		7,619,827
2.75% due 12/31/2017		2,267,000		2,385,841
3.00% due 02/28/2017		830,000		876,558
3.13% due 05/15/2019		262,000		280,258
3.13% due 05/15/2021		2,199,000		2,357,741
3.38% due 11/15/2019		1,099,000		1,191,814
3.50% due 05/15/2020		3,472,000		3,795,330
3.63% due 08/15/2019		78,000		85,404
4.25% due 08/15/2015		750,000		779,414
				171,681,543
Total U.S. Government Treasuries
(cost $212,391,655)				215,847,527

25

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares/ Principal Amount		Value (Note 2)
MUNICIPAL BONDS & NOTES — 0.3%
Ohio State University Revenue Bonds Series A 4.80% due 06/01/2111	$	1,057,000	$	1,141,866
Port Authority of New York & New Jersey Revenue Bonds Series 174 4.46% due 10/01/2062		861,000		998,915
Port Authority of New York & New Jersey Revenue Bonds Series 168 4.93% due 10/01/2051		1,010,000		1,061,490
Total Municipal Bonds & Notes
(cost $2,917,661)				3,202,271
COMMON STOCKS — 0.0%
Power Converter/Supply Equipment — 0.0%
TPT Acquisition, Inc.†(3)(4)		2,970		44,550
Television — 0.0%
ION Media Networks, Inc.†(3)(4)		79		34,444
Total Common Stocks
(cost $44,551)				78,994
PREFERRED SECURITIES — 0.2%
Electric - Integrated — 0.1%
Entergy Louisiana LLC 4.70%		23,375		524,535
Federal Home Loan Mtg. Corp. — 0.0%
Federal Home Loan Mtg. Corp. VRS Series Z 8.38%		6,900		80,385
Telecom Services — 0.1%
Qwest Corp. 6.13%		44,275		1,054,188
Total Preferred Securities
(cost $1,797,644)				1,659,108
PREFERRED SECURITIES/CAPITAL SECURITIES — 1.8%
Banks - Commercial — 0.1%
Zions Bancorporation FRS Series I 5.80% due 06/15/2023(5)	$	917,000		879,678
Banks - Super Regional — 0.3%
Fifth Third Bancorp FRS Series J 4.90% due 09/30/2019(5)		1,259,000		1,263,784
Wells Fargo & Co. FRS Series S 5.90% due 06/15/2024(5)		854,000		894,565
Wells Fargo Capital X 5.95% due 12/01/2086		393,000		400,860
				2,559,209
Diversified Banking Institutions — 0.7%
BAC Capital Trust XIII FRS Series F 4.00% due 09/26/2014(5)		822,000		669,930
Credit Suisse Group AG VRS 7.50% due 12/11/2023*(5)		1,037,000		1,125,145
JPMorgan Chase & Co. FRS Series V 5.00% due 07/01/2019(5)		990,000		981,739
JPMorgan Chase & Co. FRS Series U 6.13% due 04/30/2024(5)		1,099,000		1,123,728

Security Description	Shares/ Principal Amount			Value (Note 2)
Diversified Banking Institutions (continued)
JPMorgan Chase & Co. FRS Series 1 7.90% due 04/30/2018(5)	$	1,040,000		$	1,150,500
Societe Generale SA VRS 6.00% due 01/27/2020*(5)		1,997,000			1,907,135
					6,958,177
Finance - Investment Banker/Broker — 0.0%
Lehman Brothers Holdings Capital Trust VII Escrow Security 5.86% due 11/30/2056†(4)		148,000			15
Finance - Other Services — 0.1%
National Rural Utilities Cooperative Finance Corp. FRS 4.75% due 04/30/2043		777,000			771,561
Financial Guarantee Insurance — 0.1%
Assured Guaranty Municipal Holdings, Inc. FRS 6.40% due 12/15/2066*		484,000			438,117
Food - Dairy Products — 0.1%
Land O’Lakes Capital Trust I 7.45% due 03/15/2028*		860,000			894,400
Insurance - Life/Health — 0.1%
Prudential Financial, Inc. FRS 5.63% due 06/15/2043		871,000			934,147
Insurance - Multi-line — 0.1%
MetLife, Inc. 6.40% due 12/15/2066		1,052,000			1,186,130
Tools - Hand Held — 0.2%
Stanley Black & Decker, Inc. FRS 5.75% due 12/15/2053		1,727,000			1,872,068
Total Preferred Securities/Capital Securities
(cost $15,764,478)					16,493,502
Total Long-Term Investment Securities
(cost $883,313,524)					900,247,134
SHORT-TERM INVESTMENT SECURITIES — 8.4%
Registered Investment Companies — 0.5%
State Street Navigator Securities Lending Prime Portfolio(9)		4,717,527			4,717,527
Time Deposits — 7.9%
Euro Time Deposit with State Street Bank and Trust Co. 0.01% due 09/02/2014	$	74,707,000			74,707,000
Total Short-Term Investment Securities
(cost $79,424,527)					79,424,527
TOTAL INVESTMENTS
(cost $962,738,051)(10)		103.5	%		979,671,661
Liabilities in excess of other assets		(3.5	)		(32,972,780	)
NET ASSETS —		100.0	%	$	946,698,881

* 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, 2014, the aggregate value of these securities was $123,970,182 representing 13.1% of net assets. Unless otherwise indicated, these securities are not considered to be illiquid.

# The security or a portion thereof is out on loan (see Note 2)

† Non-income producing security

(1) Commercial Mortgage Backed Security

(2) Collateralized Mortgage Obligation

26

VALIC Company II Core Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

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

(4) Illiquid security. At August 31, 2014, the aggregate value of these securities was $80,793 representing 0.0% of net assets.

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

(6) Interest Only

(7) Principal amount of security is adjusted for inflation.

(8) Subsequent to August 31, 2014, security is in default and did not pay principal or interest at maturity.

(9) At August 31, 2014, the Fund had loaned securities with a total value of $4,619,214. This was secured by collateral of $4,717,527 which was received in cash and subsequently invested in short-term investments currently valued at $4,717,527 as reported in the portfolio of Investments.

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

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.

TIPS—Treasury Inflation Protected Security

FRS—Floating Rate Security

VRS—Variable Rate Security

The rates shown on FRS and VRS are the current interest rates at August 31, 2014 and unless noted otherwise, the dates are the original maturity dates.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Asset Backed Securities:
Diversified Financial Services	$	—	$	48,619,320	$	—	$	48,619,320
U.S. Corporate Bonds & Notes:
Gambling (Non-Hotel)		—		—		1,739		1,739
Recycling		—		—		4		4
Other Industries*		—		246,451,643		—		246,451,643
Foreign Corporate Bonds & Notes		—		81,652,609		—		81,652,609
Foreign Government Agencies		—		10,049,971		—		10,049,971
U.S. Government Agencies:
Federal Home Loan Mtg. Corp.		—		69,359,932		—		69,359,932
Federal National Mtg. Assoc.		—		198,456,816		—		198,456,816
Other Government Agencies*		—		8,373,698		—		8,373,698
U.S. Government Treasuries:
United States Treasury Bonds		—		44,165,984		—		44,165,984
United States Treasury Notes		—		171,681,543		—		171,681,543
Municipal Bonds & Notes		—		3,202,271		—		3,202,271
Common Stocks		—		—		78,994		78,994
Preferred Securities		1,659,108		—		—		1,659,108
Preferred Securities/Capital Securities		—		16,493,502		—		16,493,502
Short-Term Investment Securities:
Registered Investment Companies		4,717,527		—		—		4,717,527
Time Deposits		—		74,707,000		—		74,707,000
Total	$	6,376,635	$	973,214,289	$	80,737	$	979,671,661

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

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

At the beginning and end of the reporting period, Level 3 investments were not considered a material portion of the Fund.

See Notes to Financial Statements

27

VALIC Company II High Yield Bond Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Cellular Telecom	6.5	%
Medical — Hospitals	6.0
Oil Companies — Exploration & Production	5.1
Cable/Satellite TV	4.8
Registered Investment Companies	4.2
Diversified Banking Institutions	4.0
Telephone — Integrated	3.0
Data Processing/Management	3.0
Repurchase Agreement	2.8
Building — Residential/Commercial	2.8
Telecom Services	2.5
Satellite Telecom	2.0
Medical — Drugs	1.9
Electric — Integrated	1.9
Office Automation & Equipment	1.9
Auto — Cars/Light Trucks	1.8
Entertainment Software	1.7
Banks — Commercial	1.6
Chemicals — Diversified	1.6
Steel — Producers	1.5
Building & Construction Products — Misc.	1.5
Electronic Components — Semiconductors	1.4
Pipelines	1.4
Telecommunication Equipment	1.3
Publishing — Newspapers	1.3
Finance — Other Services	1.1
Printing — Commercial	1.1
Insurance — Multi-line	1.1
Insurance — Property/Casualty	1.1
Theaters	1.1
Banks — Mortgage	1.0
Machinery — General Industrial	1.0
Enterprise Software/Service	1.0
Oil & Gas Drilling	0.9
Finance — Consumer Loans	0.9
Television	0.9
Funeral Services & Related Items	0.9
Commercial Services	0.8
Food — Misc./Diversified	0.8
Building Products — Cement	0.7
Shipbuilding	0.7
Aerospace/Defense — Equipment	0.7
Real Estate Investment Trusts	0.6
Medical Products	0.6
Engineering/R&D Services	0.6
Multimedia	0.6
Real Estate Management/Services	0.6
Advertising Services	0.6
Containers — Metal/Glass	0.6
Medical — HMO	0.6
Retail — Leisure Products	0.6
Applications Software	0.5
Web Hosting/Design	0.5
Semiconductor Equipment	0.5
Radio	0.5
Advertising Sales	0.5
Medical — Outpatient/Home Medical	0.5
Machinery — Farming	0.5
Soap & Cleaning Preparation	0.5
Retail — Discount	0.5
Internet Connectivity Services	0.4
Computer Services	0.4
Finance — Auto Loans	0.4
Retail — Home Furnishings	0.4
Retail — Major Department Stores	0.4
Building Products — Wood	0.4
Diversified Manufacturing Operations	0.4
Investment Management/Advisor Services	0.4
Metal Processors & Fabrication	0.3

Chemicals — Plastics	0.3	%
Diagnostic Kits	0.3
Retail — Arts & Crafts	0.3
Retail — Restaurants	0.3
Beverages — Wine/Spirits	0.3
Dialysis Centers	0.3
Coal	0.3
Retail — Perfume & Cosmetics	0.3
E-Commerce/Products	0.3
Independent Power Producers	0.3
Non-Hazardous Waste Disposal	0.2
Commercial Services — Finance	0.2
Finance — Leasing Companies	0.2
Physicians Practice Management	0.2
Rental Auto/Equipment	0.2
Gold Mining	0.2
Electric — Generation	0.2
Retail — Propane Distribution	0.2
Retail — Apparel/Shoe	0.2
Apparel Manufacturers	0.2
Medical — Biomedical/Gene	0.1
Travel Services	0.1
Gambling (Non-Hotel)	0.1
Metal — Diversified	0.1
Diversified Operations	0.1
Distribution/Wholesale	0.1
	102.3	%

Credit Quality†#

Baa	1.4	%
Ba	33.7
B	42.4
Caa	16.0
Not Rated@	6.5
	100.0	%

* Calculated as a percentage of net assets

† Source: Moody’s

# Calculated as a percentage of total debt issues.

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

28

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Principal Amount(16)		Value (Note 2)
CONVERTIBLE BONDS & NOTES — 0.7%
Applications Software — 0.2%
Verint Systems, Inc. Senior Notes 1.50% due 06/01/2021	$	918,000	$	954,720
Building - Residential/Commercial — 0.1%
M/I Homes, Inc. Company Guar. Notes 3.00% due 03/01/2018		330,000		344,644
Medical - Biomedical/Gene — 0.1%
Cubist Pharmaceuticals, Inc. Senior Notes 1.88% due 09/01/2020*		509,000		578,351
Medical - Drugs — 0.0%
Savient Pharmaceuticals, Inc. Escrow Notes 4.75% due 02/01/2018†(1)(2)		1,620,000		0
Oil Companies - Exploration & Production — 0.3%
Cobalt International Energy, Inc. Senior Notes 2.63% due 12/01/2019		1,260,000		1,110,375
Total Convertible Bonds & Notes
(cost $4,023,756)				2,988,090
U.S. CORPORATE BONDS & NOTES — 71.2%
Advertising Sales — 0.5%
Lamar Media Corp. Company Guar. Notes 5.00% due 05/01/2023		1,580,000		1,576,050
Lamar Media Corp. Company Guar. Notes 5.88% due 02/01/2022		500,000		525,000
				2,101,050
Advertising Services — 0.6%
Getty Images, Inc. Senior Notes 7.00% due 10/15/2020*		3,065,000		2,574,600
Aerospace/Defense - Equipment — 0.7%
B/E Aerospace, Inc. Senior Notes 5.25% due 04/01/2022		1,185,000		1,282,763
B/E Aerospace, Inc. Senior Notes 6.88% due 10/01/2020		1,390,000		1,495,987
				2,778,750
Apparel Manufacturers — 0.2%
Hanesbrands, Inc. Company Guar. Notes 6.38% due 12/15/2020		615,000		660,356
Applications Software — 0.3%
Emdeon, Inc. Company Guar. Notes 11.00% due 12/31/2019		1,285,000		1,452,050
Auto - Cars/Light Trucks — 1.8%
Chrysler Group LLC/CG Co-Issuer, Inc. Sec. Notes 8.00% due 06/15/2019		1,705,000		1,833,983
Chrysler Group LLC/CG Co-Issuer, Inc. Sec. Notes 8.25% due 06/15/2021		2,505,000		2,799,338

Security Description	Principal Amount(16)		Value (Note 2)
Auto - Cars/Light Trucks (continued)
General Motors Co. Senior Notes 4.88% due 10/02/2023	$	2,370,000	$	2,535,900
General Motors Co. Senior Notes 6.25% due 10/02/2043		310,000		363,475
				7,532,696
Banks - Commercial — 0.6%
CIT Group, Inc. Senior Notes 5.50% due 02/15/2019*		975,000		1,051,781
CIT Group, Inc. Senior Notes 6.63% due 04/01/2018*		1,491,000		1,662,465
				2,714,246
Banks - Mortgage — 1.0%
Provident Funding Associates LP/PFG Finance Corp. Company Guar. Notes 6.75% due 06/15/2021*		4,330,000		4,357,062
Beverages - Wine/Spirits — 0.3%
Constellation Brands, Inc. Company Guar. Notes 4.25% due 05/01/2023		430,000		434,300
Constellation Brands, Inc. Company Guar. Notes 7.25% due 05/15/2017		750,000		842,775
				1,277,075
Building & Construction Products - Misc. — 1.5%
Associated Materials LLC/AMH New Finance, Inc. Senior Sec. Notes 9.13% due 11/01/2017		610,000		611,525
Nortek, Inc. Company Guar. Notes 8.50% due 04/15/2021		2,385,000		2,593,687
Ply Gem Industries, Inc. Company Guar. Notes 6.50% due 02/01/2022#		3,240,000		3,207,600
				6,412,812
Building Products - Cement — 0.5%
Cemex Finance LLC Senior Sec. Notes 6.00% due 04/01/2024*		2,070,000		2,152,800
Building Products - Wood — 0.4%
Masco Corp. Senior Notes 6.13% due 10/03/2016		340,000		368,050
Masco Corp. Senior Notes 7.13% due 03/15/2020		925,000		1,063,750
Masco Corp. Senior Notes 7.75% due 08/01/2029		145,000		171,929
				1,603,729
Building - Residential/Commercial — 2.7%
K Hovnanian Enterprises, Inc. Company Guar. Notes 7.00% due 01/15/2019*		670,000		678,375

29

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Building - Residential/Commercial (continued)
K Hovnanian Enterprises, Inc. Sec. Notes 9.13% due 11/15/2020*	$	2,035,000	$	2,248,675
KB Home Company Guar. Notes 4.75% due 05/15/2019		445,000		445,000
KB Home Company Guar. Notes 7.00% due 12/15/2021		1,480,000		1,598,400
KB Home Company Guar. Notes 7.50% due 09/15/2022		1,205,000		1,313,450
KB Home Company Guar. Notes 8.00% due 03/15/2020		1,461,000		1,650,930
Lennar Corp. Company Guar. Notes 4.75% due 11/15/2022(3)		2,721,000		2,680,185
Pulte Group, Inc. Company Guar. Notes 6.38% due 05/15/2033		285,000		285,000
Ryland Group, Inc. Company Guar. Notes 5.38% due 10/01/2022		390,000		385,856
				11,285,871
Cable/Satellite TV — 3.4%
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 5.13% due 02/15/2023		150,000		149,250
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 5.25% due 09/30/2022		665,000		674,975
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 5.75% due 09/01/2023		715,000		734,663
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 6.63% due 01/31/2022		1,215,000		1,304,545
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 7.25% due 10/30/2017		1,592,000		1,663,640
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 8.13% due 04/30/2020		315,000		337,838
DISH DBS Corp. Company Guar. Notes 5.00% due 03/15/2023		2,070,000		2,059,650
DISH DBS Corp. Company Guar. Notes 6.75% due 06/01/2021		2,576,000		2,881,771
DISH DBS Corp. Company Guar. Notes 7.88% due 09/01/2019		2,710,000		3,143,600
Harron Communications LP/Harron Finance Corp. Senior Notes 9.13% due 04/01/2020*		1,286,000		1,443,535
				14,393,467
Cellular Telecom — 6.5%
MetroPCS Wireless, Inc. Company Guar. Notes 6.63% due 11/15/2020		2,565,000		2,693,250

Security Description	Principal Amount(16)		Value (Note 2)
Cellular Telecom (continued)
MetroPCS Wireless, Inc. Company Guar. Notes 7.88% due 09/01/2018	$	960,000	$	1,002,000
Sprint Corp. Company Guar. Notes 7.25% due 09/15/2021*		4,460,000		4,727,600
Sprint Corp. Company Guar. Notes 7.88% due 09/15/2023*		4,165,000		4,466,962
Sprint Nextel Corp. Company Guar. Notes 7.00% due 03/01/2020*		825,000		919,875
Sprint Nextel Corp. Company Guar. Notes 9.00% due 11/15/2018*		1,955,000		2,324,006
Syniverse Holdings, Inc. Company Guar. Notes 9.13% due 01/15/2019		3,270,000		3,462,112
T-Mobile USA, Inc. Company Guar. Notes 5.25% due 09/01/2018		460,000		474,375
T-Mobile USA, Inc. Company Guar. Notes 6.13% due 01/15/2022		250,000		259,063
T-Mobile USA, Inc. Company Guar. Notes 6.46% due 04/28/2019		1,360,000		1,417,800
T-Mobile USA, Inc. Company Guar. Notes 6.50% due 01/15/2024		370,000		384,800
T-Mobile USA, Inc. Company Guar. Notes 6.63% due 04/28/2021		2,275,000		2,394,438
T-Mobile USA, Inc. Company Guar. Notes 6.73% due 04/28/2022		2,450,000		2,584,750
T-Mobile USA, Inc. Company Guar. Notes 6.84% due 04/28/2023		220,000		233,475
				27,344,506
Chemicals - Diversified — 0.2%
Celanese US Holdings LLC Company Guar. Notes 6.63% due 10/15/2018		775,000		804,063
Chemicals - Plastics — 0.3%
Hexion US Finance Corp. Senior Sec. Notes 6.63% due 04/15/2020		485,000		510,463
Hexion US Finance Corp./Hexion Nova Scotia Finance ULC Senior Sec. Notes 8.88% due 02/01/2018		915,000		949,312
				1,459,775
Commercial Services — 0.8%
Iron Mountain, Inc. Company Guar. Notes 7.75% due 10/01/2019		1,265,000		1,367,781
ServiceMaster Co. Company Guar. Notes 7.00% due 08/15/2020		1,872,000		1,998,360
				3,366,141

30

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Commercial Services - Finance — 0.2%
Lender Processing Services, Inc. Company Guar. Notes 5.75% due 04/15/2023	$	850,000	$	907,375
Computer Services — 0.4%
SunGard Data Systems, Inc. Company Guar. Notes 6.63% due 11/01/2019		630,000		659,925
SunGard Data Systems, Inc. Company Guar. Notes 7.38% due 11/15/2018		570,000		595,650
SunGard Data Systems, Inc. Company Guar. Notes 7.63% due 11/15/2020		525,000		565,031
				1,820,606
Containers - Metal/Glass — 0.6%
Ardagh Finance Holdings SA Senior Notes 8.63% due 06/15/2019#*(4)		985,000		1,020,706
Ardagh Packaging Finance PLC Company Guar. Notes 6.00% due 06/30/2021#*		1,385,000		1,371,150
				2,391,856
Data Processing/Management — 3.0%
Audatex North America, Inc. Company Guar. Notes 6.00% due 06/15/2021*		2,541,000		2,693,460
Fidelity National Information Services, Inc. Company Guar. Notes 5.00% due 03/15/2022		675,000		714,686
First Data Corp. Senior Sec. Notes 7.38% due 06/15/2019*		3,115,000		3,325,262
First Data Corp. Sec. Notes 8.25% due 01/15/2021*		4,377,000		4,770,930
First Data Corp. Sec. Notes 8.75% due 01/15/2022*(4)		553,000		605,535
First Data Holdings, Inc. Senior Notes 14.50% due 09/24/2019#*(4)(15)		435,283		492,958
				12,602,831
Diagnostic Kits — 0.3%
Alere, Inc. Company Guar. Notes 6.50% due 06/15/2020		1,375,000		1,390,469
Dialysis Centers — 0.3%
Fresenius Medical Care U.S. Finance II, Inc. Company Guar. Notes 5.63% due 07/31/2019*		420,000		452,550
Fresenius Medical Care U.S. Finance II, Inc. Company Guar. Notes 5.88% due 01/31/2022*		345,000		379,500
Fresenius Medical Care U.S. Finance, Inc. Company Guar. Notes 6.50% due 09/15/2018*		290,000		323,350
				1,155,400

Security Description	Principal Amount(16)		Value (Note 2)
Distribution/Wholesale — 0.1%
American Builders & Contractors Supply Co., Inc. Senior Notes 5.63% due 04/15/2021*	$	335,000	$	340,863
Diversified Manufacturing Operations — 0.4%
JM Huber Corp. Senior Notes 9.88% due 11/01/2019*		1,390,000		1,563,750
Diversified Operations — 0.1%
Carlson Travel Holdings, Inc. Senior Notes 7.50% due 08/15/2019*(4)		395,000		405,863
E-Commerce/Services — 0.0%
IAC/InterActiveCorp. Company Guar. Notes 4.75% due 12/15/2022		150,000		148,500
Electric - Generation — 0.2%
AES Corp. Senior Notes 8.00% due 10/15/2017		173,000		199,383
AES Corp. Senior Notes 8.00% due 06/01/2020		450,000		533,250
				732,633
Electric - Integrated — 0.9%
DPL, Inc. Senior Notes 7.25% due 10/15/2021		3,260,000		3,455,600
Texas Competitive Electric Holdings Co. LLC/TCEH Finance, Inc. Senior Sec. Notes 11.50% due 10/01/2020*†(6)(7)		605,000		526,350
				3,981,950
Electronic Components - Semiconductors — 1.1%
Freescale Semiconductor, Inc. Senior Sec. Notes 6.00% due 01/15/2022*		3,945,000		4,132,387
Freescale Semiconductor, Inc. Company Guar. Notes 8.05% due 02/01/2020		424,000		456,860
Freescale Semiconductor, Inc. Company Guar. Notes 10.75% due 08/01/2020		228,000		256,500
				4,845,747
Enterprise Software/Service — 1.0%
Infor Software Parent LLC/Infor Software Parent, Inc. Company Guar. Notes 7.13% due 05/01/2021*(4)		3,000,000		3,052,500
Infor US, Inc. Company Guar. Notes 9.38% due 04/01/2019		968,000		1,064,800
				4,117,300
Entertainment Software — 1.7%
Activision Blizzard, Inc. Company Guar. Notes 5.63% due 09/15/2021*		5,920,000		6,401,000
Activision Blizzard, Inc. Company Guar. Notes 6.13% due 09/15/2023*		520,000		572,000
				6,973,000

31

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Finance - Auto Loans — 0.4%
GMAC LLC Sub. Notes 8.00% due 12/31/2018	$	1,475,000	$	1,721,141
Finance - Consumer Loans — 0.9%
SLM Corp. Senior Notes 6.25% due 01/25/2016		1,035,000		1,097,100
TMX Finance LLC/TitleMax Finance Corp. Senior Sec. Notes 8.50% due 09/15/2018*		2,580,000		2,728,350
				3,825,450
Finance - Leasing Companies — 0.2%
Air Lease Corp. Senior Notes 4.75% due 03/01/2020		845,000		899,925
Finance - Other Services — 1.1%
Nationstar Mtg. LLC/Nationstar Capital Corp. Company Guar. Notes 6.50% due 08/01/2018		2,895,000		2,923,950
Nationstar Mtg. LLC/Nationstar Capital Corp. Company Guar. Notes 6.50% due 07/01/2021		480,000		470,400
Nationstar Mtg. LLC/Nationstar Capital Corp. Company Guar. Notes 7.88% due 10/01/2020		1,120,000		1,153,600
				4,547,950
Food - Misc./Diversified — 0.7%
Aramark Services, Inc. Company Guar. Notes 5.75% due 03/15/2020		2,905,000		3,042,987
Funeral Services & Related Items — 0.9%
Service Corp. International Senior Notes 4.50% due 11/15/2020		1,255,000		1,250,294
Service Corp. International Senior Notes 7.63% due 10/01/2018		2,086,000		2,404,115
				3,654,409
Independent Power Producers — 0.2%
Dynegy, Inc. Company Guar. Notes 5.88% due 06/01/2023#		685,000		666,163
Internet Connectivity Services — 0.1%
Zayo Group LLC/Zayo Capital, Inc. Senior Sec. Notes 8.13% due 01/01/2020		280,000		302,050
Zayo Group LLC/Zayo Capital, Inc. Company Guar. Notes 10.13% due 07/01/2020		200,000		227,500
				529,550
Investment Management/Advisor Services — 0.4%
Nuveen Investments, Inc. Senior Notes 9.13% due 10/15/2017*		1,425,000		1,529,025
Machinery - Farming — 0.5%
Case New Holland Industrial, Inc. Company Guar. Notes 7.88% due 12/01/2017		1,595,000		1,822,288

Security Description	Principal Amount(16)		Value (Note 2)
Machinery - Farming (continued)
CNH Capital LLC Company Guar. Notes 3.88% due 11/01/2015	$	230,000	$	233,450
				2,055,738
Medical Products — 0.6%
Biomet, Inc. Company Guar. Notes 6.50% due 08/01/2020		605,000		651,131
Biomet, Inc. Company Guar. Notes 6.50% due 10/01/2020		1,885,000		2,009,881
				2,661,012
Medical - Drugs — 1.7%
Pinnacle Merger Sub, Inc. Senior Notes 9.50% due 10/01/2023*		2,460,000		2,699,850
Salix Pharmaceuticals, Ltd. Company Guar. Notes 6.00% due 01/15/2021*		4,125,000		4,475,625
				7,175,475
Medical - HMO — 0.6%
MPH Acquisition Holdings LLC Company Guar. Notes 6.63% due 04/01/2022*		1,420,000		1,485,675
WellCare Health Plans, Inc. Senior Notes 5.75% due 11/15/2020		890,000		922,263
				2,407,938
Medical - Hospitals — 6.0%
CHS/Community Health Systems, Inc. Senior Sec. Notes 5.13% due 08/15/2018		996,000		1,035,840
CHS/Community Health Systems, Inc. Company Guar. Notes 6.88% due 02/01/2022*		6,315,000		6,709,687
CHS/Community Health Systems, Inc. Company Guar. Notes 7.13% due 07/15/2020		2,010,000		2,175,825
HCA Holdings, Inc. Senior Notes 6.25% due 02/15/2021		2,500,000		2,718,750
HCA, Inc. Senior Sec. Notes 5.88% due 03/15/2022		2,150,000		2,338,125
HCA, Inc. Senior Sec. Notes 6.50% due 02/15/2020		1,275,000		1,426,406
HCA, Inc. Company Guar. Notes 7.50% due 11/15/2095		840,000		787,500
Tenet Healthcare Corp. Senior Sec. Notes 4.75% due 06/01/2020		3,720,000		3,785,100
Tenet Healthcare Corp. Senior Notes 5.00% due 03/01/2019*		1,895,000		1,918,688
Tenet Healthcare Corp. Senior Notes 8.13% due 04/01/2022		1,965,000		2,262,206
				25,158,127

32

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Medical - Outpatient/Home Medical — 0.3%
Amsurg Corp. Company Guar. Notes 5.63% due 07/15/2022*	$	1,120,000	$	1,145,200
Non-Hazardous Waste Disposal — 0.2%
Casella Waste Systems, Inc. Company Guar. Notes 7.75% due 02/15/2019		895,000		921,850
Office Automation & Equipment — 1.9%
CDW LLC/CDW Finance Corp. Company Guar. Notes 6.00% due 08/15/2022		3,870,000		4,078,012
CDW LLC/CDW Finance Corp. Senior Sec. Notes 8.00% due 12/15/2018(3)		689,000		730,340
CDW LLC/CDW Finance Corp. Company Guar. Notes 8.50% due 04/01/2019		2,967,000		3,189,525
				7,997,877
Oil Companies - Exploration & Production — 3.3%
Antero Resources Finance Corp. Company Guar. Notes 5.38% due 11/01/2021		440,000		453,200
Antero Resources Finance Corp. Company Guar. Notes 6.00% due 12/01/2020		1,390,000		1,468,118
Bonanza Creek Energy, Inc. Company Guar. Notes 6.75% due 04/15/2021		1,385,000		1,454,250
Chesapeake Energy Corp. Company Guar. Notes 6.63% due 08/15/2020		595,000		685,737
Concho Resources, Inc. Company Guar. Notes 5.50% due 10/01/2022		890,000		952,300
Diamondback Energy, Inc. Company Guar. Notes 7.63% due 10/01/2021*		2,050,000		2,244,750
EP Energy LLC/Everest Acquisition Finance, Inc. Sec. Notes 6.88% due 05/01/2019		110,000		116,050
Everest Acquisition LLC Company Guar. Notes 9.38% due 05/01/2020		2,168,000		2,444,420
Range Resources Corp. Company Guar. Notes 5.00% due 08/15/2022		285,000		303,169
Range Resources Corp. Company Guar. Notes 6.75% due 08/01/2020		995,000		1,064,650
Rosetta Resources, Inc. Company Guar. Notes 5.63% due 05/01/2021		1,635,000		1,673,831
Rosetta Resources, Inc. Company Guar. Notes 5.88% due 06/01/2022		1,185,000		1,214,625
				14,075,100
Physicians Practice Management — 0.2%
Envision Healthcare Corp. Company Guar. Notes 5.13% due 07/01/2022*		860,000		868,600

Security Description	Principal Amount(16)		Value (Note 2)
Pipelines — 1.4%
El Paso LLC Company Guar. Notes 6.50% due 09/15/2020	$	1,075,000	$	1,251,945
El Paso LLC Company Guar. Notes 7.00% due 06/15/2017		665,000		751,450
Energy Transfer Equity LP Senior Sec. Notes 7.50% due 10/15/2020		1,350,000		1,562,625
Kinder Morgan Finance Co. LLC Company Guar. Notes 6.00% due 01/15/2018*		2,040,000		2,272,050
				5,838,070
Printing - Commercial — 1.1%
Deluxe Corp. Company Guar. Notes 6.00% due 11/15/2020		1,570,000		1,632,800
Quad/Graphics, Inc. Company Guar. Notes 7.00% due 05/01/2022*		2,950,000		2,913,125
				4,545,925
Publishing - Newspapers — 0.9%
Gannett Co., Inc. Company Guar. Notes 5.13% due 10/15/2019*		3,685,000		3,777,125
Radio — 0.5%
Sirius XM Radio, Inc. Senior Notes 4.25% due 05/15/2020*		555,000		543,900
Sirius XM Radio, Inc. Senior Notes 4.63% due 05/15/2023*		1,560,000		1,505,400
Sirius XM Radio, Inc. Senior Sec. Notes 5.25% due 08/15/2022*		60,000		63,900
				2,113,200
Real Estate Investment Trusts — 0.6%
Host Hotels & Resorts LP Company Guar. Notes 6.00% due 11/01/2020		2,455,000		2,668,190
Real Estate Management/Services — 0.6%
CBRE Services, Inc. Company Guar. Notes 5.00% due 03/15/2023		1,645,000		1,667,701
Realogy Group LLC Senior Sec. Notes 7.63% due 01/15/2020*		870,000		948,300
				2,616,001
Recycling — 0.0%
Aleris International, Inc. Escrow Notes 9.00% due 12/15/2014†(1)(2)		2,565,000		97
Rental Auto/Equipment — 0.2%
Hertz Corp. Company Guar. Notes 5.88% due 10/15/2020		500,000		514,375
Hertz Corp. Company Guar. Notes 6.25% due 10/15/2022		325,000		338,813
				853,188

33

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Retail - Apparel/Shoe — 0.2%
Limited Brands, Inc. Senior Notes 6.95% due 03/01/2033	$	651,000	$	681,923
Retail - Arts & Crafts — 0.3%
Michaels Stores, Inc. Company Guar. Notes 5.88% due 12/15/2020*		1,290,000		1,309,350
Retail - Discount — 0.5%
99 Cents Only Stores Company Guar. Notes 11.00% due 12/15/2019		1,760,000		1,936,000
Retail - Home Furnishings — 0.4%
GRD Holdings III Corp. Senior Sec. Notes 10.75% due 06/01/2019*		1,510,000		1,664,775
Retail - Leisure Products — 0.6%
Party City Holdings, Inc. Company Guar. Notes 8.88% due 08/01/2020		455,000		501,638
PC Nextco Holdings LLC/PC Nextco Finance, Inc. Senior Notes 8.75% due 08/15/2019(4)		1,825,000		1,875,187
				2,376,825
Retail - Perfume & Cosmetics — 0.3%
Sally Holdings LLC/Sally Capital, Inc. Company Guar. Notes 5.75% due 06/01/2022		585,000		617,175
Sally Holdings LLC/Sally Capital, Inc. Company Guar. Notes 6.88% due 11/15/2019		491,000		529,053
				1,146,228
Retail - Propane Distribution — 0.2%
AmeriGas Finance LLC/AmeriGas Finance Corp. Company Guar. Notes 6.75% due 05/20/2020		655,000		697,575
Retail - Restaurants — 0.3%
CEC Entertainment, Inc. Senior Notes 8.00% due 02/15/2022*		1,270,000		1,289,050
Rubber/Plastic Products — 0.0%
Venture Holdings Co. LLC Company Guar. Notes 11.00% due 06/01/2007†(1)(2)(8)(9)		50,000		0
Satellite Telecom — 0.4%
DigitalGlobe, Inc. Company Guar. Notes 5.25% due 02/01/2021*		1,570,000		1,554,300
Semiconductor Equipment — 0.5%
Entegris, Inc. Company Guar. Notes 6.00% due 04/01/2022*		2,125,000		2,188,750
Shipbuilding — 0.7%
Huntington Ingalls Industries, Inc. Company Guar. Notes 6.88% due 03/15/2018		1,730,000		1,827,312
Huntington Ingalls Industries, Inc. Company Guar. Notes 7.13% due 03/15/2021		1,180,000		1,283,250
				3,110,562

Security Description	Principal Amount(16)		Value (Note 2)
Soap & Cleaning Preparation — 0.5%
Sun Products Corp. Senior Notes 7.75% due 03/15/2021#*	$	2,465,000	$	1,984,325
Steel - Producers — 1.5%
AK Steel Corp. Company Guar. Notes 7.63% due 05/15/2020		2,420,000		2,501,675
AK Steel Corp. Company Guar. Notes 8.38% due 04/01/2022		1,360,000		1,434,800
United States Steel Corp. Senior Notes 7.38% due 04/01/2020#		2,291,000		2,571,647
				6,508,122
Telecom Services — 0.6%
Level 3 Escrow II, Inc. Company Guar. Notes 5.38% due 08/15/2022*		2,175,000		2,185,875
tw telecom holdings inc Company Guar. Notes 5.38% due 10/01/2022		230,000		250,125
				2,436,000	��
Telecommunication Equipment — 1.3%
Alcatel - Lucent USA, Inc. Senior Notes 6.45% due 03/15/2029		3,410,000		3,333,275
Alcatel - Lucent USA, Inc. Senior Notes 6.50% due 01/15/2028		490,000		480,200
Alcatel - Lucent USA, Inc. Company Guar. Notes 6.75% due 11/15/2020*		1,710,000		1,808,325
				5,621,800
Telephone - Integrated — 2.6%
Level 3 Financing, Inc. Company Guar. Notes 6.13% due 01/15/2021*		340,000		358,700
Level 3 Financing, Inc. Company Guar. Notes 7.00% due 06/01/2020		2,009,000		2,164,698
Level 3 Financing, Inc. Company Guar. Notes 8.13% due 07/01/2019		386,000		417,845
Level 3 Financing, Inc. Company Guar. Notes 8.63% due 07/15/2020		2,947,000		3,263,802
Windstream Corp. Company Guar. Notes 6.38% due 08/01/2023		1,555,000		1,558,888
Windstream Corp. Company Guar. Notes 7.75% due 10/15/2020		2,465,000		2,656,037
Windstream Corp. Company Guar. Notes 8.13% due 09/01/2018		425,000		443,594
				10,863,564
Television — 0.6%
Gray Television, Inc. Company Guar. Notes 7.50% due 10/01/2020		2,415,000		2,547,825

34

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Theaters — 1.1%
AMC Entertainment, Inc. Company Guar. Notes 9.75% due 12/01/2020	$	3,175,000	$	3,563,937
Cinemark USA, Inc. Company Guar. Notes 4.88% due 06/01/2023		435,000		431,738
Cinemark USA, Inc. Company Guar. Notes 5.13% due 12/15/2022		215,000		218,494
Regal Entertainment Group Senior Notes 5.75% due 02/01/2025		240,000		240,600
				4,454,769
Web Hosting/Design — 0.5%
Equinix, Inc. Senior Notes 4.88% due 04/01/2020		90,000		91,800
Equinix, Inc. Senior Notes 5.38% due 04/01/2023		550,000		561,000
Equinix, Inc. Senior Notes 7.00% due 07/15/2021		1,510,000		1,647,788
				2,300,588
Total U.S. Corporate Bonds & Notes
(cost $288,361,215)				299,616,836
FOREIGN CONVERTIBLE BONDS & NOTES — 0.2%
Building Products - Cement — 0.2%
Cemex SAB de CV Sub. Notes 3.75% due 03/15/2018 (cost $907,614)		675,000		1,014,187
FOREIGN CORPORATE BONDS & NOTES — 11.2%
Cable/Satellite TV — 1.4%
Nara Cable Funding, Ltd. Senior Sec. Notes 8.88% due 12/01/2018*		3,490,000		3,690,675
Unitymedia Hessen GmbH & Co. KG Senior Sec. Notes 5.50% due 01/15/2023*		2,085,000		2,131,912
				5,822,587
Chemicals - Diversified — 1.4%
INEOS Group Holdings SA Company Guar. Notes 5.88% due 02/15/2019*		1,225,000		1,255,625
INEOS Group Holdings SA Company Guar. Notes 6.13% due 08/15/2018#*		4,270,000		4,408,775
				5,664,400
Containers - Metal/Glass — 0.0%
Ardagh Packaging Finance PLC/Ardagh MP Holdings USA, Inc. Senior Notes 7.00% due 11/15/2020*		140,294		142,749
Electric - Integrated — 0.3%
EDP Finance BV Senior Notes 5.25% due 01/14/2021*		1,020,000		1,076,447

Security Description	Principal Amount(16)		Value (Note 2)
Engineering/R&D Services — 0.6%
Abengoa Finance SAU Company Guar. Notes 6.00% due 03/31/2021*	EUR	855,000	$	1,166,005
Abengoa Finance SAU Company Guar. Notes 7.75% due 02/01/2020*		1,355,000		1,480,338
				2,646,343
Gambling (Non-Hotel) — 0.1%
Great Canadian Gaming Corp. Company Guar. Notes 6.63% due 07/25/2022*	CAD	575,000		555,275
Gold Mining — 0.2%
AuRico Gold, Inc. Sec. Notes 7.75% due 04/01/2020*	$	730,000		750,075
Internet Connectivity Services — 0.3%
Ymobile Corp. Company Guar. Notes 8.25% due 04/01/2018*		1,340,000		1,420,400
Medical - Drugs — 0.2%
Grifols Worldwide Operations, Ltd. Senior Notes 5.25% due 04/01/2022*		905,000		929,888
Metal - Diversified — 0.1%
Constellium NV Company Guar. Notes 5.75% due 05/15/2024*		430,000		447,200
Multimedia — 0.3%
Quebecor Media, Inc. Senior Notes 5.75% due 01/15/2023		1,290,000		1,322,250
Oil & Gas Drilling — 0.9%
Paragon Offshore PLC Company Guar. Notes 6.75% due 07/15/2022#*		2,990,000		2,720,900
Seadrill, Ltd. Senior Notes 6.13% due 09/15/2017*(3)		1,110,000		1,146,075
				3,866,975
Oil Companies - Exploration & Production — 1.5%
Harvest Operations Corp. Company Guar. Notes 6.88% due 10/01/2017		1,925,000		2,054,937
MEG Energy Corp. Company Guar. Notes 6.38% due 01/30/2023*		480,000		508,800
Tullow Oil PLC Company Guar. Notes 6.00% due 11/01/2020*		1,220,000		1,232,200
Tullow Oil PLC Company Guar. Notes 6.25% due 04/15/2022*		2,465,000		2,465,000
				6,260,937
Satellite Telecom — 1.3%
Intelsat Jackson Holdings SA Company Guar. Notes 6.63% due 12/15/2022		590,000		616,550

35

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Satellite Telecom (continued)
Intelsat Jackson Holdings SA Company Guar. Notes 7.25% due 10/15/2020	$	1,000,000	$	1,070,000
Intelsat Jackson Holdings SA Company Guar. Notes 7.50% due 04/01/2021		825,000		893,062
Intelsat Luxembourg SA Company Guar. Notes 6.75% due 06/01/2018		235,000		246,163
Intelsat Luxembourg SA Company Guar. Notes 7.75% due 06/01/2021		2,405,000		2,537,275
				5,363,050
Special Purpose Entity — 0.0%
Hellas Telecommunications Luxembourg II SA FRS Sub. Notes 6.03% due 01/15/2015*†(1)(2)(6)(12).		925,000		0
Telecom Services — 1.9%
Altice Financing SA Senior Sec. Notes 6.50% due 01/15/2022*		985,000		1,036,712
Altice Financing SA Senior Sec. Notes 7.88% due 12/15/2019*		750,000		811,365
Altice Finco SA Company Guar. Notes 8.13% due 01/15/2024*		300,000		326,250
Altice Finco SA Senior Sec. Notes 9.88% due 12/15/2020*		535,000		606,867
UPCB Finance V, Ltd. Senior Sec. Notes 7.25% due 11/15/2021*		545,000		596,775
UPCB Finance VI, Ltd. Senior Sec. Notes 6.88% due 01/15/2022*		1,175,000		1,271,937
Wind Acquisition Finance SA Senior Sec. Notes 4.00% due 07/15/2020*	EUR	2,245,000		2,964,567
Wind Acquisition Finance SA Senior Sec. Notes 6.50% due 04/30/2020*		220,000		235,400
				7,849,873
Telephone - Integrated — 0.4%
Softbank Corp. Company Guar. Notes 4.50% due 04/15/2020*		1,710,000		1,739,925
Television — 0.2%
Videotron, Ltd. Company Guar. Notes 5.00% due 07/15/2022		845,000		868,238
Travel Services — 0.1%
Carlson Wagonlit BV Senior Sec. Notes 6.88% due 06/15/2019*		535,000		571,781
Total Foreign Corporate Bonds & Notes
(cost $47,113,216)				47,298,393

Security Description	Principal Amount(16)		Value (Note 2)
LOANS(2)(10)(11) — 5.1%
Beverages - Non-alcoholic — 0.0%
Le-Natures, Inc. Escrow Loans 9.36% due 03/01/2011†(1)	$	600,000	$	0
Building - Residential/Commercial — 0.0%
TOUSA, Inc. Escrow Loans 12.25% due 08/15/2013†(1)		2,037,810		0
Coal — 0.3%
Arch Coal, Inc. BTL 2nd Lien 6.25% due 05/01/2018		1,185,825		1,153,003
E-Commerce/Products — 0.3%
Lands’ End, Inc. BTL 4.25% due 04/04/2021		1,107,225		1,095,691
Electric - Integrated — 0.7%
Texas Competitive Electric Holdings Co. LLC BTL 4.74% due 10/10/2017†(6)(7)		3,873,748		2,987,628
Electronic Components - Semiconductors — 0.3%
Freescale Semiconductor, Inc. BTL 5.00% due 01/15/2021		1,310,100		1,312,556
Independent Power Producers — 0.1%
Calpine Corp BTL 4.00% due 10/31/2020		358,200		356,807
Insurance - Property/Casualty — 1.1%
Asurion LLC BTL 4.25% due 07/08/2020		2,981,820		2,971,703
Asurion LLC BTL 5.00% due 05/24/2019		766,045		767,823
Asurion LLC BTL 8.50% due 03/03/2021		740,000		763,125
				4,502,651
Machinery - General Industrial — 1.0%
Gardner Denver, Inc. BTL 4.25% due 07/30/2020		1,865,900		1,859,681
RBS Global, Inc. BTL 4.00% due 08/21/2020		2,282,750		2,267,259
				4,126,940
Medical - Outpatient/Home Medical — 0.2%
Amsurg Corp. BTL 3.75% due 07/16/2021		930,000		928,605
Metal Processors & Fabrication — 0.3%
Crosby US Acquisition Corp. BTL 4.00% due 11/23/2020		1,512,400		1,503,326
Publishing - Newspapers — 0.4%
Tribune Co. BTL 4.00% due 12/27/2020		1,844,227		1,841,347

36

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares/ Principal Amount(16)		Value (Note 2)
LOANS (continued)
Retail - Major Department Stores — 0.4%
Neiman Marcus Group LTD LLC BTL 4.25% due 10/25/2020	$	1,638,342	$	1,625,235
Total Loans
(cost $22,690,271)				21,433,789
COMMON STOCKS — 0.1%
Food - Misc./Diversified — 0.1%
Wornick Co.†(1)(2)		3,444		259,368
Multimedia — 0.0%
Haights Cross Communication, Inc.†(1)(2)		10,439		0
Paper & Related Products — 0.0%
Caraustar Industries, Inc.†(1)(2)		80		0
Total Common Stocks
(cost $532,479)				259,368
MEMBERSHIP INTEREST CERTIFICATES — 0.0%
Casino Services — 0.0%
Herbst Gaming, Inc.†(2)(13) (cost $232,701)		23,439		152,354
CONVERTIBLE PREFERRED SECURITY — 0.3%
Satellite Telecom — 0.3%
Intelsat SA Series A 5.75% (cost $1,466,529)		27,380		1,312,871
PREFERRED SECURITIES — 0.9%
Diversified Banking Institutions — 0.9%
GMAC Capital Trust I FRS Series 2 8.13%		134,000		3,601,920
Diversified Financial Services — 0.0%
Citigroup Capital XIII FRS 7.88%		2,025		55,161
Total Preferred Securities
(cost $3,507,976)				3,657,081
PREFERRED SECURITIES/CAPITAL SECURITIES — 5.5%
Banks - Commercial — 1.0%
Banco Bilbao Vizcaya Argentaria SA VRS 7.00% due 02/19/2019(5)	EUR	3,000,000		4,138,942
Diversified Banking Institutions — 3.1%
Barclays PLC VRS 6.63% due 06/01/2024(5)		334,000		328,155
Barclays PLC VRS 8.25% due 12/15/2018#(5)		2,595,000		2,748,570
Credit Agricole SA VRS 7.88% due 01/23/2024#*(5)		775,000		836,031
Credit Suisse Group AG VRS 7.50% due 12/11/2023*(5)		1,395,000		1,513,575
Royal Bank of Scotland Group PLC FRS 6.99% due 10/05/2017*(5)		1,690,000		1,939,275
Royal Bank of Scotland Group PLC FRS 7.64% due 09/30/2017(5)		500,000		528,750
Societe Generale SA VRS 6.00% due 01/27/2020*(5)		1,310,000		1,251,050
Societe Generale SA VRS 7.88% due 12/18/2023*(5)		2,835,000		2,956,054
Societe Generale SA VRS 8.25% due 11/29/2018(5)		875,000		936,600
				13,038,060

Security Description	Shares/ Principal Amount(16)			Value (Note 2)
Insurance - Multi-line — 1.1%
Hartford Financial Services Group, Inc. FRS 8.13% due 06/15/2018	$	3,170,000		$	3,732,675
Voya Financial, Inc. FRS 5.65% due 05/15/2023		765,000			778,388
					4,511,063
Multimedia — 0.3%
NBCUniversal Enterprise, Inc. 5.25% due 03/19/2021*(5)		1,260,000			1,313,550
Total Preferred Securities/Capital Securities
(cost $21,834,176)					23,001,615
WARRANTS — 0.1%
Television — 0.1%
ION Media Networks, Inc.†(1)(2)(13) Expires 12/18/2016 (strike price $0.01)		310			149,005
ION Media Networks, Inc.†(1)(2)(13) Expires 12/18/2016 (strike price $0.01)		306			147,083
Total Warrants
(cost $0)					296,088
Total Long-Term Investment Securities
(cost $390,669,933)					401,030,672
SHORT-TERM INVESTMENT SECURITIES — 4.2%
Registered Investment Companies — 4.2%
State Street Navigator Securities Lending Prime Portfolio(14) (cost $17,525,510)	$	17,525,510			17,525,510
REPURCHASE AGREEMENT — 2.8%
Agreement with State Street Bank and Trust Co., bearing interest at 0.00%, dated 08/29/2014, to be repurchased 09/02/2014 in the amount of $11,719,000 and collateralized by $12,805,000 of Federal Home Loan Mtg. Corp. Notes, bearing interest at 2.00%, due 01/30/2023 and having an approximate value of $11,956,682. (cost $11,719,000)		11,719,000			11,719,000
TOTAL INVESTMENTS
(cost $419,914,443)(17)		102.3	%		430,275,182
Liabilities in excess of other assets		(2.3	)		(9,816,455	)
NET ASSETS —		100.0	%	$	420,458,727

# The security or a portion thereof is out on loan (see Note 2)

* 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, 2014, the aggregate value of these securities was $161,288,354 representing 38.4% of net assets. Unless otherwise indicated, these securities are not considered to be illiquid.

† Non-income producing security

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

(2) Illiquid security. At August 31, 2014, the aggregate value of these securities was $22,141,696 representing 5.3% of net assets.

(3) “Step-up” security where the rate increases (“steps-up”) at a predetermined rate. The rate reflected is as of August 31, 2014.

(4) PIK (“Payment-in-Kind”) security — Income may be paid in additional securities or cash at the discretion of the issuer.

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

(6) Security in default

37

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

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

(8) Security in default of interest and principal at maturity.

(9) Company has filed for Chapter 7 bankruptcy.

(10) 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.

(11) The Fund invests in senior loans which generally pay interest 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 European banks, such as the London Inter-Bank Offer Rate (“LIBOR”) or the prime 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.

(12) Company has filed for bankruptcy protection in the country of issuance.

(13) 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, 2014, the High Yield Bond Fund held the following restricted securities:

Description	Acquisition Date		Shares/ Principal Amount		Acquisition Cost		Value		Value Per Share		% of Net Assets
Membership Interest Certificate
Herbst Gaming, Inc.		03/26/2008		23,439	$	232,701	$	152,354	$	6.50		0.04	%
Warrants
ION Media Networks, Inc. Expires 12/18/2016 (Strike price $0.01)		11/11/2010		310		–		149,005		480.66		0.04	%
ION Media Networks, Inc. Expires 12/18/2016 (Strike price $0.01)		03/01/2011		306		–		147,083		480.66		0.03	%
							$	448,442				0.11	%

(14) At August 31, 2014, the Fund had loaned securities with a total value of $17,182,891. This was secured by collateral of $17,525,510 which was received in cash and subsequently invested in short-term investments currently valued at $17,525,510 as reported in the portfolio of Investments.

(15) Security currently paying interest/dividends in the form of additional securities.

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

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

BTL—Bank Term Loan

CAD—Canadian Dollar

EUR—Euro

FRS—Floating Rate Security

VRS—Variable Rate Security

The rates shown on FRS and VRS are the current interest rates at August 31, 2014 and unless noted otherwise, the dates shown are original maturity dates.

Open Forward Foreign Currency Contracts
Counterparty	Contract to Deliver			In Exchange For			Delivery Date		Unrealized Appreciation		Unrealized Depreciation
Bank of Montreal		CAD	575,000		USD	524,582		09/30/2014	$	–	$	(3,910	)
Standard Chartered Bank		EUR	6,190,000		USD	8,190,602		09/30/2014		56,026		–
Net Unrealized Appreciation (Depreciation)									$	56,026	$	(3,910	)

CAD—Canadian Dollar

EUR—Euro

USD—United States Dollar

Over the Counter Credit Default Swaps on Corporate Issues — Buy Protection(1)
Reference Obligation	Fixed Deal Receive (Pay) Rate			Termination Date		Counterparty	Implied Credit Spread at August 31, 2014(2)			Notional Amount(3)		Value at August 31, 2014(4)			Upfront Premiums Paid/ (Received)			Unrealized Appreciation/ (Depreciation)
Valeant Pharmaceuticals International		(5.00	%)		6/20/2019	Goldman Sachs & Co.		0.2083	%	$	195,000	$	(25,351	)	$	(23,109	)	$	(2,242	)

Centrally Cleared Credit Default Swaps on Credit Indicies — Sell Protection(5)
Reference Obligation	Fixed Deal Receive Rate			Termination Date		Counterparty	Implied Credit Spread at August 31, 2014(2)			Notional Amount(3)		Value at August 31, 2014(4)		Upfront Premiums Paid/ (Received)		Unrealized Appreciation/ (Depreciation)
Markit CDX North America High Yield Index		5.00	%		6/20/2019	Goldman Sachs & Co.		0.3107	%	$	3,900,600	$	314,395	$	312,567	$	1,828

(1) If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

(2) Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate issues or sovereign issues of an emerging country as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced entity or obligation.

(3) The maximum potential amount the Fund could be required to make as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

(4) The quoted market prices and resulting values for credit default swap agreements on asset-backed securities and credit indices serve as an indicator of the current status of the payment/performance risk and represent the likelihood of an expected (liability) or profit for the credit derivative should the notional amount of the swap agreement have been closed/sold as of the period

38

VALIC Company II High Yield Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

end. Increasing market values, in absolute terms when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

(5) If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation.

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Convertible Bonds & Notes:
Medical - Drugs	$	—	$	—	$	0	$	0
Other Industries*		—		2,988,090		—		2,988,090
U.S. Corporate Bonds & Notes:
Cellular Telecom		—		27,344,506		—		27,344,506
Medical - Hospitals		—		25,158,127		—		25,158,127
Recycling		—		—		97		97
Rubber/Plastic Products		—		—		0		0
Other Industries*		—		247,114,106		—		247,114,106
Foreign Convertible Bonds & Notes		—		1,014,187		—		1,014,187
Foreign Corporate Bonds & Notes:
Special Purpose Entity		—		—		0		0
Other Industries*		—		47,298,393		—		47,298,393
Loans:
Beverages - Non-alcoholic		—		—		0		0
Building - Residential/Commercial		—		—		0		0
Other Industries*		—		21,433,789		—		21,433,789
Common Stocks		—		—		259,368		259,368
Membership Interest Certificates		—		152,354		—		152,354
Convertible Preferred Security		1,312,871		—		—		1,312,871
Preferred Securities		3,657,081		—		—		3,657,081
Preferred Securities/Capital Securities		—		23,001,615		—		23,001,615
Warrants		—		—		296,088		296,088
Short-Term Investment Securities:
Registered Investment Companies		17,525,510		—		—		17,525,510
Repurchase Agreement		—		11,719,000		—		11,719,000
Other Financial Instruments:@
Open Forward Foreign Currency Contracts - Appreciation		—		56,026		—		56,026
Centrally Cleared Credit Default Swaps on Credit Indicies - Sell Protection - Appreciation		—		1,828		—		1,828
Total	$	22,495,462	$	407,282,021	$	555,553	$	430,333,036
LIABILITIES:
Other Financial Instruments:@
Open Forward Foreign Currency Contracts - Depreciation		—		3,910		—		3,910
Over the Counter Credit Default Swaps on Credit Indicies - Buy Protection - Depreciation		—		2,242		—		2,242
Total	$	—	$	6,152	$	—	$	6,152

* Sum of all other industries each of which individually has an aggregate value of less than 5% of net assets. For a detailed presentation of securities 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 and swap contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

At the beginning and end of the reporting period, Level 3 investments were not considered a material portion of the Fund.

See Notes to Financial Statements

39

VALIC Company II International Opportunities Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Oil Companies — Exploration & Production	4.1	%
Auto/Truck Parts & Equipment — Original	3.6
Banks — Commercial	3.2
Real Estate Investment Trusts	3.0
Medical — Drugs	2.9
Diversified Operations/Commercial Services	2.8
Wire & Cable Products	1.8
Real Estate Operations & Development	1.7
Building — Residential/Commercial	1.7
Distribution/Wholesale	1.7
Building & Construction — Misc.	1.6
Food — Misc./Diversified	1.6
Investment Management/Advisor Services	1.4
Machine Tools & Related Products	1.4
Chemicals — Specialty	1.4
Electronic Components — Misc.	1.3
Computers — Integrated Systems	1.3
Diversified Manufacturing Operations	1.3
Metal Processors & Fabrication	1.3
Registered Investment Companies	1.3
Fisheries	1.3
Wireless Equipment	1.2
Building & Construction Products — Misc.	1.2
Applications Software	1.2
Chemicals — Diversified	1.2
Commercial Services	1.2
Insurance — Property/Casualty	1.2
Machinery — General Industrial	1.1
Cosmetics & Toiletries	1.1
Electronic Measurement Instruments	1.1
Semiconductor Equipment	1.0
Batteries/Battery Systems	1.0
Retail — Apparel/Shoe	1.0
Casino Hotels	1.0
Beverages — Non-alcoholic	1.0
Transport — Services	1.0
Engineering/R&D Services	1.0
Retail — Major Department Stores	0.9
Banks — Mortgage	0.9
Schools — Day Care	0.8
Medical Products	0.8
Retail — Discount	0.8
Repurchase Agreement	0.8
Transport — Marine	0.8
Finance — Investment Banker/Broker	0.8
Medical Labs & Testing Services	0.8
Insurance Brokers	0.8
Auto — Cars/Light Trucks	0.7
Computer Services	0.7
E-Commerce/Services	0.7
Apparel Manufacturers	0.7
Human Resources	0.7
Exchange-Traded Funds	0.7
Containers — Paper/Plastic	0.7
Retail — Restaurants	0.7
Food — Meat Products	0.7
Chemicals — Plastics	0.7
Transactional Software	0.6
Brewery	0.6
Schools	0.6
Diversified Operations	0.6
Hotels/Motels	0.6
Real Estate Management/Services	0.6
Building — Heavy Construction	0.5
Telecom Services	0.5
Diversified Minerals	0.5
Leisure Products	0.5
Metal — Diversified	0.5
Oil — Field Services	0.5

Diversified Financial Services	0.5	%
Retail — Convenience Store	0.5
Respiratory Products	0.5
Miscellaneous Manufacturing	0.4
Funeral Services & Related Items	0.4
Finance — Other Services	0.4
Aerospace/Defense — Equipment	0.4
Food — Catering	0.4
Metal — Aluminum	0.4
Aerospace/Defense	0.4
Cellular Telecom	0.4
Electric — Generation	0.4
Broadcast Services/Program	0.4
Satellite Telecom	0.4
Electronic Components — Semiconductors	0.4
Electric Products — Misc.	0.3
Coatings/Paint	0.3
Rubber/Plastic Products	0.3
Retail — Misc./Diversified	0.3
Rental Auto/Equipment	0.3
Telephone — Integrated	0.3
Consulting Services	0.3
Insurance — Life/Health	0.3
Veterinary Products	0.3
Entertainment Software	0.3
Casino Services	0.3
Forestry	0.3
Food — Wholesale/Distribution	0.3
Soap & Cleaning Preparation	0.3
Telecommunication Equipment	0.3
Food — Retail	0.3
Transport — Truck	0.3
Food — Flour & Grain	0.3
Retail — Drug Store	0.2
Instruments — Controls	0.2
Oil Refining & Marketing	0.2
Gambling (Non-Hotel)	0.2
Semiconductor Components — Integrated Circuits	0.2
Airlines	0.2
E-Commerce/Products	0.2
Retail — Perfume & Cosmetics	0.2
Footwear & Related Apparel	0.2
Medical Instruments	0.2
Metal — Iron	0.2
Tobacco	0.2
Travel Services	0.2
Retail — Automobile	0.2
Computers	0.2
Dental Supplies & Equipment	0.2
Advertising Services	0.2
Enterprise Software/Service	0.2
Food — Confectionery	0.2
Photo Equipment & Supplies	0.2
Finance — Credit Card	0.2
Electronic Parts Distribution	0.2
Auto/Truck Parts & Equipment — Replacement	0.1
Mining Services	0.1
Television	0.1
Hazardous Waste Disposal	0.1
Internet Content — Information/News	0.1
Computers — Periphery Equipment	0.1
Computer Aided Design	0.1
Office Automation & Equipment	0.1
Retail — Building Products	0.1
Finance — Consumer Loans	0.1
Retail — Home Furnishings	0.1
Food — Dairy Products	0.1
Electronic Connectors	0.1
Electric — Integrated	0.1

40

VALIC Company II International Opportunities Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited) — (continued)

Industry Allocation* (continued)

Beverages — Wine/Spirits	0.1	%
Insurance — Multi-line	0.1
Oil Field Machinery & Equipment	0.1
Paper & Related Products	0.1
Consumer Products — Misc.	0.1
Building Products — Cement	0.1
Office Supplies & Forms	0.1
Bicycle Manufacturing	0.1
Machinery — Pumps	0.1
Industrial Gases	0.1
Textile — Products	0.1
	99.6%

Country Allocation*

United Kingdom	20.6	%
Japan	15.5
Canada	8.1
Germany	7.1
Australia	4.0
Ireland	3.8
United States	3.7
Denmark	3.7
France	3.0
Sweden	2.7
Bermuda	2.7
Brazil	2.7
Switzerland	2.4
South Korea	2.0
Cayman Islands	2.0
Norway	1.7
Netherlands	1.4
Mexico	1.2
Taiwan	1.1
Belgium	1.1
Philippines	0.9
Spain	0.8
Italy	0.8
Indonesia	0.7
Thailand	0.7
Malaysia	0.7
Finland	0.6
Curacao	0.6
Turkey	0.4
Singapore	0.4
Luxembourg	0.4
China	0.3
Greece	0.3
New Zealand	0.3
Hong Kong	0.3
Israel	0.3
Austria	0.2
Faroe Islands	0.2
Panama	0.1
South Africa	0.1
	99.6	%

* Calculated as a percentage of net assets

41

VALIC Company II International Opportunities Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 95.3%
Australia — 4.0%
Alumina, Ltd.†		1,512,333	$	2,189,288
Ansell, Ltd.		78,246		1,454,249
Austbrokers Holdings, Ltd.		84,257		881,349
Computershare, Ltd.		126,222		1,452,344
DuluxGroup, Ltd.		157,156		842,493
Echo Entertainment Group, Ltd.		1,930,409		5,697,182
Flight Centre Travel Group, Ltd.		24,999		1,095,013
G8 Education Ltd#		977,788		4,913,044
Gunns, Ltd.†(1)(2)		2,150,658		0
Iluka Resources, Ltd.#		60,676		504,348
Insurance Australia Group, Ltd.†		62,313		376,536
Orica, Ltd.†		43,583		834,439
WorleyParsons, Ltd.		221,654		3,403,307
				23,643,592
Austria — 0.2%
Mayr-Melnhof Karton AG		7,264		847,173
Schoeller-Bleckmann Oilfield Equipment AG…..		5,079		533,884
				1,381,057
Belgium — 1.1%
Arseus NV		63,643		3,464,949
Bekaert NV		55,575		2,065,084
D’Ieteren SA		14,530		603,202
				6,133,235
Bermuda — 2.7%
BW LPG, Ltd.*		260,075		3,575,116
Catlin Group, Ltd.		195,317		1,666,674
Credicorp, Ltd.		11,955		1,853,862
Dairy Farm International Holdings, Ltd.		117,900		1,226,160
Esprit Holdings, Ltd.		379,450		614,950
First Pacific Co., Ltd.		1,208,250		1,401,561
Global Brands Group Holding, Ltd.†#		250,000		57,419
Hiscox, Ltd.		225,789		2,432,736
Li & Fung, Ltd.		250,000		310,320
Midland Holdings, Ltd.†		600,000		297,288
Pacific Basin Shipping, Ltd.		913,049		560,785
Peace Mark Holdings, Ltd.†(1)(2)		686,000		0
Shangri-La Asia, Ltd.		554,000		857,801
VTech Holdings, Ltd.		63,949		783,886
				15,638,558
Brazil — 2.7%
Abril Educacao SA		29,870		522,808
Alupar Investimento SA		66,500		548,993
Brasil Brokers Participacoes SA		145,600		235,458
Brasil Insurance Participacoes e Administracao SA		85,100		303,752
CETIP SA - Mercados Organizados		61,655		899,279
Cia Hering		25,200		315,098
Estacio Participacoes SA		100,350		1,332,770
GAEC Educacao SA		42,000		562,126
Klabin SA		103,600		526,215
Kroton Educacional SA		40,047		1,199,532
Linx SA		24,400		559,505
Localiza Rent a Car SA		39,978		711,692
LPS Brasil Consultoria de Imoveis SA		78,800		387,224
M. Dias Branco SA		23,600		1,064,820
Marfrig Alimentos SA†		907,100		3,079,723
Mills Estruturas e Servicos de Engenharia SA		79,700		815,336
Odontoprev SA		235,900		1,028,539
Qualicorp SA†		64,737		809,755
Totvs SA		38,700		706,402
				15,609,027

Security Description	Shares		Value (Note 2)
Canada — 8.1%
Alimentation Couche-Tard, Inc., Class B…...		45,120	$	1,353,227
CAE, Inc.		123,600		1,527,807
Canacol Energy, Ltd.†		657,000		4,120,979
Canadian Oil Sands, Ltd.		35,320		760,778
Canadian Western Bank		20,030		749,214
Descartes Systems Group, Inc.†		205,000		2,865,814
Dollarama, Inc.		29,288		2,493,507
Entertainment One, Ltd.		622,962		3,666,277
Finning International, Inc.		21,460		669,083
Interfor Corp.†		105,500		1,614,568
Kelt Exploration, Ltd.†		211,500		2,657,123
Linamar Corp.		109,700		6,331,989
Long Run Exploration, Ltd.		450,600		2,183,999
Lundin Mining Corp.†		496,000		2,654,944
MEG Energy Corp.†		24,769		882,280
Methanex Corp.		60,700		4,058,576
Parex Resources, Inc.†		327,500		4,225,904
Peyto Exploration & Development Corp.#		110,800		3,926,353
TORC Oil & Gas, Ltd.		26,840		360,401
Tourmaline Oil Corp.†		9,224		467,181
				47,570,004
Cayman Islands — 2.0%
51job, Inc. ADR†		34,960		1,210,315
Airtac International Group		214,000		2,201,536
Ajisen China Holdings, Ltd.		773,000		640,339
Geely Automobile Holdings, Ltd.		7,170,000		2,756,963
Haitian International Holdings, Ltd.		103,000		265,805
Jumei International Holding, Ltd. ADR†#		40,600		1,241,142
Shenguan Holdings Group, Ltd.		2,624,000		954,791
Stella International Holdings, Ltd.		444,000		1,214,547
Want Want China Holdings, Ltd.#		789,000		975,299
				11,460,737
China — 0.3%
Guangzhou Automobile Group Co., Ltd.		1,496,000		1,557,761
Wumart Stores, Inc.#		315,000		300,772
				1,858,533
Denmark — 3.7%
Carlsberg A/S, Class B		8,379		764,159
Christian Hansen Holding A/S		24,439		994,132
DSV A/S		64,472		1,977,752
GN Store Nord A/S		317,341		7,215,731
Jyske Bank A/S†		68,080		3,710,900
Royal UNIBREW A/S†		16,705		2,964,460
Sydbank A/S†		72,651		2,233,779
TDC A/S		154,002		1,321,903
William Demant Holding A/S†		3,442		265,942
				21,448,758
Faroe Islands — 0.2%
Bakkafrost P/F		46,600		1,007,494
Finland — 0.6%
Huhtamaki Oyj		124,856		3,346,712
Outotec Oyj		25,763		232,389
Tikkurila Oyj		8,309		196,845
				3,775,946
France — 3.0%
Cap Gemini SA		8,974		638,032
Christian Dior SA		15,025		2,672,093
Dassault Systemes		9,944		658,522
Edenred		17,304		513,165
Eutelsat Communications SA		31,075		1,036,495

42

VALIC Company II International Opportunities Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares			Value (Note 2)
COMMON STOCKS (continued)
France (continued)
Faiveley Transport SA		2,012		$	137,788
Havas SA		125,184			1,023,429
Ingenico SA		43,218			4,152,213
Legrand SA		15,865			876,984
Neopost SA		9,557			638,294
SEB SA		2,237			176,064
Societe BIC SA		2,819			382,996
Sodexo		21,175			2,085,882
Technip SA		12,105			1,121,328
Virbac SA		8,690			1,733,287
					17,846,572
Germany — 6.2%
Aareal Bank AG		122,554			5,483,871
Amadeus Fire AG		10,286			750,774
Beiersdorf AG		15,198			1,337,751
Brenntag AG		28,806			1,524,394
CTS Eventim AG		107,816			3,000,461
Delticom AG		2,415			62,718
Deutsche Wohnen AG		65,816			1,484,843
ElringKlinger AG		15,400			521,047
GEA Group AG		48,530			2,195,463
Gerry Weber International AG		21,644			976,031
Infineon Technologies AG		82,689			961,002
Krones AG		31,626			2,895,967
KUKA AG		96,809			5,828,404
LEG Immobilien AG		10,290			765,533
MTU Aero Engines AG		8,980			783,472
Pfeiffer Vacuum Technology AG		3,979			358,655
ProSiebenSat.1 Media AG		6,816			273,289
Symrise AG		50,388			2,691,989
TAG Immobilien AG		14,150			163,353
Wirecard AG		112,992			4,221,626
					36,280,643
Greece — 0.3%
Ellaktor SA†		396,257			1,811,903
Hong Kong — 0.3%
Techtronic Industries Co.		549,500			1,680,396
Indonesia — 0.7%
PT Matahari Department Store Tbk		1,549,500			2,155,855
PT Mitra Adiperkasa Tbk		960,500			494,722
PT Semen Indonesia Persero Tbk		293,500	��		407,099
PT XL Axiata Tbk		2,456,500			1,249,512
					4,307,188
Ireland — 3.8%
DCC PLC		26,788			1,590,323
Greencore Group PLC		766,979			3,390,800
ICON PLC†		55,000			2,724,700
Jazz Pharmaceuticals PLC†		54,700			8,911,724
Kerry Group PLC, Class A		16,515			1,242,318
Kingspan Group PLC		206,561			3,594,836
Paddy Power PLC (ISE)		67			4,283
Paddy Power PLC (LSE)		9,113			582,536
					22,041,520
Israel — 0.3%
Bezeq The Israeli Telecommunication Corp., Ltd.		345,720			653,429
NICE Systems, Ltd.		20,314			784,827
					1,438,256

Security Description	Shares		Value (Note 2)
Italy — 0.8%
Brembo SpA		116,261	$	4,119,968
Davide Campari-Milano SpA		70,705		544,875
				4,664,843
Japan — 15.5%
ABC-Mart, Inc.		20,100		1,029,679
Adastria Holdings Co., Ltd.		3,130		62,663
AEON Financial Service Co., Ltd.		40,500		939,661
Air Water, Inc.		21,000		330,203
Alps Electric Co., Ltd.		326,600		5,251,591
Brother Industries, Ltd.		72,100		1,397,719
Calbee, Inc.		22,100		762,545
Calsonic Kansei Corp.		657,000		3,788,745
Chiba Bank, Ltd.		141,000		993,349
Cosmos Pharmaceutical Corp.		6,000		747,946
Daiseki Co., Ltd.		41,100		736,320
Daiwa Securities Group, Inc.		132,000		1,073,432
FamilyMart Co., Ltd.		7,200		301,716
Fujikura, Ltd.		1,716,000		8,394,868
Glory, Ltd.		5,300		160,205
GS Yuasa Corp.		971,000		5,842,145
Gurunavi, Inc.		83,300		1,317,813
Hirose Electric Co., Ltd.		4,400		567,947
Hisamitsu Pharmaceutical Co., Inc.		5,400		214,350
Hogy Medical Co., Ltd.		2,800		156,894
Japan Exchange Group, Inc.		12,300		291,762
Japan Petroleum Exploration Co.		8,800		342,544
Japan Pure Chemical Co., Ltd.		2,300		50,600
JGC Corp.		54,000		1,562,728
Kakaku.com, Inc.		16,000		250,815
Kansai Paint Co., Ltd.		57,000		905,032
Keyence Corp.		900		385,146
Kintetsu World Express, Inc.		10,300		409,347
Kobayashi Pharmaceutical Co., Ltd.		22,200		1,423,173
Koito Manufacturing Co., Ltd.		40,000		1,092,604
Konica Minolta, Inc.		88,500		972,228
KYORIN Holdings, Inc.		21,000		471,286
Lawson, Inc.		16,800		1,206,170
Maeda Corp.		259,000		2,362,353
Milbon Co., Ltd.		13,400		443,683
Miraca Holdings, Inc.		35,000		1,628,142
MonotaRO Co., Ltd.		41,100		1,144,772
Nakanishi, Inc.		25,800		1,032,794
Nihon Kohden Corp.		14,500		802,730
Nippo Corp.		128,000		2,514,604
Nippon Television Holdings, Inc.		33,900		520,987
Nitori Holdings Co., Ltd.		9,700		581,748
Nomura Research Institute, Ltd.		41,100		1,297,645
NTN Corp.		703,000		2,952,674
OBIC Business Consultants, Ltd.		17,600		518,468
OBIC Co., Ltd.		102,800		3,522,341
Omron Corp.		5,700		246,802
Park24 Co., Ltd.		17,800		309,655
Proto Corp.		31,500		470,479
Rakuten, Inc.		10,000		129,367
Santen Pharmaceutical Co., Ltd.		31,600		1,822,288
Seria Co., Ltd.		6,000		246,528
Shimamura Co., Ltd.		2,900		261,445
Shimano, Inc.		3,200		381,681
Shimizu Corp.		582,000		4,810,611
Shiseido Co., Ltd.		12,300		226,979
Shizuoka Bank, Ltd.		57,000		591,119
SK Kaken Co., Ltd.		3,000		253,736
Sony Financial Holdings, Inc.		48,600		778,198
Stanley Electric Co., Ltd.		34,000		804,863

43

VALIC Company II International Opportunities Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares			Value (Note 2)
COMMON STOCKS (continued)
Japan (continued)
Sundrug Co., Ltd.		15,500		$	688,260
Suruga Bank, Ltd.		199,000			3,779,365
Sysmex Corp.		10,100			390,720
Takata Corp.		40,200			797,470
Terumo Corp.		20,300			510,792
Tokyo Tatemono Co., Ltd.		648,000			5,542,986
Toshiba Plant Systems & Services Corp.		16,000			270,498
Tsumura & Co.		28,000			715,575
Unicharm Corp.		26,000			1,707,011
USS Co., Ltd.		64,400			1,061,521
Welcia Holdings Co., Ltd.		3,600			105,704
Yamato Holdings Co., Ltd.		71,600			1,479,208
					91,139,028
Jersey — 0.0%			��
Wolseley PLC		4,297			230,988
Luxembourg — 0.4%
B&M European Value Retail SA†		227,950			1,052,039
SES SA FDR		27,910			1,032,693
					2,084,732
Malaysia — 0.7%
Astro Malaysia Holdings Bhd		2,015,500			2,097,348
IGB Real Estate Investment Trust		1,028,400			407,836
Public Bank Bhd		148,300			907,114
Top Glove Corp. Bhd		477,100			725,035
					4,137,333
Mexico — 1.2%
Arca Continental SAB de CV		86,335			633,809
Bolsa Mexicana de Valores SAB de CV		312,000			672,589
Concentradora Fibra Danhos SA de CV		263,755			714,817
Concentradora Fibra Hotelera Mexicana SA de CV		589,000			1,044,969
Controladora Vuela Cia de Aviacion SAB de CV ADR†		60,820			535,216
Genomma Lab Internacional SAB de CV, Class B†		294,800			791,739
Grupo Lala SAB de CV		220,800			572,568
Kimberly-Clark de Mexico SAB de CV, Class A		188,100			505,033
Mexico Real Estate Management SA de CV*		107,111			215,586
Prologis Property Mexico SA de CV		197,350			439,922
Promotora y Operadora de Infraestructura SAB de CV†		55,400			776,555
					6,902,803
Netherlands — 1.4%
Aalberts Industries NV		101,930			2,825,273
ASM International NV		33,696			1,308,322
Brunel International NV		16,834			415,174
Fugro NV CVA		10,052			364,602
Koninklijke Vopak NV		10,542			540,492
Sensata Technologies Holding NV†		17,413			856,197
Ziggo NV		42,043			1,999,775
					8,309,835
New Zealand — 0.3%
Fisher & Paykel Healthcare Corp., Ltd.		421,630			1,805,682
Norway — 1.7%
Marine Harvest ASA		283,773			3,839,070
Opera Software ASA		215,876			3,112,081
Petroleum Geo-Services ASA		13,653			102,740
Salmar ASA		133,465			2,476,379
Storebrand ASA†		98,067			544,294
					10,074,564

Security Description	Shares		Value (Note 2)
Panama — 0.1%
Copa Holdings SA, Class A		6,644	$	817,079
Philippines — 0.9%
BDO Unibank, Inc.		843,520		1,750,884
Megaworld Corp.		21,944,000		2,199,433
Security Bank Corp.		414,730		1,204,239
				5,154,556
Singapore — 0.4%
Ascendas India Trust		1,997,000		1,287,046
Super Group, Ltd.#		249,000		268,128
Venture Corp., Ltd.		129,063		829,731
				2,384,905
South Africa — 0.1%
Woolworths Holdings, Ltd.		103,692		772,471
South Korea — 2.0%
CJ O Shopping Co., Ltd.		3,852		1,367,262
E-Mart Co., Ltd.		2,414		580,912
LG Household & Health Care, Ltd.		1,878		950,159
Paradise Co., Ltd.		43,328		1,679,363
Samsung Fire & Marine Insurance Co., Ltd.….		2,423		663,132
Seoul Semiconductor Co., Ltd.		30,452		876,965
TK Corp.†		50,303		754,086
Wonik IPS Co., Ltd.†		384,123		4,924,897
				11,796,776
Spain — 0.8%
Amadeus IT Holding SA, Class A		100,922		3,752,763
Viscofan SA		20,870		1,163,521
				4,916,284
Sweden — 2.7%
Arcam AB†		66,293		1,806,891
Boliden AB		188,160		2,980,193
JM AB		72,472		2,358,963
Net Entertainment NE AB, Series B		63,294		1,693,455
Nordnet AB(2)		446,697		1,866,231
Saab AB, Series B		11,350		306,109
Swedish Match AB		33,111		1,105,713
Trelleborg AB, Class B		189,354		3,624,933
				15,742,488
Switzerland — 2.4%
Burckhardt Compression Holding AG		1,912		997,081
Coca-Cola HBC AG		18,075		424,302
DKSH Holding, Ltd.		2,900		227,438
Geberit AG		5,366		1,820,717
Georg Fischer AG†		4,503		2,977,312
Julius Baer Group, Ltd.		10,189		463,141
Kaba Holding AG		243		119,442
Lonza Group AG		3,284		375,958
OC Oerlikon Corp. AG		113,158		1,602,368
Sika AG (BR)		441		1,666,870
Sonova Holding AG		19,635		3,139,718
				13,814,347
Taiwan — 1.1%
Advantech Co., Ltd.†		113,000		1,060,421
Chroma ATE, Inc.		497,000		1,463,207
E.Sun Financial Holding Co., Ltd.		2,404,101		1,580,455
Hiwin Technologies Corp.		10,800		105,505
Siliconware Precision Industries Co.		937,000		1,366,762
Yuanta Financial Holding Co., Ltd.		1,537,500		828,148
				6,404,498

44

VALIC Company II International Opportunities Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Thailand — 0.7%
AEON Thana Sinsap Thailand PCL		172,500	$	623,787
Glow Energy PCL		670,400		1,836,569
Minor International PCL		1,124,300		1,267,213
Precious Shipping PCL		552,800		471,628
				4,199,197
Turkey — 0.4%
Ford Otomotiv Sanayi AS†		16,533		217,993
Tofas Turk Otomobil Fabrikasi AS		33,918		208,702
Turkcell Iletisim Hizmetleri AS†		365,130		2,136,893
				2,563,588
United Kingdom — 20.6%
Abcam PLC		31,329		220,526
Aberdeen Asset Management PLC		360,764		2,601,720
Admiral Group PLC		20,203		447,759
AMEC PLC		35,512		663,247
Amlin PLC		145,275		1,085,062
Ashtead Group PLC		29,602		481,363
Aveva Group PLC		8,328		291,170
Bellway PLC		381,198		10,100,223
Berendsen PLC		174,582		3,092,512
Bodycote PLC		178,046		2,054,303
Booker Group PLC		711,819		1,582,332
Britvic PLC		405,811		4,621,633
Bunzl PLC		350,842		9,587,136
Burberry Group PLC		28,846		680,499
Cairn Energy PLC†		97,906		291,920
Capita PLC		95,363		1,942,549
Cobham PLC		148,580		732,842
Compass Group PLC		137,025		2,228,188
Croda International PLC		114,808		4,158,861
Derwent London PLC		116,773		5,410,654
Dignity PLC		98,848		2,349,949
Domino Printing Sciences PLC		68,676		660,702
Domino’s Pizza Group PLC		220,755		2,169,600
Electrocomponents PLC		82,431		334,319
Elementis PLC		207,260		965,496
Essentra PLC		274,022		3,898,645
Exova Group PLC†		190,220		609,482
Foxtons Group PLC		119,360		503,910
GKN PLC		136,469		794,996
Great Portland Estates PLC		401,007		4,370,531
Halma PLC		391,392		4,015,576
Hargreaves Lansdown PLC		63,181		1,176,866
Home Retail Group PLC		1,003,751		3,052,804
ICAP PLC		112,842		710,373
IG Group Holdings PLC		137,422		1,384,817
IMI PLC		33,899		763,122
Inchcape PLC		305,899		3,427,909
Intertek Group PLC		35,837		1,666,450
Jardine Lloyd Thompson Group PLC		158,164		2,725,539
John Wood Group PLC		54,406		708,577
Ladbrokes PLC		88,846		196,320
LSL Property Services PLC		132,234		792,497
Meggitt PLC		134,395		1,052,215
Mitie Group PLC		104,845		549,677
Next PLC		32,665		3,847,535
Poundland Group PLC†		74,000		388,947
Premier Farnell PLC		127,546		413,116
PZ Cussons PLC		30,916		189,185
Rathbone Brothers PLC		53,960		1,816,717
Rightmove PLC		46,342		1,938,754
Rotork PLC		12,136		555,268
Schroders PLC		65,859		2,663,422

Security Description	Shares		Value (Note 2)
United Kingdom (continued)
Segro PLC		767,961	$	4,718,519
Serco Group PLC		214,229		1,103,945
Smith & Nephew PLC		48,160		833,908
Smiths Group PLC		19,098		417,245
Spectris PLC		51,977		1,680,059
Spirax-Sarco Engineering PLC		16,447		808,213
Stagecoach Group PLC		397,805		2,417,123
Tate & Lyle PLC		28,230		317,049
Travis Perkins PLC		22,017		637,093
Victrex PLC		27,225		785,534
Whitbread PLC		33,273		2,424,404
William Hill PLC		103,646		602,238
Zoopla Property Group PLC*†		276,040		1,151,398
				120,864,543
United States — 0.9%
Cognizant Technology Solutions Corp., Class A†…		26,390		1,206,815
Gran Tierra Energy, Inc.†		484,336		3,247,318
ResMed, Inc.#		169,430		903,546
				5,357,679
Total Common Stocks
(cost $471,956,026)				559,071,638
EXCHANGE-TRADED FUNDS — 0.7%
United States — 0.7%
iShares MSCI EAFE Small-Cap ETF# (cost $4,176,522)		81,813		4,194,552
PREFERRED SECURITIES — 0.5%
Australia — 0.0%
Gunns, Ltd.†(1)(2)		1,665		0
Germany — 0.5%
Fuchs Petrolub SE		34,225		1,405,536
Henkel AG & Co. KGaA		15,060		1,579,089
				2,984,625
Total Preferred Securities
(cost $2,084,948)				2,984,625
EQUITY CERTIFICATES — 1.0%
Curacao — 0.6%
Merrill Lynch - Bajaj Electricals, Ltd†.		51,645		242,005
Merrill Lynch - CESC, Ltd.†		24,291		278,606
Merrill Lynch Int’l & Co. - Dabur India, Ltd.†		409,180		1,569,539
Merrill Lynch Int’l & Co. - Federal Bank Ltd.†		822,730		1,638,296
				3,728,446
Germany — 0.4%
Deutsche Bank AG London - MOIL, Ltd.†		242,657		1,181,692
Deutsche Bank AG London - Motherson Sumi Systems, Ltd.†		140,726		863,191
				2,044,883
Total Equity Certificates
(cost $3,782,104)				5,773,329
Total Long-Term Investment Securities
(cost $481,999,600)				572,024,144

45

VALIC Company II International Opportunities Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount			Value (Note 2)
SHORT-TERM INVESTMENT SECURITIES — 1.3%
Registered Investment Companies — 1.3%
State Street Navigator Securities Lending Prime Portfolio(3) (cost $7,404,462)	$	7,404,462		$	7,404,462
REPURCHASE AGREEMENT — 0.8%
Agreement with State Street Bank and Trust Co., bearing interest at 0.00%, dated 08/29/2014, to be repurchased 09/02/2014 in the amount of $4,616,000 and collateralized by $5,045,000 of Federal Home Loan Mtg. Corp. Notes, bearing interest at 2.00%, due 01/30/2023 and having an approximate value of $4,710,774. (cost $4,616,000)		4,616,000			4,616,000
TOTAL INVESTMENTS
(cost $494,020,062)(4)		99.6	%		584,044,606
Other assets less liabilities		0.4			2,586,019
NET ASSETS —		100.0	%	$	586,630,625

† Non-income producing security

# The security or a portion thereof is out on loan (see Note 2)

* 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, 2014, the aggregate value of these securities was $4,942,100 representing 0.8% of net assets. Unless otherwise indicated, these securities are not considered to be illiquid.

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

(2) Illiquid security. At August 31, 2014, the aggregate value of these securities was $1,866,231 representing 0.3% of net assets.

(3) At August 31, 2014, the Fund had loaned securities with a total value of $7,020,003. This was secured by collateral of $7,404,462 which was received in cash and subsequently invested in short-term investments currently valued at $7,404,462 as reported in the Portfolio of Investments.

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

ADR—American Depository Receipt

BR—Bearer Shares

CVA—Certification Van Aandelen (Dutch Cert.)

ETF—Exchange Traded Fund

FDR—Federal Depository Receipt

ISE—Irish Stock Exchange

LSE—London Stock Exchange

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Australia	$	23,643,592	$	—	$	0	$	23,643,592
Bermuda		15,638,558		—		0		15,638,558
Canada		47,570,004		—		—		47,570,004
Germany		36,280,643		—		—		36,280,643
Japan		91,139,028		—		—		91,139,028
United Kingdom		120,864,543		—		—		120,864,543
Other Countries*		223,935,270		—		—		223,935,270
Exchange Traded-Funds		4,194,552		—		—		4,194,552
Preferred Securities:
Australia		—		—		0		0
Germany		2,984,625		—		—		2,984,625
Equity Certificates		—		5,773,329		—		5,773,329
Short-Term Investment Securities:
Registered Investment Companies		7,404,462		—		—		7,404,462
Repurchase Agreement		—		4,616,000		—		4,616,000
Total	$	573,655,277	$	10,389,329	$	0	$	584,044,606

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

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

At the beginning and end of the reporting period, Level 3 investments in securities were not considered a material portion of the Fund.

See Notes to Financial Statements

46

VALIC Company II Large Cap Value Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Diversified Banking Institutions	9.2	%
Medical — Drugs	8.1
Oil Companies — Exploration & Production	6.3
Banks — Super Regional	5.3
Insurance — Multi-line	4.6
Multimedia	3.6
Insurance — Reinsurance	2.9
Oil Companies — Integrated	2.6
Investment Management/Advisor Services	2.6
Medical — HMO	2.4
Medical — Wholesale Drug Distribution	2.4
Computers	2.3
Networking Products	2.0
Building Products — Cement	1.8
Oil — Field Services	1.8
Beverages — Non-alcoholic	1.7
Retail — Drug Store	1.6
Electronic Components — Semiconductors	1.5
Computers — Memory Devices	1.5
Applications Software	1.4
Time Deposits	1.2
Instruments — Controls	1.2
Medical — Biomedical/Gene	1.1
Engines — Internal Combustion	1.0
Agricultural Operations	0.9
Banks — Commercial	0.9
Medical — Generic Drugs	0.9
Airlines	0.9
Medical Products	0.8
Medical Labs & Testing Services	0.8
Brewery	0.8
Advertising Agencies	0.7
Telephone — Integrated	0.7
Semiconductor Equipment	0.7
Cosmetics & Toiletries	0.7
Cruise Lines	0.7
Electronic Security Devices	0.7
Chemicals — Diversified	0.7
Cellular Telecom	0.7
Electric — Integrated	0.7
Web Portals/ISP	0.7
Diversified Manufacturing Operations	0.7
Auto — Heavy Duty Trucks	0.7
Enterprise Software/Service	0.7
Finance — Investment Banker/Broker	0.6
Finance — Credit Card	0.6
Insurance — Life/Health	0.6
Retail — Apparel/Shoe	0.6
Transport — Rail	0.6
Semiconductor Components — Integrated Circuits	0.5
Retail — Discount	0.5
Pharmacy Services	0.5
Auto — Cars/Light Trucks	0.5
Electronic Measurement Instruments	0.5
Internet Security	0.5
Real Estate Investment Trusts	0.5
Food — Misc./Diversified	0.5
Aerospace/Defense	0.4
Building & Construction Products — Misc.	0.4
Tobacco	0.4
Insurance Brokers	0.4
Retail — Regional Department Stores	0.4
Apparel Manufacturers	0.4
Insurance — Property/Casualty	0.4
Oil Field Machinery & Equipment	0.4
Registered Investment Companies	0.4
Independent Power Producers	0.3
Retail — Restaurants	0.3
Instruments — Scientific	0.3

Publishing — Newspapers	0.3	%
Exchange — Traded Funds	0.3
Television	0.3
Non-Hazardous Waste Disposal	0.3
Banks — Fiduciary	0.3
Computer Services	0.3
Cable/Satellite TV	0.2
Oil & Gas Drilling	0.2
Engineering/R&D Services	0.2
Gold Mining	0.2
Aerospace/Defense — Equipment	0.2
Toys	0.2
Medical Instruments	0.1
Pipelines	0.1
Food — Confectionery	0.1
	100.0	%

* Calculated as a percentage of net assets

47

VALIC Company II Large Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 98.1%
Advertising Agencies — 0.7%
Omnicom Group, Inc.		23,035	$	1,658,750
Aerospace/Defense — 0.4%
General Dynamics Corp.		5,357		660,250
Rockwell Collins, Inc.		4,000		307,920
				968,170
Aerospace/Defense - Equipment — 0.2%
United Technologies Corp.		3,663		395,531
Agricultural Operations — 0.9%
Archer-Daniels-Midland Co.		41,490		2,068,691
Airlines — 0.9%
Delta Air Lines, Inc.		48,680		1,926,754
Apparel Manufacturers — 0.4%
Ralph Lauren Corp.		4,913		831,280
Applications Software — 1.4%
Check Point Software Technologies, Ltd.†		5,636		400,269
Microsoft Corp.		60,040		2,727,617
				3,127,886
Auto - Cars/Light Trucks — 0.5%
General Motors Co.		33,520		1,166,496
Auto - Heavy Duty Trucks — 0.7%
PACCAR, Inc.		23,190		1,456,564
Banks - Commercial — 0.9%
BB&T Corp.		10,708		399,730
CIT Group, Inc.		19,302		925,724
Regions Financial Corp.		69,320		703,598
				2,029,052
Banks - Fiduciary — 0.3%
State Street Corp.		8,221		592,159
Banks - Super Regional — 5.3%
Comerica, Inc.		31,140		1,567,588
Fifth Third Bancorp		83,137		1,696,410
PNC Financial Services Group, Inc.		32,378		2,744,035
US Bancorp		11,000		465,080
Wells Fargo & Co.		103,552		5,326,715
				11,799,828
Beverages - Non-alcoholic — 1.7%
Coca-Cola Enterprises, Inc.		27,630		1,320,162
PepsiCo, Inc.		25,870		2,392,716
				3,712,878
Brewery — 0.8%
Molson Coors Brewing Co., Class B		23,290		1,722,296
Building & Construction Products - Misc. — 0.4%
Owens Corning		26,810		965,160
Building Products - Cement — 1.8%
Martin Marietta Materials, Inc.		21,440		2,807,782
Vulcan Materials Co.		18,160		1,150,981
				3,958,763
Cable/Satellite TV — 0.2%
Comcast Corp., Class A		10,000		547,300
Cellular Telecom — 0.7%
Rogers Communications, Inc., Class B		16,545		674,871
Vodafone Group PLC ADR		24,271		833,466
				1,508,337

Security Description	Shares		Value (Note 2)
Chemicals - Diversified — 0.7%
Dow Chemical Co.		28,930	$	1,549,202
Computer Services — 0.3%
Accenture PLC, Class A		6,857		555,828
Computers — 2.3%
Apple, Inc.		38,733		3,970,133
Hewlett-Packard Co.		28,930		1,099,340
				5,069,473
Computers - Memory Devices — 1.5%
EMC Corp.		95,147		2,809,691
Western Digital Corp.		3,893		401,018
				3,210,709
Cosmetics & Toiletries — 0.7%
Avon Products, Inc.		22,430		314,917
Procter & Gamble Co.		15,506		1,288,704
				1,603,621
Cruise Lines — 0.7%
Carnival Corp.		42,190		1,598,157
Diversified Banking Institutions — 9.2%
Bank of America Corp.		245,850		3,955,727
Citigroup, Inc.		82,916		4,282,611
Goldman Sachs Group, Inc.		20,730		3,712,950
JPMorgan Chase & Co.		93,058		5,532,298
Morgan Stanley		84,070		2,884,442
				20,368,028
Diversified Manufacturing Operations — 0.7%
Eaton Corp. PLC		10,810		754,646
General Electric Co.		27,481		713,956
				1,468,602
Electric - Integrated — 0.7%
Exelon Corp.		23,110		772,336
PPL Corp.		21,000		727,230
				1,499,566
Electronic Components - Semiconductors — 1.5%
Altera Corp.		10,747		379,799
Texas Instruments, Inc.		32,120		1,547,542
Xilinx, Inc.		31,670		1,338,057
				3,265,398
Electronic Measurement Instruments — 0.5%
Agilent Technologies, Inc.		20,170		1,152,917
Electronic Security Devices — 0.7%
Tyco International, Ltd.		35,430		1,580,887
Engineering/R&D Services — 0.2%
Jacobs Engineering Group, Inc.†		8,700		469,017
Engines - Internal Combustion — 1.0%
Cummins, Inc.		14,680		2,130,215
Enterprise Software/Service — 0.7%
CA, Inc.		14,933		421,708
Oracle Corp.		24,818		1,030,691
				1,452,399
Finance - Credit Card — 0.6%
Discover Financial Services		22,730		1,417,670
Finance - Investment Banker/Broker — 0.6%
TD Ameritrade Holding Corp.		43,080		1,426,379

48

VALIC Company II Large Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Food - Confectionery — 0.1%
Hershey Co.		3,054	$	279,197
Food - Misc./Diversified — 0.5%
General Mills, Inc.		7,178		383,162
Unilever PLC ADR		14,000		616,840
				1,000,002
Gold Mining — 0.2%
Goldcorp, Inc.		14,543		408,222
Independent Power Producers — 0.3%
NRG Energy, Inc.		24,460		752,879
Instruments - Controls — 1.2%
Honeywell International, Inc.		28,430		2,707,389
Instruments - Scientific — 0.3%
Thermo Fisher Scientific, Inc.		6,000		721,260
Insurance Brokers — 0.4%
Marsh & McLennan Cos., Inc.		16,893		897,018
Insurance - Life/Health — 0.6%
Prudential Financial, Inc.		15,770		1,414,569
Insurance - Multi-line — 4.6%
Allstate Corp.		28,770		1,769,067
Genworth Financial, Inc., Class A†		52,950		751,361
Hartford Financial Services Group, Inc.		43,060		1,595,373
MetLife, Inc.		48,680		2,664,743
Voya Financial, Inc.		89,190		3,486,437
				10,266,981
Insurance - Property/Casualty — 0.4%
Chubb Corp.		9,040		831,228
Insurance - Reinsurance — 2.9%
Berkshire Hathaway, Inc., Class B†		46,733		6,414,104
Internet Security — 0.5%
Symantec Corp.		42,330		1,027,772
Investment Management/Advisor Services — 2.6%
Ameriprise Financial, Inc.		29,730		3,738,845
Franklin Resources, Inc.		9,000		508,680
Invesco, Ltd.		20,300		829,052
T. Rowe Price Group, Inc.		7,441		602,684
				5,679,261
Medical Instruments — 0.1%
Medtronic, Inc.		5,000		319,250
Medical Labs & Testing Services — 0.8%
Laboratory Corp. of America Holdings†		16,257		1,743,238
Medical Products — 0.8%
Baxter International, Inc.		10,263		769,520
Stryker Corp.		8,000		666,480
Zimmer Holdings, Inc.		3,500		347,585
				1,783,585
Medical - Biomedical/Gene — 1.1%
Amgen, Inc.		17,530		2,443,331
Medical - Drugs — 8.1%
Abbott Laboratories		20,221		854,135
AbbVie, Inc.		39,505		2,183,836
GlaxoSmithKline PLC ADR#		16,811		825,420
Johnson & Johnson		10,000		1,037,300
Merck & Co., Inc.		94,768		5,696,504
Novartis AG ADR		13,648		1,226,136
Pfizer, Inc.		173,304		5,093,405

Security Description	Shares		Value (Note 2)
Medical - Drugs (continued)
Zoetis, Inc.		26,399	$	935,581
				17,852,317
Medical - Generic Drugs — 0.9%
Mylan, Inc.†		24,790		1,204,794
Teva Pharmaceutical Industries, Ltd. ADR		14,110		741,057
				1,945,851
Medical - HMO — 2.4%
Aetna, Inc.		14,730		1,209,775
Cigna Corp.		23,560		2,228,776
UnitedHealth Group, Inc.		21,590		1,871,421
				5,309,972
Medical - Wholesale Drug Distribution — 2.4%
Cardinal Health, Inc.		37,910		2,793,967
McKesson Corp.		12,710		2,478,831
				5,272,798
Multimedia — 3.6%
Time Warner, Inc.		25,770		1,985,063
Twenty-First Century Fox, Inc., Class A		41,460		1,468,513
Viacom, Inc., Class B		9,080		736,842
Walt Disney Co.		41,020		3,686,878
				7,877,296
Networking Products — 2.0%
Cisco Systems, Inc.		178,249		4,454,443
Non-Hazardous Waste Disposal — 0.3%
Republic Services, Inc.		15,543		611,306
Oil & Gas Drilling — 0.2%
Ensco PLC, Class A		9,356		472,291
Oil Companies - Exploration & Production — 6.3%
Anadarko Petroleum Corp.		36,898		4,158,036
Noble Energy, Inc.		9,400		678,116
Occidental Petroleum Corp.		80,761		8,377,338
QEP Resources, Inc.		11,130		395,894
Whiting Petroleum Corp.†		4,818		446,436
				14,055,820
Oil Companies - Integrated — 2.6%
Chevron Corp.		6,753		874,176
Marathon Oil Corp.		49,290		2,054,900
Phillips 66		18,360		1,597,687
Royal Dutch Shell PLC ADR		14,954		1,210,826
				5,737,589
Oil Field Machinery & Equipment — 0.4%
Cameron International Corp.†		10,610		788,641
Oil - Field Services — 1.8%
Schlumberger, Ltd.		36,059		3,953,509
Pharmacy Services — 0.5%
Omnicare, Inc.		18,310		1,167,629
Pipelines — 0.1%
Enterprise Products Partners LP		7,200		292,536
Publishing - Newspapers — 0.3%
News Corp., Class A†		39,490		696,011
Real Estate Investment Trusts — 0.5%
Weyerhaeuser Co.		29,678		1,007,568
Retail - Apparel/Shoe — 0.6%
PVH Corp.		11,920		1,391,541

49

VALIC Company II Large Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Retail - Discount — 0.5%
Target Corp.		9,198	$	552,524
Wal-Mart Stores, Inc.		8,452		638,126
				1,190,650
Retail - Drug Store — 1.6%
CVS Caremark Corp.		44,359		3,524,323
Retail - Regional Department Stores — 0.4%
Kohl’s Corp.		14,470		850,691
Retail - Restaurants — 0.3%
McDonald’s Corp.		7,800		731,016
Semiconductor Components - Integrated Circuits — 0.5%
Analog Devices, Inc.		10,030		512,734
QUALCOMM, Inc.		8,945		680,714
				1,193,448
Semiconductor Equipment — 0.7%
Applied Materials, Inc.		70,600		1,631,213
Telephone - Integrated — 0.7%
Verizon Communications, Inc.		17,704		882,013
Windstream Holdings, Inc.		68,260		771,338
				1,653,351
Television — 0.3%
CBS Corp., Class B		10,767		638,375
Tobacco — 0.4%
Philip Morris International, Inc.		11,050		945,659
Toys — 0.2%
Mattel, Inc.		10,990		379,045
Transport - Rail — 0.6%
Kansas City Southern		4,538		523,504
Union Pacific Corp.		7,680		808,473
				1,331,977

Security Description	Shares/ Principal Amount			Value (Note 2)
Web Portals/ISP — 0.7%
Google, Inc., Class C†		2,583		$	1,476,443
Total Common Stocks
(cost $168,334,461)					217,376,558
EXCHANGE-TRADED FUNDS — 0.3%
iShares Russell 1000 Value ETF (cost $644,865)		6,460			663,054
Total Long-Term Investment Securities
(cost $168,979,326)					218,039,612
SHORT-TERM INVESTMENT SECURITIES — 1.6%
Registered Investment Companies — 0.4%
State Street Navigator Securities Lending Prime Portfolio(1)		742,050			742,050
Time Deposits — 1.2%
Euro Time Deposit with State Street Bank and Trust Co. 0.01% due 09/02/2014	$	2,726,000			2,726,000
Total Short-Term Investment Securities
(cost $3,468,050)					3,468,050
TOTAL INVESTMENTS
(cost $172,447,376)(2)		100.0	%		221,507,662
Liabilities in excess of other assets		(0.0	)		(54,924	)
NET ASSETS —		100.0	%	$	221,452,738

† Non-income producing security

# The security or a portion thereof is out on loan (see Note 2)

(1) At August 31, 2014, the Fund had loaned securities with a total value of $728,693. This was secured by collateral of $742,050 which was received in cash and subsequently invested in short-term investments currently valued at $742,050 as reported in the portfolio of Investments.

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

ADR—American Depository Receipt

ETF—Exchange Traded Fund

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Banks-Super Regional	$	11,799,828	$	—	$	—	$	11,799,828
Diversified Banking Institutions		20,368,028		—		—		20,368,028
Medical-Drugs		17,852,317		—		—		17,852,317
Oil Companies - Exploration & Production		14,055,820		—		—		14,055,820
Other Industries*		153,300,565		—		—		153,300,565
Exchange Traded-Funds		663,054		—		—		663,054
Short-Term Investment Securities:
Registered Investment Companies		742,050		—		—		742,050
Time Deposits		—		2,726,000		—		2,726,000
Total	$	218,781,662	$	2,726,000	$	—	$	221,507,662

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

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

50

VALIC Company II Mid Cap Growth Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Commercial Services — Finance	6.2	%
Oil Companies — Exploration & Production	5.2
Medical — Biomedical/Gene	3.9
Beverages — Wine/Spirits	3.8
Medical — Drugs	3.7
Retail — Restaurants	3.2
Wireless Equipment	2.9
Transport — Truck	2.8
Auto/Truck Parts & Equipment — Original	2.7
Computer Services	2.6
Consulting Services	2.6
E-Commerce/Services	2.4
Banks — Commercial	2.4
Cable/Satellite TV	2.2
Diversified Manufacturing Operations	2.2
Investment Management/Advisor Services	2.1
Registered Investment Companies	2.1
Commercial Services	2.0
Machinery — General Industrial	1.8
Distribution/Wholesale	1.8
Medical Products	1.7
Airlines	1.7
Rental Auto/Equipment	1.7
Electronic Components — Misc.	1.7
Apparel Manufacturers	1.7
Applications Software	1.6
Finance — Other Services	1.5
Enterprise Software/Service	1.5
Chemicals — Specialty	1.5
Retail — Auto Parts	1.5
Theaters	1.4
Dialysis Centers	1.3
Retail — Automobile	1.3
Real Estate Investment Trusts	1.3
Computers — Memory Devices	1.3
Physicians Practice Management	1.3
Medical — Wholesale Drug Distribution	1.2
Medical — Generic Drugs	1.2
Electronic Components — Semiconductors	1.2
Casino Hotels	1.2
Industrial Automated/Robotic	1.2
Engines — Internal Combustion	1.2
Aerospace/Defense — Equipment	1.2
Oil & Gas Drilling	1.1
Internet Content — Information/News	1.1
Rubber/Plastic Products	1.0
Computer Software	1.0
Instruments — Scientific	1.0
Retail — Home Furnishings	1.0
Networking Products	0.9
Computer Aided Design	0.8
Electronic Measurement Instruments	0.8
E-Commerce/Products	0.8
Satellite Telecom	0.7
Internet Content — Entertainment	0.7
Repurchase Agreement	0.4
	102.3	%

* Calculated as a percentage of net assets

51

VALIC Company II Mid Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 99.8%
Aerospace/Defense - Equipment — 1.2%
B/E Aerospace, Inc.†		22,580	$	1,913,429
Airlines — 1.7%
American Airlines Group, Inc.		20,400		793,764
Delta Air Lines, Inc.		50,060		1,981,375
				2,775,139
Apparel Manufacturers — 1.7%
Under Armour, Inc., Class A†		39,580		2,705,689
Applications Software — 1.6%
ServiceNow, Inc.†		41,830		2,557,068
Auto/Truck Parts & Equipment - Original — 2.7%
BorgWarner, Inc.		45,230		2,812,853
Delphi Automotive PLC		24,010		1,670,616
				4,483,469
Banks - Commercial — 2.4%
First Republic Bank		45,580		2,228,862
Texas Capital Bancshares, Inc.†		30,806		1,662,908
				3,891,770
Beverages - Wine/Spirits — 3.8%
Brown-Forman Corp., Class B		21,480		1,990,337
Constellation Brands, Inc., Class A†		47,880		4,169,869
				6,160,206
Cable/Satellite TV — 2.2%
Liberty Global PLC, Class A†		14,210		620,551
Liberty Global PLC, Class C†		71,600		3,002,188
				3,622,739
Casino Hotels — 1.2%
MGM Resorts International†		79,520		1,945,854
Chemicals - Specialty — 1.5%
W.R. Grace & Co.†		24,475		2,423,759
Commercial Services — 2.0%
CoStar Group, Inc.†		10,871		1,573,577
Quanta Services, Inc.†		48,610		1,766,488
��
				3,340,065
Commercial Services - Finance — 6.2%
Alliance Data Systems Corp.†		8,680		2,297,075
McGraw Hill Financial, Inc.		37,900		3,074,827
SEI Investments Co.		60,220		2,282,037
Vantiv, Inc., Class A†		78,140		2,444,219
				10,098,158
Computer Aided Design — 0.8%
Aspen Technology, Inc.†		32,200		1,323,098
Computer Services — 2.6%
IHS, Inc., Class A†		29,709		4,232,641
Computer Software — 1.0%
Cornerstone OnDemand, Inc.†		44,780		1,676,563
Computers - Memory Devices — 1.3%
Western Digital Corp.		20,290		2,090,073
Consulting Services — 2.6%
Towers Watson & Co., Class A		15,294		1,676,681
Verisk Analytics, Inc., Class A†		39,070		2,507,904
				4,184,585
Dialysis Centers — 1.3%
DaVita HealthCare Partners, Inc.†		29,610		2,211,275

Security Description	Shares		Value (Note 2)
Distribution/Wholesale — 1.8%
LKQ Corp.†		103,150	$	2,929,460
Diversified Manufacturing Operations — 2.2%
Carlisle Cos., Inc.		25,300		2,097,370
Colfax Corp.†		23,793		1,513,473
				3,610,843
E-Commerce/Products — 0.8%
Vipshop Holdings, Ltd. ADR†#		6,620		1,301,691
E-Commerce/Services — 2.4%
Netflix, Inc.†		8,210		3,921,424
Electronic Components - Misc. — 1.7%
TE Connectivity, Ltd.		43,170		2,705,896
Electronic Components - Semiconductors — 1.2%
Micron Technology, Inc.†		60,040		1,957,304
Electronic Measurement Instruments — 0.8%
FLIR Systems, Inc.		38,550		1,302,605
Engines - Internal Combustion — 1.2%
Cummins, Inc.		13,300		1,929,963
Enterprise Software/Service — 1.5%
Guidewire Software, Inc.†		53,590		2,441,024
Finance - Other Services — 1.5%
Intercontinental Exchange, Inc.		12,950		2,447,550
Industrial Automated/Robotic — 1.2%
Cognex Corp.†		46,170		1,938,217
Instruments - Scientific — 1.0%
FEI Co.		19,110		1,606,004
Internet Content - Entertainment — 0.7%
Twitter, Inc.†		24,640		1,225,840
Internet Content - Information/News — 1.1%
Yelp, Inc.†		21,755		1,793,047
Investment Management/Advisor Services — 2.1%
Affiliated Managers Group, Inc.†		15,960		3,369,954
Machinery - General Industrial — 1.8%
Wabtec Corp.		35,340		2,945,942
Medical Products — 1.7%
Cooper Cos., Inc.		17,060		2,781,292
Medical - Biomedical/Gene — 3.9%
BioMarin Pharmaceutical, Inc.†		31,850		2,268,357
Puma Biotechnology, Inc.†		3,610		940,441
Regeneron Pharmaceuticals, Inc.†		3,720		1,303,934
Vertex Pharmaceuticals, Inc.†		19,670		1,840,522
				6,353,254
Medical - Drugs — 3.7%
Alkermes PLC†		27,940		1,249,756
Jazz Pharmaceuticals PLC†		13,660		2,225,487
Salix Pharmaceuticals, Ltd.†		16,050		2,553,716
				6,028,959
Medical - Generic Drugs — 1.2%
Perrigo Co. PLC		13,400		1,993,116
Medical - Wholesale Drug Distribution — 1.2%
Cardinal Health, Inc.		27,510		2,027,487
Networking Products — 0.9%
Palo Alto Networks, Inc.†		17,400		1,478,826
Oil & Gas Drilling — 1.1%
Nabors Industries, Ltd.		69,270		1,884,837

52

VALIC Company II Mid Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Oil Companies - Exploration & Production — 5.2%
Antero Resources Corp.†		32,510	$	1,880,704
Concho Resources, Inc.†		16,460		2,337,978
Memorial Resource Development Corp.†#		33,730		994,023
Pioneer Natural Resources Co.		8,840		1,844,466
Southwestern Energy Co.†		35,340		1,455,301
				8,512,472
Physicians Practice Management — 1.3%
Envision Healthcare Holdings, Inc.†		56,884		2,079,679
Real Estate Investment Trusts — 1.3%
CBS Outdoor Americas, Inc.		61,770		2,123,035
Rental Auto/Equipment — 1.7%
United Rentals, Inc.†		23,220		2,731,833
Retail - Auto Parts — 1.5%
Advance Auto Parts, Inc.		17,602		2,401,265
Retail - Automobile — 1.3%
AutoNation, Inc.†		40,740		2,210,145
Retail - Home Furnishings — 1.0%
Restoration Hardware Holdings, Inc.†#		18,880		1,583,466
Retail - Restaurants — 3.2%
Chipotle Mexican Grill, Inc.†		4,460		3,026,779
Domino’s Pizza, Inc.		28,380		2,141,271
				5,168,050
Rubber/Plastic Products — 1.0%
Proto Labs, Inc.†		22,791		1,714,795
Satellite Telecom — 0.7%
DigitalGlobe, Inc.†		40,660		1,234,844
Theaters — 1.4%
Cinemark Holdings, Inc.		64,460		2,274,793
Transport - Truck — 2.8%
Old Dominion Freight Line, Inc.†		43,940		2,929,480
Swift Transportation Co.†		78,669		1,666,209
				4,595,689

Security Description	Shares/ Principal Amount			Value (Note 2)
Wireless Equipment — 2.9%
SBA Communications Corp., Class A†		42,690		$	4,708,280
Total Long-Term Investment Securities
(cost $148,563,046)					162,948,461
SHORT-TERM INVESTMENT SECURITIES — 2.1%
Registered Investment Companies — 2.1%
State Street Navigator Securities Lending Prime Portfolio(1) (cost $3,358,715)		3,358,715			3,358,715
REPURCHASE AGREEMENT — 0.4%
Agreement with State Street Bank and Trust Co., bearing interest at 0.00%, dated 08/29/2014, to be repurchased 09/02/2014 in the amount of $698,000 and collateralized by $765,000 of Federal Home Loan Mtg. Corp. Notes, bearing interest at 2.00%, due 01/30/2023 and having an approximate value of $714,320 (cost $698,000)	$	698,000			698,000
TOTAL INVESTMENTS
(cost $152,619,761)(2)		102.3	%		167,005,176
Liabilities in excess of other assets		(2.3	)		(3,732,412	)
NET ASSETS —		100.0	%	$	163,272,764

† Non-income producing security

# The security or a portion thereof is out on loan (see Note 2)

(1) At August 31, 2014, the Fund had loaned securities with a total value of $3,203,432. This was secured by collateral of $3,358,715, which was received in cash and subsequently invested in short-term investments currently valued at $3,358,715 as reported in the portfolio of investments.

(2) 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, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Commercial Services - Finance	$	10,098,158	$	—	$	—	$	10,098,158
Oil Companies - Exploration & Production		8,512,472		—		—		8,512,472
Other Industries*		144,337,831		—		—		144,337,831
Short-Term Investment Securities:
Registered Investment Companies		3,358,715		—		—		3,358,715
Repurchase Agreement		—		698,000		—		698,000
Total	$	166,307,176	$	698,000	$	—	$	167,005,176

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

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

53

VALIC Company II Mid Cap Value Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Real Estate Investment Trusts	5.1	%
Chemicals — Specialty	5.1
Repurchase Agreements	4.1
Distribution/Wholesale	3.7
Diversified Manufacturing Operations	3.6
Oil Companies — Exploration & Production	3.4
Electric — Integrated	3.0
Electronic Components — Semiconductors	2.9
Electronic Components — Misc.	2.6
Banks — Commercial	2.5
Aerospace/Defense — Equipment	2.0
Medical — Drugs	1.9
Insurance — Reinsurance	1.9
Banks — Super Regional	1.8
Containers — Paper/Plastic	1.8
Retail — Apparel/Shoe	1.8
Insurance — Life/Health	1.7
Insurance — Multi-line	1.6
Semiconductor Components — Integrated Circuits	1.6
Power Converter/Supply Equipment	1.5
Finance — Investment Banker/Broker	1.5
Containers — Metal/Glass	1.5
Instruments — Controls	1.4
Oil — Field Services	1.3
Applications Software	1.3
Home Decoration Products	1.2
Human Resources	1.2
Building — Residential/Commercial	1.1
Office Supplies & Forms	1.1
Commercial Services — Finance	1.1
Insurance — Property/Casualty	1.1
Aerospace/Defense	1.0
Food — Misc./Diversified	1.0
Registered Investment Companies	1.0
Oil Refining & Marketing	1.0
Gas — Distribution	1.0
Beverages — Wine/Spirits	0.9
Semiconductor Equipment	0.9
Chemicals — Diversified	0.9
Chemicals — Plastics	0.8
Tools — Hand Held	0.8
Retirement/Aged Care	0.8
Auto/Truck Parts & Equipment — Original	0.8
Computers — Integrated Systems	0.8
Consulting Services	0.7
Computers — Memory Devices	0.7
Advertising Agencies	0.7
Medical — Wholesale Drug Distribution	0.7
Retail — Office Supplies	0.7
Cruise Lines	0.7
Machine Tools & Related Products	0.6
Electronic Parts Distribution	0.6
Medical — HMO	0.6
Telecommunication Equipment	0.6
Medical Products	0.6
Steel — Producers	0.5
Consumer Products — Misc.	0.5
Real Estate Operations & Development	0.5
Rubber — Tires	0.5
Retail — Regional Department Stores	0.5
Building & Construction Products — Misc.	0.5
Multimedia	0.5
Building & Construction — Misc.	0.4
Finance — Credit Card	0.4
Coal	0.4
Medical Labs & Testing Services	0.4
Pharmacy Services	0.4
Identification Systems	0.4
Insurance Brokers	0.4

Paper & Related Products	0.4	%
Retail — Home Furnishings	0.4
Athletic Equipment	0.4
E-Commerce/Services	0.3
Electric Products — Misc.	0.3
Machinery — Pumps	0.3
Shipbuilding	0.3
Telecom Services	0.3
Television	0.3
Savings & Loans/Thrifts	0.3
Lighting Products & Systems	0.3
Pipelines	0.3
Steel — Specialty	0.2
Leisure Products	0.2
Metal Processors & Fabrication	0.2
Finance — Consumer Loans	0.2
Building Products — Wood	0.2
Entertainment Software	0.2
Electric — Generation	0.2
Data Processing/Management	0.2
Capacitors	0.2
Coatings/Paint	0.2
Engineering/R&D Services	0.2
Banks — Fiduciary	0.2
Machinery — Construction & Mining	0.2
Electronic Security Devices	0.1
Wireless Equipment	0.1
Machinery — General Industrial	0.1
Tobacco	0.1
Theaters	0.1
Food — Meat Products	0.1
Medical Instruments	0.1
Retail — Drug Store	0.1
Dialysis Centers	0.1
Beverages — Non-alcoholic	0.1
Internet Content — Entertainment	0.1
Oil Field Machinery & Equipment	0.1
Retail — Automobile	0.1
	100.4%

* Calculated as a percentage of net assets

54

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 95.3%
Advertising Agencies — 0.7%
Interpublic Group of Cos., Inc.		247,300	$	4,829,769
Omnicom Group, Inc.		23,942		1,724,063
				6,553,832
Aerospace/Defense — 1.0%
Esterline Technologies Corp.†		68,036		7,975,860
Teledyne Technologies, Inc.†		17,383		1,687,368
				9,663,228
Aerospace/Defense - Equipment — 2.0%
Curtiss-Wright Corp.		90,704		6,516,175
Moog, Inc., Class A†		107,100		7,593,390
Orbital Sciences Corp.†		183,200		4,904,264
				19,013,829
Applications Software — 1.3%
Check Point Software Technologies, Ltd.†#		65,300		4,637,606
Verint Systems, Inc.†		149,300		7,484,409
				12,122,015
Athletic Equipment — 0.4%
Performance Sports Group, Ltd.†		201,500		3,475,875
Auto/Truck Parts & Equipment-Original — 0.8%
Lear Corp.		56,526		5,716,474
TRW Automotive Holdings Corp.†		19,490		1,876,692
				7,593,166
Banks - Commercial — 2.5%
BankUnited, Inc.		161,374		5,091,350
BB&T Corp.		81,771		3,052,511
East West Bancorp, Inc.		79,081		2,755,182
Iberiabank Corp.		77,500		5,056,875
Zions Bancorporation		285,900		8,331,126
				24,287,044
Banks - Fiduciary — 0.2%
State Street Corp.		22,835		1,644,805
Banks - Super Regional — 1.8%
Comerica, Inc.		205,542		10,346,984
Fifth Third Bancorp		141,252		2,882,247
Huntington Bancshares, Inc.		209,633		2,063,837
SunTrust Banks, Inc.		63,079		2,402,049
				17,695,117
Beverages - Non-alcoholic — 0.1%
Coca-Cola Enterprises, Inc.		21,208		1,013,318
Beverages - Wine/Spirits — 0.9%
Constellation Brands, Inc., Class A†		34,767		3,027,858
Treasury Wine Estates, Ltd.		1,235,605		5,896,906
				8,924,764
Building & Construction Products - Misc. — 0.5%
Louisiana-Pacific Corp.†		312,190		4,454,951
Building & Construction - Misc. — 0.4%
Aegion Corp.†		176,643		4,356,016
Building Products - Wood — 0.2%
Masco Corp.		86,285		2,025,109
Building - Residential/Commercial — 1.1%
Lennar Corp., Class A		143,100		5,606,658
Toll Brothers, Inc.†		153,369		5,458,403
				11,065,061
Capacitors — 0.2%
Kemet Corp.†		355,000		1,789,200

Security Description	Shares		Value (Note 2)
Chemicals - Diversified — 0.9%
Celanese Corp., Series A		116,900	$	7,310,926
Huntsman Corp.		38,601		1,037,981
				8,348,907
Chemicals - Plastics — 0.8%
PolyOne Corp.		205,511		8,060,141
Chemicals - Specialty — 5.1%
Ashland, Inc.		34,400		3,688,368
Cabot Corp.		183,700		10,063,086
Chemtura Corp.†		105,000		2,592,450
Eastman Chemical Co.		106,000		8,741,820
H.B. Fuller Co.		91,008		4,281,017
Methanex Corp.		193,910		12,957,066
Minerals Technologies, Inc.		109,215		6,839,043
				49,162,850
Coal — 0.4%
CONSOL Energy, Inc.		99,000		3,987,720
Coatings/Paint — 0.2%
Valspar Corp.		21,288		1,719,219
Commercial Services - Finance — 1.1%
Alliance Data Systems Corp.†		5,885		1,557,406
Equifax, Inc.		27,518		2,167,318
Global Payments, Inc.		11,497		836,062
McGraw Hill Financial, Inc.		24,443		1,983,061
Moody’s Corp.		10,242		958,344
SEI Investments Co.		44,182		1,674,277
Total System Services, Inc.		36,158		1,137,531
Vantiv, Inc., Class A†		14,277		446,584
				10,760,583
Computers - Integrated Systems — 0.8%
Brocade Communications Systems, Inc.		116,818		1,232,430
Teradata Corp.†		134,700		6,151,749
				7,384,179
Computers - Memory Devices — 0.7%
Seagate Technology PLC		39,272		2,457,642
Western Digital Corp.		44,281		4,561,386
				7,019,028
Consulting Services — 0.7%
Booz Allen Hamilton Holding Corp.		129,200		2,865,656
Civeo Corp.		54,000		1,372,140
FTI Consulting, Inc.†		14,071		522,034
Towers Watson & Co., Class A		21,233		2,327,774
				7,087,604
Consumer Products - Misc. — 0.5%
Samsonite International SA		1,427,400		4,926,800
Containers - Metal/Glass — 1.5%
Crown Holdings, Inc.†		71,636		3,457,870
Owens-Illinois, Inc.†		354,156		10,904,463
				14,362,333
Containers - Paper/Plastic — 1.8%
Graphic Packaging Holding Co.†		352,588		4,509,600
Packaging Corp. of America		43,100		2,930,369
Rock-Tenn Co., Class A		22,560		1,109,050
Sealed Air Corp.		137,500		4,963,750
Sonoco Products Co.		98,000		4,033,680
				17,546,449

55

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Cruise Lines — 0.7%
Norwegian Cruise Line Holdings, Ltd.†		189,600	$	6,315,576
Data Processing/Management — 0.2%
Fidelity National Information Services, Inc.		33,219		1,885,178
Dialysis Centers — 0.1%
DaVita HealthCare Partners, Inc.†		15,377		1,148,354
Distribution/Wholesale — 3.7%
Arrow Electronics, Inc.†		221,483		13,787,317
Ingram Micro, Inc., Class A†		190,500		5,492,115
WESCO International, Inc.†#		202,798		17,033,004
				36,312,436
Diversified Manufacturing Operations — 3.6%
Barnes Group, Inc.		206,678		7,076,655
Carlisle Cos., Inc.		61,107		5,065,770
Colfax Corp.†		17,000		1,081,370
Crane Co.		44,600		3,103,714
Dover Corp.		123,188		10,824,530
Harsco Corp.		208,000		5,033,600
Parker Hannifin Corp.		26,941		3,111,685
				35,297,324
E-Commerce/Services — 0.3%
Expedia, Inc.		29,591		2,541,867
IAC/InterActiveCorp		10,770		749,484
				3,291,351
Electric Products - Misc. — 0.3%
AMETEK, Inc.		58,950		3,120,813
Electric - Generation — 0.2%
AES Corp.		128,483		1,950,372
Electric - Integrated — 3.0%
Alliant Energy Corp.		71,333		4,172,267
Ameren Corp.		25,572		1,022,624
American Electric Power Co., Inc.		45,639		2,450,814
Edison International		40,286		2,382,514
FirstEnergy Corp.		19,511		668,057
Great Plains Energy, Inc.		201,216		5,165,215
PG&E Corp.		18,543		861,879
Portland General Electric Co.		187,700		6,470,019
Westar Energy, Inc.		146,812		5,421,767
				28,615,156
Electronic Components - Misc. — 2.6%
Flextronics International, Ltd.†		971,164		10,721,651
Jabil Circuit, Inc.		371,529		8,017,596
Knowles Corp.†		16,845		554,537
Plexus Corp.†		95,907		3,950,409
TE Connectivity, Ltd.		30,867		1,934,744
				25,178,937
Electronic Components - Semiconductors — 2.9%
Avago Technologies, Ltd.		70,746		5,807,539
Fairchild Semiconductor International, Inc.†		493,300		8,657,415
Microsemi Corp.†		268,300		7,147,512
ON Semiconductor Corp.†		218,063		2,128,295
Skyworks Solutions, Inc.		69,400		3,932,204
				27,672,965
Electronic Parts Distribution — 0.6%
Avnet, Inc.		55,013		2,448,628
Rexel SA		171,734		3,418,596
				5,867,224

Security Description	Shares		Value (Note 2)
Electronic Security Devices — 0.1%
Allegion PLC		3,333	$	171,416
Tyco International, Ltd.		28,200		1,258,284
				1,429,700
Engineering/R&D Services — 0.2%
Fluor Corp.		22,840		1,687,648
Entertainment Software — 0.2%
Activision Blizzard, Inc.		84,968		2,000,147
Finance - Consumer Loans — 0.2%
Navient Corp.		71,638		1,285,186
SLM Corp.		84,436		748,103
				2,033,289
Finance - Credit Card — 0.4%
Discover Financial Services		65,942		4,112,803
Finance - Investment Banker/Broker — 1.5%
Charles Schwab Corp.		57,046		1,626,381
LPL Financial Holdings, Inc.		105,800		5,151,402
Raymond James Financial, Inc.		65,075		3,555,698
TD Ameritrade Holding Corp.		139,689		4,625,103
				14,958,584
Finance - Other Services — 0.0%
Solar Cayman, Ltd.†*(1)(2)		120,200		8,414
Food - Meat Products — 0.1%
Tyson Foods, Inc., Class A		32,495		1,236,760
Food - Misc./Diversified — 1.0%
Ebro Foods SA		134,168		2,714,867
Ingredion, Inc.		85,400		6,811,504
				9,526,371
Gas - Distribution — 1.0%
UGI Corp.		175,911		9,319,765
Home Decoration Products — 1.2%
Newell Rubbermaid, Inc.		348,546		11,683,262
Human Resources — 1.2%
Manpowergroup, Inc.		35,935		2,787,837
Robert Half International, Inc.		80,245		4,029,102
TrueBlue, Inc.†		176,600		4,792,924
				11,609,863
Identification Systems — 0.4%
Brady Corp., Class A		57,397		1,527,908
Checkpoint Systems, Inc.†		169,638		2,349,486
				3,877,394
Instruments - Controls — 1.4%
Honeywell International, Inc.		84,900		8,085,027
Sensata Technologies Holding NV†		116,000		5,703,720
				13,788,747
Insurance Brokers — 0.4%
Marsh & McLennan Cos., Inc.		69,828		3,707,867
Insurance - Life/Health — 1.7%
NN Group NV†		52,504		1,533,940
StanCorp Financial Group, Inc.		58,900		3,859,128
Symetra Financial Corp.		40,932		996,285
Torchmark Corp.		61,974		3,380,681
Unum Group		190,433		6,907,005
				16,677,039

56

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Insurance - Multi-line — 1.6%
Allstate Corp.		46,067	$	2,832,660
Loews Corp.		29,123		1,273,840
XL Group PLC		339,077		11,589,652
				15,696,152
Insurance - Property/Casualty — 1.1%
Alleghany Corp.†		4,989		2,150,908
Hanover Insurance Group, Inc.		115,200		7,309,440
W.R. Berkley Corp.		21,390		1,034,206
				10,494,554
Insurance - Reinsurance — 1.9%
Argo Group International Holdings, Ltd.		91,400		4,811,296
Reinsurance Group of America, Inc.		158,991		13,193,073
				18,004,369
Internet Content - Entertainment — 0.1%
NetEase, Inc. ADR		11,165		982,967
Leisure Products — 0.2%
Brunswick Corp.		50,577		2,174,811
Lighting Products & Systems — 0.3%
Acuity Brands, Inc.		20,374		2,523,931
Machine Tools & Related Products — 0.6%
Kennametal, Inc.		131,100		5,874,591
Machinery - Construction & Mining — 0.2%
Joy Global, Inc.		25,000		1,578,750
Machinery - General Industrial — 0.1%
IDEX Corp.		18,000		1,384,920
Machinery - Pumps — 0.3%
Flowserve Corp.		40,791		3,095,629
Medical Instruments — 0.1%
Boston Scientific Corp.†		86,258		1,093,751
Bruker Corp.†		4,427		88,806
				1,182,557
Medical Labs & Testing Services — 0.4%
ICON PLC†		27,755		1,374,983
Laboratory Corp. of America Holdings†		24,227		2,597,861
				3,972,844
Medical Products — 0.6%
CareFusion Corp.†		78,904		3,622,483
Teleflex, Inc.		7,308		800,080
Zimmer Holdings, Inc.		9,968		989,922
				5,412,485
Medical - Drugs — 1.9%
Almirall SA†		572,273		8,970,621
Ono Pharmaceutical Co., Ltd.		71,200		6,350,483
UCB SA		35,994		3,485,591
				18,806,695
Medical - HMO — 0.6%
WellCare Health Plans, Inc.†		87,800		5,782,508
Medical - Wholesale Drug Distribution — 0.7%
AmerisourceBergen Corp.		20,112		1,556,468
Cardinal Health, Inc.		25,063		1,847,143
McKesson Corp.		15,798		3,081,084
				6,484,695
Metal Processors & Fabrication — 0.2%
Timken Co.		47,818		2,165,677

Security Description	Shares		Value (Note 2)
Multimedia — 0.5%
Quebecor, Inc., Class B		173,800	$	4,434,114
Office Furnishings - Original — 0.0%
Steelcase, Inc., Class A		4,590		72,063
Office Supplies & Forms — 1.1%
ACCO Brands Corp.†		653,000		5,047,690
Avery Dennison Corp.		124,200		5,977,746
				11,025,436
Oil Companies - Exploration & Production — 3.4%
Cobalt International Energy, Inc.†		380,265		5,837,068
Diamondback Energy, Inc.†		83,700		7,227,495
Energen Corp.		37,592		3,025,404
Energy XXI Bermuda, Ltd.#		165,000		2,722,500
EQT Corp.		22,322		2,211,217
Kosmos Energy, Ltd.†		75,929		760,809
Newfield Exploration Co.†		59,027		2,645,590
Noble Energy, Inc.		18,314		1,321,172
QEP Resources, Inc.		189,740		6,749,052
Rice Energy, Inc.†		30,298		887,125
				33,387,432
Oil Field Machinery & Equipment — 0.1%
Cameron International Corp.†		10,321		767,160
Oil Refining & Marketing — 1.0%
HollyFrontier Corp.		69,800		3,492,094
Marathon Petroleum Corp.		26,949		2,452,628
Tesoro Corp.		17,790		1,151,725
Valero Energy Corp.		19,243		1,041,816
Western Refining, Inc.		28,267		1,315,264
				9,453,527
Oil - Field Services — 1.3%
Frank’s International NV		100,000		2,015,000
McDermott International, Inc.†#		110,000		792,000
Oil States International, Inc.†		27,000		1,742,850
Trican Well Service, Ltd.		407,500		5,887,818
Weatherford International PLC†		100,000		2,369,000
				12,806,668
Paper & Related Products — 0.4%
International Paper Co.		47,111		2,282,528
Xerium Technologies, Inc.†		90,000		1,345,500
				3,628,028
Pharmacy Services — 0.4%
Omnicare, Inc.		61,580		3,926,957
Pipelines — 0.3%
Boardwalk Pipeline Partners LP		125,000		2,493,750
Power Converter/Supply Equipment — 1.5%
Generac Holdings, Inc.†#		92,900		4,321,708
Hubbell, Inc., Class B		88,380		10,685,142
				15,006,850
Real Estate Investment Trusts — 5.1%
American Assets Trust, Inc.		164,223		5,756,016
Blackstone Mortgage Trust, Inc., Class A		207,500		6,027,875
Boston Properties, Inc.		26,341		3,198,324
Equity Lifestyle Properties, Inc.		150,900		6,894,621
Equity Residential		51,470		3,421,211
Essex Property Trust, Inc.		8,323		1,610,084
Extra Space Storage, Inc.		120,700		6,360,890
Kimco Realty Corp.		70,207		1,649,163
Macerich Co.		31,349		2,046,776

57

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Real Estate Investment Trusts (continued)
Plum Creek Timber Co., Inc.		105,300	$	4,278,339
Regency Centers Corp.		33,429		1,910,133
SL Green Realty Corp.		59,427		6,498,343
				49,651,775
Real Estate Operations & Development — 0.5%
Forest City Enterprises, Inc., Class A†		234,455		4,876,664
Retail - Apparel/Shoe — 1.8%
Ascena Retail Group, Inc.†		252,000		4,382,280
Coach, Inc.		20,000		736,600
DSW, Inc., Class A		107,900		3,338,426
Express, Inc.†		185,000		3,207,900
Finish Line, Inc., Class A		121,000		3,585,230
Foot Locker, Inc.		36,895		2,070,178
				17,320,614
Retail - Automobile — 0.1%
Rush Enterprises, Inc., Class A†		20,130		738,167
Retail - Drug Store — 0.1%
Rite Aid Corp.†		187,606		1,166,909
Retail - Home Furnishings — 0.4%
Pier 1 Imports, Inc.		225,000		3,546,000
Retail - Office Supplies — 0.7%
Staples, Inc.		550,500		6,429,840
Retail - Regional Department Stores — 0.5%
Macy’s, Inc.		58,700		3,656,423
Stage Stores, Inc.		65,000		1,135,550
				4,791,973
Retirement/Aged Care — 0.8%
Brookdale Senior Living, Inc.†		220,573		7,709,026
Rubber - Tires — 0.5%
Goodyear Tire & Rubber Co.		186,000		4,830,420
Savings & Loans/Thrifts — 0.3%
EverBank Financial Corp.		141,900		2,679,072
Semiconductor Components - Integrated Circuits — 1.6%
Analog Devices, Inc.		27,147		1,387,755
Maxim Integrated Products, Inc.		185,800		5,739,362
NXP Semiconductor NV†		122,700		8,407,404
				15,534,521
Semiconductor Equipment — 0.9%
Brooks Automation, Inc.		177,500		2,012,850
Teradyne, Inc.		263,500		5,425,465
Xcerra Corp.†		103,234		1,078,795
				8,517,110
Shipbuilding — 0.3%
Huntington Ingalls Industries, Inc.		29,906		3,053,702
Steel - Producers — 0.5%
Carpenter Technology Corp.		94,300		5,161,039
Steel - Specialty — 0.2%
Allegheny Technologies, Inc.		17,000		716,890
Universal Stainless & Alloy Products, Inc.†		52,202		1,672,030
				2,388,920
Telecom Services — 0.3%
Amdocs, Ltd.		62,003		2,920,341
Telecommunication Equipment — 0.6%
ARRIS Group, Inc.†		151,500		4,637,415
Harris Corp.		14,176		1,012,025
				5,649,440

Security Description	Shares/ Principal Amount			Value (Note 2)
Television — 0.3%
CBS Corp., Class B		46,585		$	2,762,025
Theaters — 0.1%
AMC Entertainment Holdings, Inc., Class A		55,400			1,311,318
Tobacco — 0.1%
Lorillard, Inc.		22,377			1,335,907
Tools - Hand Held — 0.8%
Stanley Black & Decker, Inc.		86,119			7,879,888
Wireless Equipment — 0.1%
Motorola Solutions, Inc.		23,492			1,395,425
Total Long-Term Investment Securities
(cost $668,222,901)					924,626,698
SHORT-TERM INVESTMENT SECURITIES — 1.0%
Registered Investment Companies — 1.0%
SSgA Money Market Fund		4,197,563			4,197,563
State Street Navigator Securities Lending Prime Portfolio(3)		5,258,978			5,258,978
Total Short-Term Investment Securities
(cost $9,456,541)					9,456,541
REPURCHASE AGREEMENTS — 4.1%
Agreement with State Street Bank and Trust Co., bearing interest at 0.00%, dated 08/29/2014, to be repurchased 09/02/2014 in the amount of $5,679,000 and collateralized by $6,265,000 of Federal Home Loan Mtg. Corp. Notes, bearing interest at 2.00%, due 01/30/2023 and having an approximate value of $5,849,950.	$	5,679,000			5,679,000
Agreement with State Street Bank and Trust Co., bearing interest at 0.00%, dated 08/29/2014, to be repurchased 09/02/2014 in the amount of $34,175,000 and collateralized by $37,335,000 of Federal Home Loan Mtg. Corp. Notes, bearing interest at 2.00%, due 01/30/2023 and having an approximate value of $34,861,594.		34,175,000			34,175,000
Total Repurchase Agreements
(cost $39,854,000)					39,854,000
TOTAL INVESTMENTS
(cost $717,533,442)(4)		100.4	%		973,937,239
Liabilities in excess of other assets		(0.4	)		(4,346,685	)
NET ASSETS —		100.0	%	$	969,590,554

† Non-income producing security

# The security or a portion thereof is out on loan (see Note 2)

* 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, 2014, the aggregate value of these securities was $8,414 representing 0% of net assets. Unless otherwise indicated, these securities are not considered to be illiquid.

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

(2) Illiquid security. At August 31, 2014, the aggregate value of these securities was $8,414 representing 0% of net assets.

(3) At August 31, 2014, the Fund had loaned securities with a total value of $5,156,969. This was secured by collateral of $5,258,978 which was received in cash and subsequently invested in short-term investments currently valued at $5,258,978 as reported in the portfolio of Investments.

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

ADR—American Depository Receipt

58

VALIC Company II Mid Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Chemicals - Specialty	$	49,162,850	$	—	$	—	$	49,162,850
Finance - Other Services		—		—		8,414		8,414
Real Estate Investment Trusts		49,651,775		—		—		49,651,775
Other Industries*		825,803,659		—		—		825,803,659
Short-Term Investment Securities:
Registered Investment Companies		9,456,541		—		—		9,456,541
Repurchase Agreements		—		39,854,000		—		39,854,000
Total	$	934,074,825	$	39,854,000	$	8,414	$	973,937,239

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

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

At the beginning and end of the reporting period, Level 3 investments were not considered a material portion of the Fund.

See Notes to Financial Statements

59

VALIC Company II Moderate Growth Lifestyle Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Domestic Equity Investment Companies	45.0	%
Fixed Income Investment Companies	31.7
International Equity Investment Companies	19.1
Real Estate Investment Companies	4.2
	100.0	%

* Calculated as a percentage of net assets

60

VALIC Company II Moderate Growth Lifestyle Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
AFFILIATED REGISTERED INVESTMENT COMPANIES#(1) — 100.0%
Domestic Equity Investment Companies — 45.0%
VALIC Co. I Blue Chip Growth Fund		1,985,025	$	35,829,697
VALIC Co. I Dividend Value Fund		1,727,553		23,494,727
VALIC Co. I Mid Cap Index Fund		1,250,360		35,647,770
VALIC Co. I Mid Cap Strategic Growth Fund		452,699		7,759,261
VALIC Co. I Nasdaq-100 Index Fund		2,257,025		21,532,019
VALIC Co. I Science & Technology Fund		883,793		23,871,246
VALIC Co. I Small Cap Index Fund		1,184,032		25,065,962
VALIC Co. I Small Cap Special Values Fund		670,221		9,604,265
VALIC Co. I Stock Index Fund		2,137,690		77,469,900
VALIC Co. I Value Fund		107,470		1,592,710
VALIC Co. II Capital Appreciation Fund		1,146,187		18,201,444
VALIC Co. II Large Cap Value Fund		424,569		7,463,917
VALIC Co. II Mid Cap Growth Fund		906,549		9,183,345
VALIC Co. II Mid Cap Value Fund		1,591,474		40,025,573
VALIC Co. II Small Cap Growth Fund		457,580		7,444,821
VALIC Co. II Small Cap Value Fund		933,511		15,542,952
Total Domestic Equity Investment Companies
(cost $283,469,941)				359,729,609
Fixed Income Investment Companies — 31.7%
VALIC Co. I Capital Conservation Fund		774,354		7,689,338
VALIC Co. I Government Securities Fund		951,568		10,286,451
VALIC Co. I Inflation Protected Fund		1,183,635		13,528,944
VALIC Co. II Core Bond Fund		11,086,719		122,951,710
VALIC Co. II High Yield Bond Fund		4,886,248		38,747,948
VALIC Co. II Strategic Bond Fund		5,103,136		60,063,908
Total Fixed Income Investment Companies
(cost $247,965,227)				253,268,299

Security Description	Shares			Value (Note 2)
International Equity Investment Companies — 19.1%
VALIC Co. I Emerging Economies Fund		3,791,054		$	32,678,889
VALIC Co. I Foreign Value Fund		3,829,792			43,812,815
VALIC Co. I International Equities Index Fund		5,940,046			43,599,935
VALIC Co. I International Growth Fund		1,751,322			24,623,586
VALIC Co. II International Opportunities Fund		485,019			7,517,787
Total International Equity Investment Companies
(cost $141,983,991)					152,233,012
Real Estate Investment Companies — 4.2%
VALIC Co. I Global Real Estate Fund
(cost $30,619,839)		3,756,538			33,320,496
TOTAL INVESTMENTS
(cost $704,038,998)(2)		100.0	%		798,551,416
Liabilities in excess of other assets		(0.0	)		(30,391	)
NET ASSETS —		100.0	%	$	798,521,025

# 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, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable  Inputs		Total
ASSETS:
Affiliated Registered Investment Companies:
Domestic Equity Investment Companies	$	359,729,609	$	—	$	—	$	359,729,609
Fixed Income Investment Companies		253,268,299		—		—		253,268,299
International Equity Investment Companies		152,233,012		—		—		152,233,012
Real Estate Investment Companies		33,320,496		—		—		33,320,496
Total	$	798,551,416	$	—	$	—	$	798,551,416

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

61

VALIC Company II Money Market II Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

U.S. Government Agencies	35.5	%
Commercial Banks	23.4
U.S. Government Treasuries	11.9
Banks — Super Regional	10.1
Diversified Banking Institutions	4.8
Finance Investment Banker/Broker	4.5
Money Center Banks	4.5
Banks — Fiduciary	2.1
Diversified Financial Services	1.8
Repurchase Agreement	1.5
	100.1	%
Weighted Average Days to Maturity	40.3

Credit Quality@#

Aaa 100.0 % 

* Calculated as a percentage of net assets

@ Source: Moody’s

# Calculated as a percentage of total debt issues

62

VALIC Company II Money Market II Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Principal Amount		Value (Note 2)
SHORT-TERM INVESTMENT SECURITIES — 98.6%
Certificates of Deposit — 28.7%
Chase Bank USA NA FRS 0.26% due 04/24/2015	$	3,600,000	$	3,600,000
Deutsche Bank AG NY FRS 0.54% due 03/27/2015		4,000,000		4,000,000
Lloyds Bank PLC NY 0.07% due 09/03/2014		4,250,000		4,250,000
Nordea Bank Finland PLC NY 0.21% due 09/05/2014		3,480,000		3,480,000
Rabobank Nederland NV NY FRS 0.29% due 05/06/2015		3,800,000		3,800,000
Rabobank Nederland NV NY FRS 0.31% due 08/12/2015		3,500,000		3,501,130
Royal Bank of Canada NY FRS 0.23% due 06/10/2015		3,500,000		3,500,000
Royal Bank of Canada NY FRS 0.24% due 03/27/2015		275,000		275,015
Royal Bank of Canada NY FRS 0.32% due 05/04/2015		3,800,000		3,800,000
Svenska Handelsbanken NY 0.18% due 09/08/2014		3,400,000		3,400,003
Svenska Handelsbanken NY FRS 0.40% due 11/17/2014		3,500,000		3,501,287
UBS AG Stamford CT FRS 0.24% due 10/24/2014		4,250,000		4,250,000
Wells Fargo Bank NA FRS 0.21% due 12/01/2014		3,400,000		3,400,000
Wells Fargo Bank NA FRS 0.23% due 02/04/2015		4,220,000		4,220,000
Total Certificates of Deposit
(amortized cost $48,977,435)				48,977,435
Commercial Paper — 15.1%
BNP Paribas Finance, Inc. 0.08% due 09/03/2014		3,500,000		3,499,984
BNP Paribas Finance, Inc. 0.08% due 09/04/2014		4,250,000		4,249,972
Credit Agricole North America, Inc. 0.09% due 09/03/2014		7,500,000		7,499,963
Lloyds Bank PLC 0.06% due 09/11/2014		3,500,000		3,499,942
Nordea Bank AB 0.21% due 09/09/2014*		3,490,000		3,489,837
State Street Corp. 0.20% due 01/05/2015		3,550,000		3,547,515
Total Commercial Paper
(amortized cost $25,787,213)				25,787,213
U.S. Corporate Bonds & Notes — 7.4%
Bank of America NA 0.21% due 10/14/2014		3,500,000		3,500,000
Bank of America NA 0.25% due 12/01/2014		3,350,000		3,350,000
General Electric Capital Corp. FRS 0.49% due 09/15/2014		250,000		250,029
General Electric Capital Corp. 2.15% due 01/09/2015		2,750,000		2,768,275
JPMorgan Chase Bank NA FRS 0.35% due 09/04/2015		2,700,000		2,700,000
Total U.S. Corporate Bonds & Notes
(amortized cost $12,568,304)				12,568,304
U.S. Government Agencies — 35.5%
Federal Farm Credit Bank
0.08% due 11/25/2014		1,000,000		999,811
0.09% due 01/08/2015		2,250,000		2,249,274

Security Description	Principal Amount			Value (Note 2)
U.S. Government Agencies (continued)
Federal Farm Credit Bank FRS
0.08% due 03/09/2015	$	2,750,000		$	2,749,846
0.10% due 03/30/2015		2,800,000			2,799,920
0.13% due 02/23/2015		3,300,000			3,299,913
0.17% due 10/24/2014		1,000,000			1,000,115
0.28% due 10/14/2014		1,500,000			1,500,321
Federal Home Loan Bank
0.05% due 09/24/2014		7,000,000			6,999,799
0.05% due 09/26/2014		2,000,000			1,999,938
0.06% due 10/10/2014		3,500,000			3,499,773
0.07% due 10/03/2014		1,700,000			1,699,902
0.07% due 10/15/2014		3,500,000			3,499,701
0.11% due 02/17/2015		1,500,000			1,499,225
0.12% due 03/25/2015		1,750,000			1,748,804
0.12% due 04/10/2015		1,500,000			1,498,895
0.15% due 09/16/2014		1,900,000			1,899,881
0.17% due 07/31/2015		1,250,000			1,248,034
Federal Home Loan Bank FRS
0.10% due 02/03/2015		2,650,000			2,650,022
0.11% due 02/23/2015		1,700,000			1,699,957
Federal Home Loan Mtg. Corp.
0.06% due 10/17/2014		3,350,000			3,349,743
0.14% due 01/26/2015		1,250,000			1,249,311
Federal National Mtg. Assoc.
0.08% due 11/05/2014		4,000,000			3,999,458
0.14% due 06/01/2015		2,350,000			2,347,505
Federal National Mtg. Assoc. FRS
0.13% due 02/27/2015		2,250,000			2,250,295
0.37% due 10/27/2014		2,800,000			2,801,394
Total U.S. Government Agencies
(amortized cost $60,540,837)					60,540,837
U.S. Government Treasuries — 11.9%
United States Treasury Bills
0.02% due 09/04/2014		7,000,000			6,999,988
0.03% due 09/11/2014		7,000,000			6,999,932
0.04% due 09/18/2014		6,250,000			6,249,897
Total U.S. Government Treasuries
(amortized cost $20,249,817)					20,249,817
Total Short-Term Investment Securities — 98.6%
(amortized cost $168,123,606)					168,123,606
REPURCHASE AGREEMENT — 1.5%
State Street Bank and Trust Co. Joint Repurchase Agreement(1) (cost $2,576,000)		2,576,000			2,576,000
TOTAL INVESTMENTS
(amortized cost $170,699,606)(2)		100.1	%		170,699,606
Liabilities in excess of other assets		(0.1	)		(124,294	)
NET ASSETS —		100.0	%	$	170,575,312

* 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, 2014, the aggregate value of these securities was $3,489,837 representing 2.0% of net assets. Unless otherwise indicated, these securities are not considered to be illiquid.

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

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

FRS—Floating Rate Security

The rates shown on FRS are the current interest rates at August 31, 2014 and unless noted otherwise, the dates are the original maturity dates.

63

VALIC Company II Money Market II Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Short-Term Investment Securities:
Certificates of Deposit	$	—	$	48,977,435	$	—	$	48,977,435
Commercial Paper		—		25,787,213		—		25,787,213
U.S. Corporate Bonds & Notes		—		12,568,304		—		12,568,304
U.S. Government Agencies		—		60,540,837		—		60,540,837
U.S. Government Treasuries		—		20,249,817		—		20,249,817
Repurchase Agreement		—		2,576,000		—		2,576,000
Total	$	—	$	170,699,606	$	—	$	170,699,606

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

64

VALIC Company II Small Cap Growth Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Registered Investment Companies	14.9	%
Medical — Biomedical/Gene	6.0
Medical — Drugs	3.5
Applications Software	3.5
Electronic Components — Semiconductors	3.4
Retail — Automobile	3.3
Retail — Apparel/Shoe	2.7
Networking Products	2.7
Building & Construction Products — Misc.	2.7
Machinery — General Industrial	2.7
Oil Companies — Exploration & Production	2.4
Computer Software	2.3
E-Commerce/Services	2.3
Lighting Products & Systems	2.2
Enterprise Software/Service	2.2
Distribution/Wholesale	2.2
Oil Field Machinery & Equipment	2.0
Transport — Truck	2.0
Footwear & Related Apparel	1.9
Instruments — Scientific	1.8
Wireless Equipment	1.8
Time Deposits	1.8
Medical — Hospitals	1.6
Real Estate Investment Trusts	1.6
Investment Management/Advisor Services	1.5
Retail — Misc./Diversified	1.5
Patient Monitoring Equipment	1.3
Therapeutics	1.3
Transport — Marine	1.3
Educational Software	1.3
Machinery — Pumps	1.3
Diversified Manufacturing Operations	1.2
Medical Products	1.2
Drug Delivery Systems	1.2
Savings & Loans/Thrifts	1.2
Commercial Services	1.1
Airlines	1.1
Medical Imaging Systems	1.1
Building Products — Cement	1.0
Aerospace/Defense — Equipment	1.0
Medical — HMO	1.0
E-Marketing/Info	1.0
Transport — Services	0.9
Healthcare Safety Devices	0.9
Computers — Memory Devices	0.9
Banks — Commercial	0.9
Telecom Equipment — Fiber Optics	0.9
Power Converter/Supply Equipment	0.9
Retail — Catalog Shopping	0.9
Data Processing/Management	0.9
Investment Companies	0.9
Oil Refining & Marketing	0.8
Internet Incubators	0.8
Casino Services	0.8
Real Estate Management/Services	0.8
Diagnostic Equipment	0.8
Advanced Materials	0.8
MRI/Medical Diagnostic Imaging	0.7
Retail — Jewelry	0.7
Retail — Vitamins & Nutrition Supplements	0.7
Medical Instruments	0.6
Insurance — Property/Casualty	0.6
Computer Data Security	0.5
Internet Telephone	0.5
Building — Residential/Commercial	0.5
Computer Services	0.5
Apparel Manufacturers	0.4
Research & Development	0.4
Internet Connectivity Services	0.4
Finance — Investment Banker/Broker	0.4
	114.9	%

* Calculated as a percentage of net assets

65

VALIC Company II Small Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 98.2%
Advanced Materials — 0.8%
Hexcel Corp.†		21,677	$	892,876
Aerospace/Defense - Equipment — 1.0%
HEICO Corp.		22,421		1,161,632
Airlines — 1.1%
Spirit Airlines, Inc.†		17,602		1,239,005
Apparel Manufacturers — 0.4%
Vince Holding Corp.†		13,852		502,828
Applications Software — 3.5%
Dealertrack Technologies, Inc.†		28,822		1,290,073
Demandware, Inc.†		19,348		1,028,346
Imperva, Inc.†		17,817		518,653
Tableau Software, Inc., Class A†		16,723		1,095,189
				3,932,261
Banks - Commercial — 0.9%
Signature Bank†		8,463		1,002,527
Building & Construction Products - Misc. — 2.7%
Fortune Brands Home & Security, Inc.		30,192		1,304,596
Trex Co., Inc.†		46,725		1,756,860
				3,061,456
Building Products - Cement — 1.0%
Eagle Materials, Inc.		11,509		1,172,882
Building - Residential/Commercial — 0.5%
TRI Pointe Homes, Inc.†		40,926		605,705
Casino Services — 0.8%
Scientific Games Corp., Class A†#		91,868		932,460
Commercial Services — 1.1%
CoStar Group, Inc.†		8,902		1,288,564
Computer Data Security — 0.5%
A10 Networks, Inc.†		52,933		617,199
Computer Services — 0.5%
FleetMatics Group PLC†#		16,902		554,724
Computer Software — 2.3%
Cornerstone OnDemand, Inc.†		24,163		904,663
Envestnet, Inc.†		37,938		1,745,527
				2,650,190
Computers - Memory Devices — 0.9%
Nimble Storage, Inc.†#		38,208		1,033,144
Data Processing/Management — 0.9%
CommVault Systems, Inc.†		17,511		965,557
Diagnostic Equipment — 0.8%
GenMark Diagnostics, Inc.†		83,326		895,754
Distribution/Wholesale — 2.2%
Pool Corp.		16,510		935,457
Watsco, Inc.		17,045		1,576,492
				2,511,949
Diversified Manufacturing Operations — 1.2%
Carlisle Cos., Inc.		16,655		1,380,699
Drug Delivery Systems — 1.2%
Nektar Therapeutics†		61,211		872,869
Revance Therapeutics, Inc.†		19,523		455,862
				1,328,731
E-Commerce/Services — 2.3%
ChannelAdvisor Corp.†#		26,188		424,246
Coupons.com, Inc.†#		39,463		602,995

Security Description	Shares		Value (Note 2)
E-Commerce/Services (continued)
RetailMeNot, Inc.†#		40,653	$	758,178
Trulia, Inc.†#		12,869		793,116
				2,578,535
E-Marketing/Info — 1.0%
Marketo, Inc.†		24,162		707,463
ReachLocal, Inc.†#		70,117		368,816
				1,076,279
Educational Software — 1.3%
2U, Inc.†		75,771		1,432,072
Electronic Components - Semiconductors — 3.4%
Cavium, Inc.†		20,376		1,144,724
Inphi Corp.†		84,846		1,276,932
Monolithic Power Systems, Inc.		29,856		1,426,520
				3,848,176
Enterprise Software/Service — 2.2%
Guidewire Software, Inc.†		28,208		1,284,875
Veeva Systems, Inc., Class A†#		41,494		1,243,575
				2,528,450
Finance - Investment Banker/Broker — 0.4%
FXCM, Inc., Class A#		30,621		443,698
Footwear & Related Apparel — 1.9%
Skechers U.S.A., Inc., Class A†		11,567		675,166
Wolverine World Wide, Inc.		54,752		1,454,213
				2,129,379
Healthcare Safety Devices — 0.9%
Tandem Diabetes Care, Inc.†		12,623		178,616
Unilife Corp.†#		338,717		863,728
				1,042,344
Home Furnishings — 0.0%
Norcraft Cos., Inc.†		2,546		42,187
Instruments - Scientific — 1.8%
FEI Co.		10,041		843,846
Fluidigm Corp.†		44,852		1,220,871
				2,064,717
Insurance - Property/Casualty — 0.6%
AmTrust Financial Services, Inc.#		15,664		689,686
Internet Connectivity Services — 0.4%
Boingo Wireless, Inc.†		66,882		465,499
Internet Incubators — 0.8%
HomeAway, Inc.†		28,168		935,178
Internet Telephone — 0.5%
RingCentral, Inc.†		45,482		610,823
Investment Companies — 0.9%
PennantPark Investment Corp.		80,911		962,841
Investment Management/Advisor Services — 1.5%
Cohen & Steers, Inc.#		13,315		581,067
Financial Engines, Inc.#		32,380		1,161,470
				1,742,537
Lighting Products & Systems — 2.2%
Acuity Brands, Inc.		17,487		2,166,289
TCP International Holdings, Ltd.†#		53,148		365,127
				2,531,416

66

VALIC Company II Small Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Machinery - General Industrial — 2.7%
DXP Enterprises, Inc.†		9,230	$	739,507
Middleby Corp.†		26,390		2,275,610
				3,015,117
Machinery - Pumps — 1.3%
Graco, Inc.		18,513		1,422,909
Medical Imaging Systems — 1.1%
Novadaq Technologies, Inc.†		94,796		1,238,036
Medical Instruments — 0.6%
Bruker Corp.†		36,029		722,742
Medical Products — 1.2%
K2M Group Holdings, Inc.†		37,764		536,627
Syneron Medical, Ltd.†		83,102		834,344
				1,370,971
Medical - Biomedical/Gene — 6.0%
Acceleron Pharma, Inc.†		17,670		474,793
Aegerion Pharmaceuticals, Inc.†#		14,389		439,584
Avalanche Biotechnologies, Inc.†#		13,402		397,101
Exact Sciences Corp.†#		32,186		671,078
Halozyme Therapeutics, Inc.†		71,035		674,833
Insmed, Inc.†		46,819		652,189
InterMune, Inc.†		11,678		857,749
Intrexon Corp.†#		19,615		397,792
Isis Pharmaceuticals, Inc.†#		10,967		447,015
Puma Biotechnology, Inc.†		5,448		1,419,258
Versartis, Inc.†#		17,530		403,190
				6,834,582
Medical - Drugs — 3.5%
ACADIA Pharmaceuticals, Inc.†#		28,680		687,746
Chimerix, Inc.†		33,472		854,875
Ignyta, Inc.†#		44,004		330,030
Keryx Biopharmaceuticals, Inc.†#		40,431		735,440
Receptos, Inc.†		13,656		698,504
Sagent Pharmaceuticals, Inc.†		24,752		688,601
				3,995,196
Medical - HMO — 1.0%
WellCare Health Plans, Inc.†		17,583		1,158,016
Medical - Hospitals — 1.6%
Acadia Healthcare Co., Inc.†		35,132		1,799,110
MRI/Medical Diagnostic Imaging — 0.7%
Surgical Care Affiliates, Inc.†		28,105		836,405
Networking Products — 2.7%
Fortinet, Inc.†		45,418		1,172,239
Gigamon, Inc.†#		8,571		93,252
Infinera Corp.†		96,726		1,023,361
Palo Alto Networks, Inc.†		9,524		809,445
				3,098,297
Oil Companies - Exploration & Production — 2.4%
Eclipse Resources Corp.†#		30,182		552,029
Laredo Petroleum, Inc.†#		47,059		1,112,475
Oasis Petroleum, Inc.†		22,693		1,116,268
				2,780,772
Oil Field Machinery & Equipment — 2.0%
Dril-Quip, Inc.†		11,479		1,164,774
Forum Energy Technologies, Inc.†		34,162		1,163,216
				2,327,990

Security Description	Shares		Value (Note 2)
Oil Refining & Marketing — 0.8%
Delek US Holdings, Inc.		27,383	$	957,857
Patient Monitoring Equipment — 1.3%
Insulet Corp.†		42,171		1,522,795
Power Converter/Supply Equipment — 0.9%
Generac Holdings, Inc.†#		21,181		985,340
Real Estate Investment Trusts — 1.6%
EastGroup Properties, Inc.		8,825		572,213
Glimcher Realty Trust		55,775		626,353
Highwoods Properties, Inc.		13,510		574,851
				1,773,417
Real Estate Management/Services — 0.8%
RE/MAX Holdings, Inc., Class A		30,554		926,397
Research & Development — 0.4%
Arrowhead Research Corp.†#		33,202		483,753
Retail - Apparel/Shoe — 2.7%
Francesca’s Holdings Corp.†		53,421		747,894
Men’s Wearhouse, Inc.		26,985		1,458,000
Vera Bradley, Inc.†#		44,406		911,211
				3,117,105
Retail - Automobile — 3.3%
Lithia Motors, Inc., Class A		12,132		1,060,580
Penske Automotive Group, Inc.		23,557		1,130,029
Rush Enterprises, Inc., Class A†		43,440		1,592,945
				3,783,554
Retail - Catalog Shopping — 0.9%
MSC Industrial Direct Co., Inc., Class A		10,899		982,436
Retail - Jewelry — 0.7%
Movado Group, Inc.		21,387		794,099
Retail - Misc./Diversified — 1.5%
Container Store Group, Inc.†#		29,903		632,149
Five Below, Inc.†		26,698		1,082,871
				1,715,020
Retail - Vitamins & Nutrition Supplements — 0.7%
Vitamin Shoppe, Inc.†		19,232		753,702
Savings & Loans/Thrifts — 1.2%
BofI Holding, Inc.†		17,223		1,325,999
Telecom Equipment - Fiber Optics — 0.9%
Ciena Corp.†		48,031		993,761
Therapeutics — 1.3%
Kite Pharma, Inc.†#		17,571		496,732
Portola Pharmaceuticals, Inc.†		23,608		658,427
Threshold Pharmaceuticals, Inc.†#		87,848		365,448
				1,520,607
Transport - Marine — 1.3%
Kirby Corp.†		12,028		1,434,820
Transport - Services — 0.9%
XPO Logistics, Inc.†		34,541		1,069,735
Transport - Truck — 2.0%
Marten Transport, Ltd.		39,448		781,070
Old Dominion Freight Line, Inc.†		21,516		1,434,472
				2,215,542

67

VALIC Company II Small Cap Growth Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares/ Principal Amount			Value (Note 2)
COMMON STOCKS (continued)
Wireless Equipment — 1.8%
Aruba Networks, Inc.†		56,108		$	1,197,906
Ruckus Wireless, Inc.†		59,359			825,683
					2,023,589
Total Long-Term Investment Securities
(cost $95,317,521)					111,833,631
SHORT-TERM INVESTMENT SECURITIES — 16.7%
Registered Investment Companies — 14.9%
State Street Navigator Securities Lending Prime Portfolio(1)		17,031,365			17,031,365
Time Deposits — 1.8%
Euro Time Deposit with State Street Bank and Trust Co. 0.01% due 09/02/2014	$	2,015,000			2,015,000
Total Short-Term Investment Securities
(cost $19,046,365)					19,046,365
TOTAL INVESTMENTS
(cost $114,363,886)(2)		114.9	%		130,879,996
Liabilities in excess of other assets		(14.9	)		(16,972,939	)
NET ASSETS —		100.0	%	$	113,907,057

† Non-income producing security

# The security or a portion thereof is out on loan (see Note 2)

(1) At August 31, 2014, the Fund had loaned securities with a total value of $16,944,797. This was secured by collateral of $17,031,365 which was received in cash and subsequently invested in short-term investments currently valued at $17,031,365 as reported in the portfolio of Investments.

(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, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Medical-Biomedical/Gene	$	6,834,582	$	—	$	—	$	6,834,582
Other Industries*		104,999,049		—		—		104,999,049
Short-Term Investment Securities:
Registered Investment Companies		17,031,365		—		—		17,031,365
Time Deposits		—		2,015,000		—		2,015,000
Total	$	128,864,996	$	2,015,000	$	—	$	130,879,996

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

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

68

VALIC Company II Small Cap Value Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Banks — Commercial	11.5	%
Real Estate Investment Trusts	10.1
Retail — Apparel/Shoe	4.4
Electric — Integrated	3.5
Registered Investment Companies	3.3
Oil Companies — Exploration & Production	2.8
Human Resources	2.6
Oil — Field Services	2.2
Repurchase Agreements	1.9
Distribution/Wholesale	1.6
Auction Houses/Art Dealers	1.6
Insurance — Life/Health	1.5
Medical — Biomedical/Gene	1.4
Retail — Office Supplies	1.4
Transport — Truck	1.4
Consulting Services	1.3
Insurance — Reinsurance	1.3
Medical Instruments	1.3
Resorts/Theme Parks	1.3
Electronic Components — Misc.	1.1
Engineering/R&D Services	1.1
Commercial Services — Finance	1.1
Diversified Manufacturing Operations	1.1
Enterprise Software/Service	1.0
Machinery — General Industrial	1.0
Gas — Distribution	0.9
Containers — Paper/Plastic	0.9
Data Processing/Management	0.9
Computers — Integrated Systems	0.9
Containers — Metal/Glass	0.9
Real Estate Management/Services	0.8
Medical Sterilization Products	0.8
Travel Services	0.8
Telecom Services	0.8
Finance — Consumer Loans	0.8
Food — Flour & Grain	0.8
Food — Misc./Diversified	0.8
Computer Services	0.8
Office Furnishings — Original	0.8
Food — Dairy Products	0.8
Telecommunication Equipment	0.7
Auto/Truck Parts & Equipment — Original	0.7
Printing — Commercial	0.7
Audio/Video Products	0.7
Oil Field Machinery & Equipment	0.7
Real Estate Operations & Development	0.6
Footwear & Related Apparel	0.6
Food — Baking	0.6
Computers — Memory Devices	0.6
Electronic Components — Semiconductors	0.6
Diversified Financial Services	0.6
Computer Software	0.6
Beverages — Wine/Spirits	0.6
Building — Residential/Commercial	0.6
Networking Products	0.5
Retail — Drug Store	0.5
Retail — Regional Department Stores	0.5
Aerospace/Defense — Equipment	0.5
Chemicals — Specialty	0.5
Retail — Bookstores	0.5
Finance — Investment Banker/Broker	0.5
Tobacco	0.5
Paper & Related Products	0.5
Medical — Drugs	0.5
Environmental Consulting & Engineering	0.4
Metal Processors & Fabrication	0.4
Insurance — Property/Casualty	0.4
Retail — Discount	0.4
Coal	0.4
Savings & Loans/Thrifts	0.4

Medical — Outpatient/Home Medical	0.4	%
Oil Refining & Marketing	0.4
Engines — Internal Combustion	0.4
Airlines	0.4
Entertainment Software	0.3
Energy — Alternate Sources	0.3
Retail — Restaurants	0.3
Building & Construction Products — Misc.	0.3
Lasers — System/Components	0.3
Office Supplies & Forms	0.3
Semiconductor Equipment	0.3
Retail — Appliances	0.3
Chemicals — Diversified	0.3
Therapeutics	0.2
Wireless Equipment	0.2
Medical — HMO	0.2
Insurance — Multi-line	0.2
Consumer Products — Misc.	0.2
Transport — Services	0.2
Electric — Generation	0.2
Telephone — Integrated	0.2
Computer Aided Design	0.2
Auto/Truck Parts & Equipment — Replacement	0.2
Electronic Parts Distribution	0.2
Machinery — Construction & Mining	0.2
Power Converter/Supply Equipment	0.2
Food — Wholesale/Distribution	0.2
Internet Application Software	0.2
Independent Power Producers	0.2
Building — Maintenance & Services	0.2
Machinery — Farming	0.2
Building Products — Doors & Windows	0.2
Semiconductor Components — Integrated Circuits	0.2
Textile — Apparel	0.1
E-Commerce/Services	0.1
United States Treasury Notes	0.1
Medical Labs & Testing Services	0.1
Investment Management/Advisor Services	0.1
Multimedia	0.1
Commercial Services	0.1
Metal Products — Distribution	0.1
Publishing — Newspapers	0.1
Finance — Mortgage Loan/Banker	0.1
Rubber/Plastic Products	0.1
Medical Laser Systems	0.1
Linen Supply & Related Items	0.1
Steel Pipe & Tube	0.1
Radio	0.1
Auto — Truck Trailers	0.1
Schools	0.1
Telecom Equipment — Fiber Optics	0.1
Computer Data Security	0.1
Applications Software	0.1
Medical — Generic Drugs	0.1
Housewares	0.1
Building & Construction — Misc.	0.1
Industrial Automated/Robotic	0.1
Precious Metals	0.1
Finance — Leasing Companies	0.1
Oil & Gas Drilling	0.1
Gambling (Non-Hotel)	0.1
Advertising Services	0.1
Transport — Marine	0.1
Retail — Hypermarkets	0.1
Miscellaneous Manufacturing	0.1
Water	0.1
Seismic Data Collection	0.1
Educational Software	0.1
	103.4	%

* Calculated as a percentage of net assets

69

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 98.1%
Advertising Services — 0.1%
Sizmek, Inc.†		36,341	$	319,801
Aerospace/Defense - Equipment — 0.5%
AAR Corp.		106,700		2,955,590
Airlines — 0.4%
Alaska Air Group, Inc.		15,200		704,368
Republic Airways Holdings, Inc.†		48,818		495,503
SkyWest, Inc.		86,280		773,931
				1,973,802
Applications Software — 0.1%
Actuate Corp.†		28,400		126,096
Five9, Inc.†		9,300		54,591
Globant SA†		7,900		98,039
Paycom Software, Inc.†#		10,400		186,368
				465,094
Auction House/Art Dealers — 1.6%
KAR Auction Services, Inc.		293,730		8,858,897
Audio/Video Products — 0.7%
Skullcandy, Inc.†		4,300		35,647
TiVo, Inc.†		270,700		3,814,163
VOXX International Corp.†		8,300		82,170
				3,931,980
Auto - Truck Trailers — 0.1%
Wabash National Corp.†		34,600		489,244
Auto/Truck Parts & Equipment - Original — 0.7%
Dana Holding Corp.		150,000		3,484,500
Fuel Systems Solutions, Inc.†		20,800		210,704
Spartan Motors, Inc.		3,856		20,128
Superior Industries International, Inc.		17,900		348,155
				4,063,487
Auto/Truck Parts & Equipment - Replacement — 0.2%
Douglas Dynamics, Inc.		53,200		1,060,808
Banks - Commercial — 11.5%
1st Source Corp.		18,428		553,024
1st United Bancorp, Inc.		4,200		36,540
American National Bankshares, Inc.		1,200		26,568
Associated Banc-Corp.		97,980		1,781,277
BancFirst Corp.		13,540		861,686
BancorpSouth, Inc.		70,100		1,484,017
Bank of Hawaii Corp.		30,680		1,780,974
Banner Corp.		11,600		456,808
BBCN Bancorp, Inc.		66,220		966,812
Bridge Capital Holdings†		3,600		80,532
Capital Bank Financial Corp., Class A†		38,600		944,542
Cascade Bancorp†		15,501		79,985
Cathay General Bancorp		132,600		3,452,904
Central Pacific Financial Corp.		57,800		1,016,124
Century Bancorp, Inc., Class A		1,518		54,618
Chemical Financial Corp.		13,600		385,832
Citizens & Northern Corp.		3,600		70,992
City Holding Co.		27,100		1,157,712
CoBiz Financial, Inc.		18,300		211,365
Columbia Banking System, Inc.		10,273		267,201
Community Bank System, Inc.		25,380		896,929
Community Trust Bancorp, Inc.		22,918		814,047
ConnectOne Bancorp, Inc.		3,900		75,582
East West Bancorp, Inc.		3,073		107,063
Financial Institutions, Inc.		13,000		312,260
First BanCorp†		239,300		1,246,753
First Bancorp		5,700		101,289
First Busey Corp.		78,980		454,135

Security Description	Shares		Value (Note 2)
Banks - Commercial (continued)
First Citizens BancShares, Inc., Class A		1,540	$	353,877
First Commonwealth Financial Corp.		242,000		2,144,120
First Community Bancshares, Inc.		4,600		75,072
First Financial Bancorp		27,198		451,759
First Financial Bankshares, Inc.#		14,160		416,162
First Interstate BancSystem, Inc.		21,700		575,484
FirstMerit Corp.		227,000		3,912,345
FNB Corp.		87,240		1,078,286
Glacier Bancorp, Inc.		39,800		1,083,356
Great Southern Bancorp, Inc.		6,800		215,356
Guaranty Bancorp		4,900		68,257
Hancock Holding Co.		136,371		4,532,972
Heartland Financial USA, Inc.		10,140		242,549
Heritage Financial Corp.		4,539		74,258
Hudson Valley Holding Corp.		9,740		173,080
Lakeland Bancorp, Inc.		11,573		119,549
Lakeland Financial Corp.		5,280		205,603
MainSource Financial Group, Inc.		37,000		638,250
MB Financial, Inc.		22,420		634,262
Metro Bancorp, Inc.†		11,100		258,186
National Penn Bancshares, Inc.		8,700		87,000
OFG Bancorp		105,600		1,679,040
OmniAmerican Bancorp, Inc.		7,000		181,720
Pacific Continental Corp.		14,700		198,156
PacWest Bancorp		29,200		1,224,648
Preferred Bank†		3,300		79,266
Republic Bancorp, Inc., Class A		3,700		84,212
S&T Bancorp, Inc.		4,080		101,755
Sierra Bancorp		3,220		55,931
Simmons First National Corp., Class A		14,120		563,670
Southwest Bancorp, Inc.		30,480		503,834
Stock Yards Bancorp, Inc.		2,300		69,299
Suffolk Bancorp		3,220		67,073
Susquehanna Bancshares, Inc.		137,100		1,414,872
TCF Financial Corp.		82,640		1,305,712
Tompkins Financial Corp.		7,448		341,044
Trustmark Corp.		26,900		638,472
UMB Financial Corp.		35,060		2,024,715
Umpqua Holdings Corp.		364,934		6,375,397
Union Bankshares Corp.		80,119		1,893,212
Valley National Bancorp.#		11,535		115,350
Washington Trust Bancorp, Inc.		7,080		249,074
Webster Financial Corp.		21,000		619,500
West Bancorporation, Inc.		7,780		117,089
Westamerica Bancorporation#		25,724		1,244,270
Wilshire Bancorp, Inc.		126,600		1,235,616
Zions Bancorporation		159,905		4,659,632
				64,059,913
Beverages - Wine/Spirits — 0.6%
Treasury Wine Estates, Ltd. ADR		659,325		3,138,387
Building & Construction Products - Misc. — 0.3%
Gibraltar Industries, Inc.†		79,080		1,258,163
Trex Co., Inc.†		13,356		502,185
				1,760,348
Building & Construction - Misc. — 0.1%
Comfort Systems USA, Inc.		26,300		399,760
Building Products - Doors & Windows — 0.2%
PGT, Inc.†		82,700		864,215
Building Products - Light Fixtures — 0.0%
LSI Industries, Inc.		26,300		184,889

70

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Building - Maintenance & Services — 0.2%
ABM Industries, Inc.		32,900	$	875,140
Building - Mobile Home/Manufactured Housing — 0.0%
Cavco Industries, Inc.†		1,384		98,859
Building - Residential/Commercial — 0.6%
Century Communities, Inc.†		800		16,152
Taylor Morrison Home Corp., Class A†		155,891		3,092,877
				3,109,029
Casino Services — 0.0%
Scientific Games Corp., Class A†#		6,000		60,900
Chemicals - Diversified — 0.3%
Olin Corp.		52,500		1,432,725
Chemicals - Specialty — 0.5%
Minerals Technologies, Inc.		45,960		2,878,015
Circuit Boards — 0.0%
Multi-Fineline Electronix, Inc.†		2,500		25,325
Coal — 0.4%
Cloud Peak Energy, Inc.†		145,900		2,292,089
Coffee — 0.0%
Farmer Bros. Co.†		4,500		105,165
Commercial Services — 0.1%
Performant Financial Corp.†		11,000		105,820
RPX Corp.†		33,600		510,384
				616,204
Commercial Services - Finance — 1.1%
EVERTEC, Inc.		200,411		4,615,466
Global Cash Access Holdings, Inc.†		11,520		89,971
MoneyGram International, Inc.†		92,400		1,299,144
				6,004,581
Computer Aided Design — 0.2%
Aspen Technology, Inc.†		25,858		1,062,505
Computer Data Security — 0.1%
A10 Networks, Inc.†#		34,100		397,606
Varonis Systems, Inc.†#		2,900		69,020
				466,626
Computer Services — 0.8%
Engility Holdings, Inc.†		40,500		1,423,170
Insight Enterprises, Inc.†		30,800		808,192
Sykes Enterprises, Inc.†		23,300		487,902
Unisys Corp.†		69,446		1,625,731
				4,344,995
Computer Software — 0.6%
Avid Technology, Inc.†		389,425		3,290,641
Computers - Integrated Systems — 0.9%
VeriFone Systems, Inc.†		143,530		5,012,068
Computers - Memory Devices — 0.6%
Quantum Corp.†		123,800		154,750
Spansion, Inc., Class A†		145,300		3,240,190
				3,394,940
Consulting Services — 1.3%
CoreLogic, Inc.†		163,550		4,623,558
FTI Consulting, Inc.†		73,500		2,726,850
Hackett Group, Inc.		10,700		67,089
				7,417,497

Security Description	Shares		Value (Note 2)
Consumer Products - Misc. — 0.2%
Central Garden and Pet Co., Class A†		79,860	$	719,538
CSS Industries, Inc.		16,756		423,592
				1,143,130
Containers - Metal/Glass — 0.9%
Silgan Holdings, Inc.		98,985		4,983,895
Containers - Paper/Plastic — 0.9%
Berry Plastics Group, Inc.†		148,275		3,574,910
Graphic Packaging Holding Co.†		118,110		1,510,627
				5,085,537
Data Processing/Management — 0.9%
Amber Road, Inc.†		5,500		82,500
CSG Systems International, Inc.		24,442		677,532
Fair Isaac Corp.		74,220		4,317,378
				5,077,410
Distribution/Wholesale — 1.6%
Beacon Roofing Supply, Inc.†		76,556		2,183,377
ScanSource, Inc.†		19,000		732,640
United Stationers, Inc.		149,839		6,090,955
				9,006,972
Diversified Financial Services — 0.6%
Ladder Capital Corp., Class A†		178,500		3,320,100
Diversified Manufacturing Operations — 1.1%
Federal Signal Corp.		37,300		549,056
Harsco Corp.		121,605		2,942,841
Leggett & Platt, Inc.		17,798		624,532
Standex International Corp.		16,700		1,246,321
Tredegar Corp.		27,060		563,118
				5,925,868
Drug Delivery Systems — 0.0%
Revance Therapeutics, Inc.†		11,100		259,185
E-Commerce/Products — 0.0%
Chegg, Inc.†#		8,200		56,662
E-Commerce/Services — 0.1%
Coupons.com, Inc.†#		7,600		116,128
Orbitz Worldwide, Inc.†		88,400		724,880
				841,008
E-Marketing/Info — 0.0%
Rubicon Project, Inc.†		8,700		84,738
TubeMogul, Inc.†#		5,100		70,839
				155,577
Educational Software — 0.1%
2U, Inc.†#		14,800		279,720
Electric - Generation — 0.2%
Atlantic Power Corp.		278,896		1,104,428
Electric - Integrated — 3.5%
Avista Corp.		64,480		2,093,021
El Paso Electric Co.		55,600		2,187,304
NorthWestern Corp.		40,318		1,946,553
Pike Corp.†		438,305		5,224,595
PNM Resources, Inc.		26,600		697,186
Portland General Electric Co.		115,200		3,970,944
Unitil Corp.		9,600		312,864
Westar Energy, Inc.		81,600		3,013,488
				19,445,955

71

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Electronic Components - Misc. — 1.1%
Benchmark Electronics, Inc.†		71,521	$	1,761,562
Jabil Circuit, Inc.		170,050		3,669,679
Stoneridge, Inc.†		45,500		566,930
Vishay Intertechnology, Inc.		26,500		424,000
				6,422,171
Electronic Components - Semiconductors — 0.6%
Amkor Technology, Inc.†		88,400		919,360
DSP Group, Inc.†		52,480		471,270
First Solar, Inc.†		19,300		1,344,824
GT Advanced Technologies, Inc.†#		26,900		479,089
IXYS Corp.		12,400		148,676
				3,363,219
Electronic Parts Distribution — 0.2%
Tech Data Corp.†		14,818		1,000,215
Energy - Alternate Sources — 0.3%
Pacific Ethanol, Inc.†		6,500		150,215
Renewable Energy Group, Inc.†		19,400		235,904
REX American Resources Corp.†		11,800		1,260,594
TerraForm Power, Inc., Class A†#		4,800		149,952
				1,796,665
Engineering/R&D Services — 1.1%
Argan, Inc.		33,900		1,357,695
EMCOR Group, Inc.		105,228		4,545,850
VSE Corp.		6,800		403,444
				6,306,989
Engines - Internal Combustion — 0.4%
Briggs & Stratton Corp.		101,300		2,040,182
Enterprise Software/Service — 1.0%
Benefitfocus, Inc.†#		18,900		624,078
Informatica Corp.†		128,200		4,365,851
ManTech International Corp., Class A		23,900		692,622
Opower, Inc.†		500		7,820
				5,690,371
Entertainment Software — 0.3%
Take-Two Interactive Software, Inc.†		78,000		1,833,780
Environmental Consulting & Engineering — 0.4%
Tetra Tech, Inc.		96,480		2,460,240
Filtration/Separation Products — 0.0%
Polypore International, Inc.†#		3,300		147,939
Finance - Consumer Loans — 0.8%
Nelnet, Inc., Class A		20,600		905,782
Ocwen Financial Corp.†		49,540		1,384,147
World Acceptance Corp.†#		27,558		2,158,894
				4,448,823
Finance - Investment Banker/Broker — 0.5%
Cowen Group, Inc., Class A†		135,200		552,968
Investment Technology Group, Inc.†		86,300		1,469,689
Oppenheimer Holdings, Inc., Class A		10,500		253,680
Piper Jaffray Cos.†		8,860		472,770
				2,749,107
Finance - Leasing Companies — 0.1%
Marlin Business Services Corp.		18,565		367,216
Finance - Mortgage Loan/Banker — 0.1%
Arlington Asset Investment Corp., Class A#		19,300		548,506

Security Description	Shares		Value (Note 2)
Food - Baking — 0.6%
Flowers Foods, Inc.		176,246	$	3,450,897
Food - Canned — 0.0%
Seneca Foods Corp., Class A†		3,900		117,663
Food - Dairy Products — 0.8%
Dean Foods Co.		264,290		4,276,212
Food - Flour & Grain — 0.8%
Post Holdings, Inc.†		119,920		4,433,442
Food - Misc./Diversified — 0.8%
Chiquita Brands International, Inc.†		81,800		1,137,020
J&J Snack Foods Corp.		24,280		2,299,559
John B. Sanfilippo & Son, Inc.		1,400		43,064
Pinnacle Foods, Inc.		28,300		915,788
				4,395,431
Food - Wholesale/Distribution — 0.2%
Fresh Del Monte Produce, Inc.		19,400		619,636
SpartanNash Co.		15,800		339,542
				959,178
Footwear & Related Apparel — 0.6%
Iconix Brand Group, Inc.†		85,800		3,571,854
Gambling (Non-Hotel) — 0.1%
Isle of Capri Casinos, Inc.†		40,480		334,770
Gas - Distribution — 0.9%
AGL Resources, Inc.		15,859		845,443
Chesapeake Utilities Corp.		3,800		262,086
Laclede Group, Inc.		48,200		2,383,490
Piedmont Natural Gas Co., Inc.#		8,560		320,144
Southwest Gas Corp.		28,140		1,469,190
				5,280,353
Health Care Cost Containment — 0.0%
HealthEquity, Inc.†		4,600		89,148
Home Furnishings — 0.0%
Kimball International, Inc., Class B		13,700		217,556
Housewares — 0.1%
Lifetime Brands, Inc.		5,800		99,760
NACCO Industries, Inc., Class A		6,380		331,760
				431,520
Human Resources — 2.6%
AMN Healthcare Services, Inc.†		348,130		5,263,726
Barrett Business Services, Inc.		30,000		1,775,700
Cross Country Healthcare, Inc.†		124,300		991,914
Korn/Ferry International†		76,190		2,304,747
Paylocity Holding Corp.†		6,200		140,926
Resources Connection, Inc.		253,565		3,882,080
				14,359,093
Identification Systems — 0.0%
Imprivata, Inc.†		4,100		60,065
Independent Power Producers — 0.2%
Dynegy, Inc.†		27,500		898,700
Industrial Audio & Video Products — 0.0%
GoPro, Inc., Class A†#		5,100		264,180
Industrial Automated/Robotic — 0.1%
Hurco Cos., Inc.		12,000		397,680
Instruments - Controls — 0.0%
Watts Water Technologies, Inc., Class A		3,860		244,299

72

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Insurance - Life/Health — 1.5%
American Equity Investment Life Holding Co.		71,798	$	1,776,283
CNO Financial Group, Inc.		178,220		3,181,227
Primerica, Inc.		20,300		1,021,699
StanCorp Financial Group, Inc.		11,958		783,488
Symetra Financial Corp.		59,200		1,440,928
Trupanion, Inc.†#		15,400		137,830
				8,341,455
Insurance - Multi-line — 0.2%
Horace Mann Educators Corp.		43,880		1,307,624
Insurance - Property/Casualty — 0.4%
Arch Capital Group, Ltd.†		6,326		351,599
Global Indemnity PLC†		2,100		56,784
Hallmark Financial Services, Inc.†		13,700		130,835
Meadowbrook Insurance Group, Inc.		41,280		255,523
ProAssurance Corp.		32,780		1,514,436
				2,309,177
Insurance - Reinsurance — 1.3%
Argo Group International Holdings, Ltd.		20,980		1,104,387
Essent Group, Ltd.†		182,055		3,834,079
Platinum Underwriters Holdings, Ltd.		38,700		2,417,589
				7,356,055
Internet Application Software — 0.2%
Intralinks Holdings, Inc.†		117,400		922,764
Internet Telephone — 0.0%
magicJack VocalTec, Ltd.†		8,600		107,844
TeleCommunication Systems, Inc., Class A†		28,400		84,632
				192,476
Investment Management/Advisor Services — 0.1%
GAMCO Investors, Inc., Class A		6,400		501,184
Janus Capital Group, Inc.#		12,560		152,604
				653,788
Lasers - System/Components — 0.3%
Coherent, Inc.†		18,040		1,163,039
Newport Corp.†		29,022		547,645
				1,710,684
Linen Supply & Related Items — 0.1%
G&K Services, Inc., Class A		9,160		511,952
Machinery - Construction & Mining — 0.2%
Hyster-Yale Materials Handling, Inc.		12,860		991,377
Machinery - Farming — 0.2%
AGCO Corp.		17,760		867,398
Machinery - General Industrial — 1.0%
Applied Industrial Technologies, Inc.		46,400		2,260,144
IDEX Corp.		28,000		2,154,320
Kadant, Inc.		24,600		975,144
				5,389,608
Medical Instruments — 1.3%
Integra LifeSciences Holdings Corp.†		74,835		3,741,002
NuVasive, Inc.†		16,750		587,925
SurModics, Inc.†		37,400		763,708
Symmetry Medical, Inc.†		39,100		360,502
Thoratec Corp.†		73,800		1,845,000
				7,298,137
Medical Labs & Testing Services — 0.1%
Catalent, Inc.†		23,000		494,500

Security Description	Shares		Value (Note 2)
Medical Labs & Testing Services (continued)
Roka Bioscience, Inc.†#		14,000	$	164,080
				658,580
Medical Laser Systems — 0.1%
PhotoMedex, Inc.†#		66,200		541,516
Medical Products — 0.0%
Intersect ENT, Inc.†		3,900		63,180
K2M Group Holdings, Inc.†		1,000		14,210
TriVascular Technologies, Inc.†#		7,000		100,870
				178,260
Medical Sterilization Products — 0.8%
STERIS Corp.		81,320		4,577,503
Medical - Biomedical/Gene — 1.4%
Applied Genetic Technologies Corp.†#		4,265		72,932
Ardelyx, Inc.†		14,900		222,904
Avalanche Biotechnologies, Inc.†#		4,700		139,261
Bio-Rad Laboratories, Inc., Class A†		29,255		3,518,206
Charles River Laboratories International, Inc.†		36,650		2,166,015
Eleven Biotherapeutics, Inc.†#		15,500		171,740
Epizyme, Inc.†#		7,600		262,124
Foundation Medicine, Inc.†		3,700		86,099
Insmed, Inc.†		27,000		376,110
Karyopharm Therapeutics, Inc.†#		3,500		126,000
MacroGenics, Inc.†		8,800		187,968
Sage Therapeutics, Inc.†		3,200		92,544
Ultragenyx Pharmaceutical, Inc.†#		7,200		384,192
Verastem, Inc.†#		21,700		189,007
				7,995,102
Medical - Drugs — 0.5%
Achaogen, Inc.†		3,600		34,236
Auspex Pharmaceuticals, Inc.†		20,800		478,192
Dicerna Pharmaceuticals, Inc.†		10,500		144,690
Immune Design Corp.†		9,000		108,090
Mallinckrodt PLC†		6,010		489,747
PharMerica Corp.†		35,500		883,595
Radius Health, Inc.†#		24,000		328,320
ZS Pharma, Inc.†#		3,600		145,044
				2,611,914
Medical - Generic Drugs — 0.1%
Amphastar Pharmaceuticals, Inc.†		36,800		444,912
Medical - HMO — 0.2%
Centene Corp.†		11,800		921,934
Triple-S Management Corp., Class B†		21,000		401,940
				1,323,874
Medical - Outpatient/Home Medical — 0.4%
Amedisys, Inc.†		80,800		1,690,336
LHC Group, Inc.†		18,000		463,320
				2,153,656
Metal Processors & Fabrication — 0.4%
Ampco-Pittsburgh Corp.		1,100		23,364
Worthington Industries, Inc.		58,440		2,363,314
				2,386,678
Metal Products - Distribution — 0.1%
A.M. Castle & Co.†		35,500		347,900
Olympic Steel, Inc.		10,800		259,632
				607,532
Miscellaneous Manufacturing — 0.1%
FreightCar America, Inc.		10,000		297,900

73

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Multimedia — 0.1%
Journal Communications, Inc., Class A†		64,080	$	635,674
Networking Products — 0.5%
Anixter International, Inc.		3,300		294,459
Black Box Corp.		38,980		921,877
Calix, Inc.†		15,600		163,800
Polycom, Inc.†		128,100		1,697,325
				3,077,461
Office Furnishings - Original — 0.8%
Herman Miller, Inc.		91,150		2,708,978
HNI Corp.		22,120		838,569
Steelcase, Inc., Class A		47,038		738,497
				4,286,044
Office Supplies & Forms — 0.3%
ACCO Brands Corp.†		215,800		1,668,134
Oil & Gas Drilling — 0.1%
Parker Drilling Co.†		57,900		363,612
Oil Companies - Exploration & Production — 2.8%
Comstock Resources, Inc.		50,700		1,236,066
Energy XXI Bermuda, Ltd.#.		170,360		2,810,940
Midstates Petroleum Co., Inc.†#		84,700		597,982
Oasis Petroleum, Inc.†		105,145		5,172,082
Penn Virginia Corp.†		137,200		2,060,744
Stone Energy Corp.†		30,920		1,088,075
VAALCO Energy, Inc.†		176,400		1,614,060
W&T Offshore, Inc.		51,600		769,872
Warren Resources, Inc.†		59,600		384,420
				15,734,241
Oil Field Machinery & Equipment — 0.7%
Forum Energy Technologies, Inc.†		96,250		3,277,312
Mitcham Industries, Inc.†		8,700		114,492
Natural Gas Services Group, Inc.†		8,797		261,095
				3,652,899
Oil Refining & Marketing — 0.4%
Adams Resources & Energy, Inc.		800		52,472
Western Refining, Inc.		43,600		2,028,708
				2,081,180
Oil - Field Services — 2.2%
Exterran Holdings, Inc.		45,700		2,130,991
Helix Energy Solutions Group, Inc.†		245,840		6,716,349
Key Energy Services, Inc.†		9,200		57,960
Pioneer Energy Services Corp.†		125,240		1,926,191
SEACOR Holdings, Inc.†		20,900		1,705,440
				12,536,931
Paper & Related Products — 0.5%
Domtar Corp.		23,640		881,536
P.H. Glatfelter Co.		7,000		174,510
Resolute Forest Products, Inc.†#		24,300		417,717
Schweitzer-Mauduit International, Inc.		27,300		1,169,532
				2,643,295
Poultry — 0.0%
Sanderson Farms, Inc.		1,000		93,320
Power Converter/Supply Equipment — 0.2%
SunPower Corp.†#		25,200		963,144
Precious Metals — 0.1%
Coeur Mining, Inc.†		50,200		397,584
Printing - Commercial — 0.7%
ARC Document Solutions, Inc.†		140,700		1,142,484

Security Description	Shares		Value (Note 2)
Printing - Commercial (continued)
Cenveo, Inc.†#		351,900	$	1,069,776
Ennis, Inc.		4,600		66,378
Quad/Graphics, Inc.		54,200		1,214,622
R.R. Donnelley & Sons Co.		31,194		551,198
				4,044,458
Publishing - Newspapers — 0.1%
AH Belo Corp., Class A		7,500		86,400
Lee Enterprises, Inc.†		52,300		212,338
McClatchy Co., Class A†		65,400		294,954
				593,692
Radio — 0.1%
Entercom Communications Corp., Class A†		33,840		308,959
Saga Communications, Inc., Class A		1,666		63,358
Townsquare Media, Inc.†#		11,500		130,525
				502,842
Real Estate Investment Trusts — 10.1%
American Assets Trust, Inc.		4,300		150,715
Anworth Mtg. Asset Corp.		430,640		2,235,022
Apartment Investment & Management Co., Class A		36,779		1,260,416
Ashford Hospitality Prime, Inc.		24,496		396,590
Ashford Hospitality Trust, Inc.		122,580		1,420,702
Capstead Mortgage Corp.		203,100		2,684,982
CBL & Associates Properties, Inc.		78,540		1,492,260
Chambers Street Properties		90,600		705,774
CoreSite Realty Corp.		62,500		2,191,875
CubeSmart		102,860		1,913,196
CYS Investments, Inc.		405,500		3,823,865
DCT Industrial Trust, Inc.		357,040		2,838,468
DiamondRock Hospitality Co.		59,534		792,993
Education Realty Trust, Inc.		49,100		534,699
EPR Properties		14,100		802,431
Equity Commonwealth		104,574		2,810,949
FelCor Lodging Trust, Inc.		132,800		1,373,152
First Industrial Realty Trust, Inc.		23,518		428,028
First Potomac Realty Trust		91,300		1,208,812
Getty Realty Corp.		15,400		288,904
Gladstone Commercial Corp.		13,700		250,436
Glimcher Realty Trust		5,700		64,011
Government Properties Income Trust		64,100		1,539,682
Highwoods Properties, Inc.		10,900		463,795
Home Properties, Inc.		12,300		789,906
Hospitality Properties Trust		29,840		878,191
LaSalle Hotel Properties		14,778		540,136
LTC Properties, Inc.		18,420		754,299
Mid-America Apartment Communities, Inc.		2,677		193,601
Parkway Properties, Inc.		204,834		4,250,305
Pebblebrook Hotel Trust		24,000		929,760
Pennsylvania Real Estate Investment Trust		42,680		860,429
PennyMac Mortgage Investment Trust		178,530		3,974,078
Potlatch Corp.		57,000		2,432,760
PS Business Parks, Inc.		6,700		546,318
RAIT Financial Trust#		176,700		1,429,503
Redwood Trust, Inc.		201,985		3,912,449
Strategic Hotels & Resorts, Inc.†		14,100		167,508
Sunstone Hotel Investors, Inc.		80,968		1,179,704
Taubman Centers, Inc.		2,600		198,042
Urstadt Biddle Properties, Inc., Class A		9,000		191,880
Washington Real Estate Investment Trust		55,100		1,530,678
				56,431,304
Real Estate Management/Services — 0.8%
Jones Lang LaSalle, Inc.		34,300		4,582,823

74

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Real Estate Operations & Development — 0.6%
Alexander & Baldwin, Inc.		38,900	$	1,591,010
Forestar Group, Inc.†		28,700		574,000
St. Joe Co.†#		67,000		1,451,220
				3,616,230
Resorts/Theme Parks — 1.3%
SeaWorld Entertainment, Inc.		175,937		3,657,730
Six Flags Entertainment Corp.		94,580		3,450,279
				7,108,009
Respiratory Products — 0.0%
Inogen, Inc.†		7,600		156,940
Retail - Apparel/Shoe — 4.4%
Abercrombie & Fitch Co., Class A#		74,250		3,103,650
ANN, Inc.†		92,700		3,841,488
Ascena Retail Group, Inc.†		210,705		3,664,160
Brown Shoe Co., Inc.		57,600		1,718,784
Chico’s FAS, Inc.		204,375		3,229,125
Children’s Place, Inc.		50,800		2,731,008
DSW, Inc., Class A		168,050		5,199,467
Guess?, Inc.		40,700		954,008
				24,441,690
Retail - Appliances — 0.3%
hhgregg, Inc.†#		202,100		1,445,015
Retail - Bookstores — 0.5%
Barnes & Noble, Inc.†		119,600		2,853,656
Retail - Convenience Store — 0.0%
Pantry, Inc.†		1,600		33,872
Retail - Discount — 0.4%
Big Lots, Inc.		49,600		2,298,960
Retail - Drug Store — 0.5%
Rite Aid Corp.†		481,000		2,991,820
Retail - Hypermarkets — 0.1%
Roundy’s, Inc.		79,900		298,826
Retail - Office Supplies — 1.4%
Office Depot, Inc.†		1,539,800		7,883,776
Retail - Regional Department Stores — 0.5%
Bon-Ton Stores, Inc.#		29,900		315,744
Dillard’s, Inc., Class A		23,340		2,668,229
				2,983,973
Retail - Restaurants — 0.3%
Biglari Holdings, Inc.†		2,300		826,505
Einstein Noah Restaurant Group, Inc.		10,800		153,684
Jack in the Box, Inc.		3,500		208,075
Ruth’s Hospitality Group, Inc.		51,072		569,453
				1,757,717
Rubber/Plastic Products — 0.1%
Myers Industries, Inc.		27,758		547,110
Savings & Loans/Thrifts — 0.4%
BankFinancial Corp.		4,500		48,645
Beneficial Mutual Bancorp, Inc.†		18,200		249,886
Charter Financial Corp.		27,600		298,356
ESB Financial Corp.		5,660		71,599
First Financial Northwest, Inc.		6,000		64,980
Flushing Financial Corp.		29,500		569,350
Fox Chase Bancorp, Inc.		5,000		85,450
Kearny Financial Corp.†		2,700		42,255
OceanFirst Financial Corp.		10,520		172,738
Territorial Bancorp, Inc.		3,000		61,680

Security Description	Shares		Value (Note 2)
Savings & Loans/Thrifts (continued)
United Financial Bancorp, Inc.		18,100	$	224,259
WSFS Financial Corp.		4,758		354,947
				2,244,145
Schools — 0.1%
K12, Inc.†		25,300		476,399
Seismic Data Collection — 0.1%
Dawson Geophysical Co.		12,700		287,274
Semiconductor Components - Integrated Circuits — 0.2%
Emulex Corp.†		130,900		717,332
Pericom Semiconductor Corp.†		14,600		142,788
				860,120
Semiconductor Equipment — 0.3%
Photronics, Inc.†		57,100		504,193
Ultra Clean Holdings, Inc.†		23,500		226,775
Xcerra Corp.†		86,200		900,790
				1,631,758
Steel Pipe & Tube — 0.1%
Mueller Water Products, Inc., Class A		55,040		508,019
Steel-Producers — 0.0%
Schnitzer Steel Industries, Inc., Class A		7,400		204,906
Telecom Equipment - Fiber Optics — 0.1%
Harmonic, Inc.†		71,800		471,726
Telecom Services — 0.8%
EarthLink Holdings Corp.		116,200		479,906
FairPoint Communications, Inc.†		21,600		349,056
Inteliquent, Inc.		103,600		1,263,920
NeuStar, Inc., Class A†#		69,000		2,034,810
Vonage Holdings Corp.†		100,100		345,345
				4,473,037
Telecommunication Equipment — 0.7%
Comtech Telecommunications Corp.		28,700		1,091,748
Plantronics, Inc.		63,750		3,042,788
				4,134,536
Telephone - Integrated — 0.2%
General Communication, Inc., Class A†		98,146		1,103,161
Textile - Apparel — 0.1%
Unifi, Inc.†		30,000		855,300
Therapeutics — 0.2%
Agios Pharmaceuticals, Inc.†		15,600		721,032
Cara Therapeutics, Inc.†#		18,000		183,960
Egalet Corp.†#		9,000		87,210
Flexion Therapeutics, Inc.†		3,800		52,136
Kite Pharma, Inc.†#		6,600		186,582
Zafgen, Inc.†		6,200		129,828
				1,360,748
Tobacco — 0.5%
Alliance One International, Inc.†		34,900		77,478
Universal Corp.#		49,100		2,590,516
				2,667,994
Transport - Equipment & Leasing — 0.0%
AMERCO		900		250,029
Transport - Marine — 0.1%
Frontline, Ltd.†#		39,800		81,590
International Shipholding Corp.		10,878		222,238
				303,828

75

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares/ Principal Amount		Value (Note 2)
COMMON STOCKS (continued)
Transport - Services — 0.2%
Matson, Inc.		41,700	$	1,125,483
Transport - Truck — 1.4%
ArcBest Corp.		40,220		1,443,898
Celadon Group, Inc.		9,320		195,161
Landstar System, Inc.		72,600		4,926,999
P.A.M. Transportation Services, Inc.†		3,800		139,536
Quality Distribution, Inc.†		42,000		589,680
USA Truck, Inc.†		16,031		301,222
				7,596,496
Travel Services — 0.8%
Interval Leisure Group, Inc.		210,000		4,540,200
Water — 0.1%
California Water Service Group		11,960		291,346
Web Hosting/Design — 0.0%
Q2 Holdings, Inc.†#		800		11,808
Wireless Equipment — 0.2%
RF Micro Devices, Inc.†		106,900		1,333,043
Total Common Stocks
(cost $447,452,403)				547,723,940
U.S. GOVERNMENT TREASURIES — 0.1%
United States Treasury Notes — 0.1%
0.25% due 11/30/2014(1) (cost $700,267)	$	700,000		700,356
RIGHTS† — 0.0%
Retail - Restaurants — 0.0%
Biglari Holdings, Inc.# Expires 09/12/2014 (Subscription price $250.00) (cost $0)		1,200		26,472
Total Long-Term Investment Securities
(cost $448,152,670)				548,450,768
SHORT-TERM INVESTMENT SECURITIES — 3.3%
Registered Investment Companies — 3.3%
State Street Navigator Securities Lending Prime Portfolio(2) (cost $18,465,177)		18,465,177		18,465,177

Security Description	Principal Amount			Value (Note 2)
REPURCHASE AGREEMENTS — 1.9%
Agreement with State Street Bank and Trust Co., bearing interest at 0.00%, dated 08/29/2014, to be repurchased 09/02/2014 in the amount of $6,616,000 and collateralized by $7,230,000 of Federal Home Loan Mtg. Corp. Notes, bearing interest at 2.00%, due 01/30/2023 and having an approximate value of $6,751,020	$	6,616,000		$	6,616,000
Agreement with State Street Bank and Trust Co., bearing interest at 0.00%, dated 08/29/2014, to be repurchased 09/02/2014 in the amount of $3,741,000 and collateralized by $3,970,000 of Federal National Mtg. Assoc., bearing interest at 2.17%, due 10/17/2022 and having an approximate value of $3,819,684		3,741,000			3,741,000
Total Repurchase Agreements
(cost $10,357,000)					10,357,000
TOTAL INVESTMENTS
(cost $476,974,847)(3)		103.4	%		577,272,945
Liabilities in excess of other assets		(3.4	)		(19,102,913	)
NET ASSETS —		100.0	%	$	558,170,032

† Non-income producing security

# The security or a portion thereof is out on loan (see Note 2)

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

(2) At August 31, 2014, the Fund had loaned securities with a total value of $18,181,202. This was secured by collateral of $18,465,177, which was received in cash and subsequently invested in short-term investments currently valued at $18,465,177 as reported in the portfolio of investments. Additional collateral of $83,532 was received in the form of fixed income pooled securities, which the Fund cannot sell or repledge and accordingly, are not reflected in the Fund’s assets and liabilities.

The components of the fixed income pooled securities referenced above are as follows:

Securities	Coupon Range	Maturity Date Range	Value as of August 31, 2014
United States Treasury Notes/Bonds	0.00% to 6.00%	10/31/2014 to 11/15/2043	$	83,532

(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, 2014		Unrealized Appreciation (Depreciation)
	62	Long	Russell 2000 E-Mini Index		September 2014	$	7,215,564	$	7,275,080	$	59,516

76

VALIC Company II Small Cap Value Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Banks - Commercial	$	64,059,913	$	—	$	—	$	64,059,913
Real Estate Investment Trusts		56,431,304		—		—		56,431,304
Other Industries*		427,232,723		—		—		427,232,723
U.S. Government Treasuries		—		700,356		—		700,356
Rights		26,472		—		—		26,472
Short-Term Investment Securities:
Registered Investment Companies		18,465,177		—		—		18,465,177
Repurchase Agreements		—		10,357,000		—		10,357,000
Other Financial Instruments:@
Open Futures Contracts - Appreciation		59,516		—		—		59,516
Total	$	566,275,105	$	11,057,356	$	—	$	577,332,461

* Sum of all other industries each of which individually has an aggregate value of less than 5% of net assets. For a detailed presentation of securities 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 and swap contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

At the beginning of the reporting period, Level 3 investments were not considered a material portion of the Fund. There were no Level 3 investments at the end of the reporting period.

See Notes to Financial Statements

77

VALIC Company II Socially Responsible Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Registered Investment Companies	19.1	%
Medical — Drugs	6.2
Computers	4.4
Diversified Banking Institutions	3.4
Medical — Biomedical/Gene	3.3
Multimedia	3.1
Oil Companies — Exploration & Production	2.9
Insurance — Multi-line	2.8
Applications Software	2.8
Beverages — Non-alcoholic	2.7
Banks — Super Regional	2.7
U.S. Government Treasuries	2.5
Web Portals/ISP	2.3
Food — Misc./Diversified	2.3
Real Estate Investment Trusts	2.3
Telephone — Integrated	2.2
Electric — Integrated	1.9
Cable/Satellite TV	1.9
Pipelines	1.9
Electronic Components — Semiconductors	1.8
Commercial Services — Finance	1.8
Finance — Credit Card	1.7
Diversified Manufacturing Operations	1.7
Medical — HMO	1.6
Transport — Rail	1.5
Enterprise Software/Service	1.5
Industrial Gases	1.3
E-Commerce/Products	1.3
Banks — Fiduciary	1.2
Semiconductor Components — Integrated Circuits	1.2
Investment Management/Advisor Services	1.2
Computers — Memory Devices	1.1
Cosmetics & Toiletries	1.1
Networking Products	1.0
Gas — Distribution	1.0
Insurance — Property/Casualty	1.0
Insurance — Life/Health	0.9
Medical — Wholesale Drug Distribution	0.8
Retail — Discount	0.7
Consumer Products — Misc.	0.7
Internet Content — Entertainment	0.7
Computer Services	0.7
Medical Instruments	0.7
Banks — Commercial	0.7
Retail — Major Department Stores	0.6
Chemicals — Specialty	0.6
Oil — Field Services	0.6
Data Processing/Management	0.6
E-Commerce/Services	0.6
Oil Field Machinery & Equipment	0.6
Machinery — Farming	0.5
Oil & Gas Drilling	0.5
Non-Hazardous Waste Disposal	0.5
Retail — Apparel/Shoe	0.5
Chemicals — Diversified	0.5
Athletic Footwear	0.5
Oil Companies — Integrated	0.5
Retail — Drug Store	0.5
Auto/Truck Parts & Equipment — Original	0.5
Repurchase Agreement	0.5
Electric Products — Misc.	0.5
Finance — Other Services	0.4
Medical — Generic Drugs	0.4
Instruments — Scientific	0.4
Pharmacy Services	0.4
Retail — Restaurants	0.4
Retail — Regional Department Stores	0.4
Tools — Hand Held	0.4
Apparel Manufacturers	0.3

Auto — Heavy Duty Trucks	0.3	%
Advertising Agencies	0.3
Semiconductor Equipment	0.3
Engines — Internal Combustion	0.3
Airlines	0.3
Medical Products	0.3
Finance — Investment Banker/Broker	0.3
Television	0.2
Machinery — General Industrial	0.2
Machinery — Pumps	0.2
Vitamins & Nutrition Products	0.2
Industrial Automated/Robotic	0.2
Electronic Forms	0.2
Insurance Brokers	0.2
Coatings/Paint	0.2
Toys	0.2
Distribution/Wholesale	0.2
Electronic Components — Misc.	0.2
Agricultural Chemicals	0.2
Internet Security	0.1
Electronic Measurement Instruments	0.1
Electronics — Military	0.1
Publishing — Periodicals	0.1
Telecommunication Equipment	0.1
Containers — Metal/Glass	0.1
Transport — Services	0.1
Wireless Equipment	0.1
Commercial Services	0.1
Retail — Office Supplies	0.1
Food — Retail	0.1
Motorcycle/Motor Scooter	0.1
Hotels/Motels	0.1
Retail — Automobile	0.1
Home Decoration Products	0.1
Retail — Bedding	0.1
Broadcast Services/Program	0.1
Finance — Consumer Loans	0.1
Retail — Consumer Electronics	0.1
Savings & Loans/Thrifts	0.1
Hazardous Waste Disposal	0.1
Coffee	0.1
Food — Confectionery	0.1
Filtration/Separation Products	0.1
Engineering/R&D Services	0.1
Diversified Operations	0.1
Office Automation & Equipment	0.1
	119.0	%

* Calculated as a percentage of net assets

78

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Shares		Value (Note 2)
COMMON STOCKS — 96.9%
Advertising Agencies — 0.3%
Interpublic Group of Cos., Inc.#		11,187	$	218,482
Omnicom Group, Inc.#		24,633		1,773,822
				1,992,304
Agricultural Chemicals — 0.2%
Mosaic Co.		22,526		1,075,842
Airlines — 0.3%
Delta Air Lines, Inc.#		33,175		1,313,067
Southwest Airlines Co.		15,907		509,183
				1,822,250
Apparel Manufacturers — 0.3%
Michael Kors Holdings, Ltd.†#		6,166		494,020
VF Corp.		27,992		1,794,847
				2,288,867
Applications Software — 2.8%
Citrix Systems, Inc.†		3,262		229,188
Intuit, Inc.		17,618		1,465,465
Microsoft Corp.		345,053		15,675,758
Red Hat, Inc.†		1,201		73,165
salesforce.com, Inc.†#		22,613		1,336,202
				18,779,778
Athletic Footwear — 0.5%
NIKE, Inc., Class B		43,590		3,423,994
Audio/Video Products — 0.0%
Harman International Industries, Inc.		1,955		224,981
Auto - Heavy Duty Trucks — 0.3%
PACCAR, Inc.		33,248		2,088,307
Auto/Truck Parts & Equipment - Original — 0.5%
BorgWarner, Inc.#		17,069		1,061,521
Delphi Automotive PLC		31,688		2,204,851
				3,266,372
Banks - Commercial — 0.7%
BB&T Corp.#		59,772		2,231,289
M&T Bank Corp.#		12,785		1,580,609
Regions Financial Corp.		68,393		694,189
Zions Bancorporation#		1,763		51,374
				4,557,461
Banks - Fiduciary — 1.2%
Bank of New York Mellon Corp.		106,708		4,180,819
Northern Trust Corp.		31,053		2,153,526
State Street Corp.		28,932		2,083,972
				8,418,317
Banks - Super Regional — 2.7%
Capital One Financial Corp.		33,830		2,776,090
Comerica, Inc.#		28,006		1,409,822
Fifth Third Bancorp		60,869		1,242,032
Huntington Bancshares, Inc.		39,229		386,209
KeyCorp		47,408		645,223
PNC Financial Services Group, Inc.		47,839		4,054,355
SunTrust Banks, Inc.#		42,271		1,609,680
US Bancorp#		142,780		6,036,738
				18,160,149
Beverages - Non-alcoholic — 2.7%
Coca-Cola Co.#		381,822		15,929,614
Coca-Cola Enterprises, Inc.		22,981		1,098,032
Dr Pepper Snapple Group, Inc.		16,981		1,068,444
Monster Beverage Corp.†#		2,648		234,110
				18,330,200

Security Description	Shares		Value (Note 2)
Broadcast Services/Program — 0.1%
Discovery Communications, Inc., Class A†#		6,530	$	285,491
Discovery Communications, Inc., Class C†#		6,530		280,594
Scripps Networks Interactive, Inc., Class A#		677		53,964
				620,049
Building Products - Cement — 0.0%
Vulcan Materials Co.		1,758		111,422
Cable/Satellite TV — 1.9%
Cablevision Systems Corp., Class A#		15,706		290,718
Comcast Corp., Class A		136,320		7,460,794
DIRECTV†		29,011		2,508,001
Time Warner Cable, Inc.		17,863		2,642,473
				12,901,986
Chemicals - Diversified — 0.5%
PPG Industries, Inc.#		16,768		3,451,860
Chemicals - Specialty — 0.6%
Ecolab, Inc.#		20,303		2,331,190
International Flavors & Fragrances, Inc.		7,388		750,547
Sigma-Aldrich Corp.#		11,261		1,171,144
				4,252,881
Coatings/Paint — 0.2%
Sherwin-Williams Co.#		6,126		1,336,142
Coffee — 0.1%
Keurig Green Mountain, Inc.#		3,258		434,357
Commercial Services — 0.1%
Cintas Corp.#		3,744		247,628
Iron Mountain, Inc.#		8,659		311,551
Quanta Services, Inc.†#		6,235		226,580
				785,759
Commercial Services - Finance — 1.8%
Alliance Data Systems Corp.†		633		167,517
Automatic Data Processing, Inc.		48,550		4,052,954
Equifax, Inc.#		1,513		119,164
H&R Block, Inc.		12,520		419,796
MasterCard, Inc., Class A		52,383		3,971,155
McGraw Hill Financial, Inc.		14,711		1,193,503
Moody’s Corp.#		8,592		803,954
Western Union Co.#		81,105		1,416,904
				12,144,947
Computer Aided Design — 0.0%
Autodesk, Inc.†		4,534		243,204
Computer Services — 0.7%
Accenture PLC, Class A#		30,206		2,448,498
Cognizant Technology Solutions Corp., Class A†		34,272		1,567,258
Computer Sciences Corp.		10,902		651,831
				4,667,587
Computer Software — 0.0%
Akamai Technologies, Inc.†		3,119		188,450
Computers — 4.4%
Apple, Inc.		255,689		26,208,122
Hewlett-Packard Co.#		97,819		3,717,122
				29,925,244
Computers - Integrated Systems — 0.0%
Teradata Corp.†#		3,048		139,202
Computers - Memory Devices — 1.1%
EMC Corp.		140,693		4,154,664
NetApp, Inc.		6,441		271,553

79

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Computers - Memory Devices (continued)
SanDisk Corp.#		8,618	$	844,219
Seagate Technology PLC#		17,942		1,122,810
Western Digital Corp.		12,265		1,263,418
				7,656,664
Consumer Products - Misc. — 0.7%
Clorox Co.#		11,145		987,447
Kimberly-Clark Corp.		36,643		3,957,444
				4,944,891
Containers - Metal/Glass — 0.1%
Ball Corp.#		11,942		765,482
Owens-Illinois, Inc.†		6,088		187,450
				952,932
Cosmetics & Toiletries — 1.1%
Avon Products, Inc.#		9,813		137,774
Colgate-Palmolive Co.		105,841		6,851,088
Estee Lauder Cos., Inc., Class A#		7,319		562,319
				7,551,181
Data Processing/Management — 0.6%
Fidelity National Information Services, Inc.#		25,593		1,452,403
Fiserv, Inc.†		26,679		1,719,995
Paychex, Inc.#		18,983		790,642
				3,963,040
Dialysis Centers — 0.0%
DaVita HealthCare Partners, Inc.†#		3,319		247,863
Distribution/Wholesale — 0.2%
Fastenal Co.#		13,827		626,087
Fossil Group, Inc.†		1,117		113,141
WW Grainger, Inc.#		1,817		447,345
				1,186,573
Diversified Banking Institutions — 3.4%
Bank of America Corp.		476,433		7,665,807
Citigroup, Inc.		124,466		6,428,669
Goldman Sachs Group, Inc.#		32,114		5,751,938
Morgan Stanley#		88,457		3,034,960
				22,881,374
Diversified Manufacturing Operations — 1.7%
Danaher Corp.		69,012		5,287,010
Dover Corp.#		19,906		1,749,140
Ingersoll-Rand PLC		21,996		1,324,159
Parker Hannifin Corp.#		19,098		2,205,819
Pentair PLC		14,155		963,531
				11,529,659
Diversified Operations — 0.1%
Leucadia National Corp.#		13,960		348,023
E-Commerce/Products — 1.3%
Amazon.com, Inc.†		15,867		5,379,548
eBay, Inc.†		58,082		3,223,551
				8,603,099
E-Commerce/Services — 0.6%
Expedia, Inc.		2,549		218,959
Netflix, Inc.†#		1,777		848,766
Priceline Group, Inc.†		2,112		2,627,983
TripAdvisor, Inc.†		1,492		147,842
				3,843,550

Security Description	Shares		Value (Note 2)
Electric Products - Misc. — 0.5%
AMETEK, Inc.#		2,977	$	157,602
Emerson Electric Co.		47,599		3,047,288
				3,204,890
Electric - Integrated — 1.9%
CMS Energy Corp.		55,677		1,700,376
Consolidated Edison, Inc.#		85,885		4,971,883
Integrys Energy Group, Inc.#		17,664		1,199,209
Northeast Utilities		68,441		3,140,758
Pepco Holdings, Inc.		5,408		149,044
TECO Energy, Inc.#		18,674		337,999
Wisconsin Energy Corp.#		32,903		1,491,493
				12,990,762
Electronic Components - Misc. — 0.2%
Garmin, Ltd.#		14,125		767,411
Jabil Circuit, Inc.#		16,615		358,552
				1,125,963
Electronic Components - Semiconductors — 1.8%
Altera Corp.#		13,403		473,662
Broadcom Corp., Class A		28,853		1,136,231
Intel Corp.#		289,276		10,101,518
Microchip Technology, Inc.#		6,860		334,974
NVIDIA Corp.		13,687		266,212
				12,312,597
Electronic Forms — 0.2%
Adobe Systems, Inc.†		19,423		1,396,514
Electronic Measurement Instruments — 0.1%
Agilent Technologies, Inc.		17,393		994,184
Electronics - Military — 0.1%
L-3 Communications Holdings, Inc.		8,978		987,131
Engineering/R&D Services — 0.1%
Fluor Corp.#		5,168		381,864
Jacobs Engineering Group, Inc.†		385		20,755
				402,619
Engines - Internal Combustion — 0.3%
Cummins, Inc.		12,756		1,851,023
Enterprise Software/Service — 1.5%
CA, Inc.		47,128		1,330,895
Oracle Corp.		205,896		8,550,861
				9,881,756
Filtration/Separation Products — 0.1%
Pall Corp.#		5,036		424,887
Finance - Consumer Loans — 0.1%
Navient Corp.#		34,517		619,235
Finance - Credit Card — 1.7%
American Express Co.		44,343		3,970,916
Discover Financial Services#		33,135		2,066,630
Visa, Inc., Class A		26,954		5,728,264
				11,765,810
Finance - Investment Banker/Broker — 0.3%
Charles Schwab Corp.		60,857		1,735,033
Finance - Other Services — 0.4%
CME Group, Inc.		22,345		1,710,510
Intercontinental Exchange, Inc.		6,063		1,145,907
NASDAQ OMX Group, Inc.#		4,126		179,357
				3,035,774

80

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Food - Confectionery — 0.1%
Hershey Co.#		3,446	$	315,033
J.M. Smucker Co.#		1,154		118,401
				433,434
Food - Misc./Diversified — 2.3%
Campbell Soup Co.#		18,477		828,139
ConAgra Foods, Inc.#		49,807		1,603,785
General Mills, Inc.#		74,330		3,967,736
Kellogg Co.#		54,108		3,515,397
Mondelez International, Inc., Class A		151,431		5,480,288
				15,395,345
Food - Retail — 0.1%
Whole Foods Market, Inc.#		20,021		783,622
Gas - Distribution — 1.0%
AGL Resources, Inc.#		37,867		2,018,690
CenterPoint Energy, Inc.#		20,517		509,642
NiSource, Inc.		33,775		1,339,854
Sempra Energy		28,403		3,009,866
				6,878,052
Hazardous Waste Disposal — 0.1%
Stericycle, Inc.†#		4,110		488,473
Home Decoration Products — 0.1%
Newell Rubbermaid, Inc.#		20,343		681,897
Hotel/Motels — 0.1%
Wyndham Worldwide Corp.#		9,350		756,789
Industrial Automated/Robotic — 0.2%
Rockwell Automation, Inc.#		12,178		1,420,077
Industrial Gases — 1.3%
Air Products & Chemicals, Inc.#		25,312		3,371,812
Airgas, Inc.		4,775		527,064
Praxair, Inc.		37,255		4,900,895
				8,799,771
Instruments - Scientific — 0.4%
Thermo Fisher Scientific, Inc.		22,837		2,745,236
Insurance Brokers — 0.2%
Aon PLC		15,479		1,349,150
Insurance - Life/Health — 0.9%
Aflac, Inc.		32,461		1,987,912
Lincoln National Corp.#		10,931		601,642
Principal Financial Group, Inc.		10,581		574,443
Prudential Financial, Inc.#		23,632		2,119,790
Unum Group#		14,492		525,625
				5,809,412
Insurance - Multi-line — 2.8%
ACE, Ltd.		51,941		5,522,886
Allstate Corp.#		54,265		3,336,755
Assurant, Inc.#		4,994		333,349
Cincinnati Financial Corp.#		22,296		1,072,215
Genworth Financial, Inc., Class A†		12,456		176,751
Hartford Financial Services Group, Inc.#		18,536		686,759
Loews Corp.		65,609		2,869,738
MetLife, Inc.		77,778		4,257,568
XL Group PLC#		27,592		943,094
				19,199,115
Insurance - Property/Casualty — 1.0%
Progressive Corp.		62,364		1,560,347
Travelers Cos., Inc.#		52,979		5,017,641
				6,577,988

Security Description	Shares		Value (Note 2)
Internet Content - Entertainment — 0.7%
Facebook, Inc., Class A†#		62,984	$	4,712,463
Internet Security — 0.1%
Symantec Corp.		41,832		1,015,681
Investment Management/Advisor Services — 1.2%
Ameriprise Financial, Inc.#		13,173		1,656,636
BlackRock, Inc.#		10,933		3,613,684
Franklin Resources, Inc.		18,802		1,062,689
Invesco, Ltd.#		26,134		1,067,313
T. Rowe Price Group, Inc.		6,880		557,246
				7,957,568
Machinery - Construction & Mining — 0.0%
Joy Global, Inc.#		4,177		263,778
Machinery - Farming — 0.5%
Deere & Co.#		44,725		3,760,925
Machinery - General Industrial — 0.2%
Roper Industries, Inc.#		10,414		1,567,932
Machinery - Pumps — 0.2%
Flowserve Corp.		11,382		863,780
Xylem, Inc.#		17,375		647,392
				1,511,172
Medical Information Systems — 0.0%
Cerner Corp.†		1,689		97,388
Medical Instruments — 0.7%
Boston Scientific Corp.†		8,913		113,017
Intuitive Surgical, Inc.†		815		383,058
Medtronic, Inc.#		57,968		3,701,257
St Jude Medical, Inc.		5,732		375,962
				4,573,294
Medical Products — 0.3%
Becton Dickinson and Co.		6,682		782,930
Stryker Corp.		11,481		956,482
				1,739,412
Medical - Biomedical/Gene — 3.3%
Alexion Pharmaceuticals, Inc.†		5,623		951,918
Amgen, Inc.#		47,059		6,559,083
Biogen Idec, Inc.†#		9,831		3,372,426
Celgene Corp.†#		33,602		3,192,862
Gilead Sciences, Inc.†#		63,126		6,791,095
Regeneron Pharmaceuticals, Inc.†#		2,657		931,332
Vertex Pharmaceuticals, Inc.†#		7,215		675,108
				22,473,824
Medical - Drugs — 6.2%
AbbVie, Inc.#		190,326		10,521,221
Allergan, Inc.		7,901		1,293,236
Bristol-Myers Squibb Co.		81,293		4,117,490
Eli Lilly & Co.#		106,307		6,756,873
Johnson & Johnson		166,379		17,258,494
Zoetis, Inc.		58,309		2,066,471
				42,013,785
Medical - Generic Drugs — 0.4%
Actavis PLC†#		7,335		1,664,898
Mylan, Inc.†#		11,308		549,569
Perrigo Co. PLC#		5,103		759,020
				2,973,487
Medical - HMO — 1.6%
Aetna, Inc.		22,721		1,866,076
Cigna Corp.		10,507		993,962
Humana, Inc.		7,109		915,213

81

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Medical - HMO (continued)
UnitedHealth Group, Inc.#		53,746	$	4,658,703
WellPoint, Inc.#		18,488		2,154,037
				10,587,991
Medical - Wholesale Drug Distribution — 0.8%
AmerisourceBergen Corp.		18,853		1,459,034
Cardinal Health, Inc.		19,177		1,413,345
McKesson Corp.		11,684		2,278,730
				5,151,109
Motorcycle/Motor Scooter — 0.1%
Harley-Davidson, Inc.#		12,083		767,995
Multimedia — 3.1%
Time Warner, Inc.		79,579		6,129,971
Twenty-First Century Fox, Inc., Class A#		101,912		3,609,723
Viacom, Inc., Class B		36,489		2,961,082
Walt Disney Co.#		94,276		8,473,527
				21,174,303
Networking Products — 1.0%
Cisco Systems, Inc.		279,864		6,993,801
Non-Hazardous Waste Disposal — 0.5%
Republic Services, Inc.		91,003		3,579,148
Office Automation & Equipment — 0.1%
Pitney Bowes, Inc.#		12,804		346,476
Oil & Gas Drilling — 0.5%
Ensco PLC, Class A#		28,583		1,442,870
Helmerich & Payne, Inc.#		3,247		341,097
Noble Corp. PLC#		26,624		757,719
Transocean, Ltd.#		28,545		1,103,264
				3,644,950
Oil Companies - Exploration & Production — 2.9%
Anadarko Petroleum Corp.		26,560		2,993,046
Apache Corp.#		43,423		4,421,764
Cabot Oil & Gas Corp.		10,493		351,935
Chesapeake Energy Corp.#		32,274		877,853
Denbury Resources, Inc.#		16,108		277,380
Devon Energy Corp.		31,470		2,373,467
EOG Resources, Inc.		28,323		3,112,131
EQT Corp.		7,216		714,817
Noble Energy, Inc.#		29,114		2,100,284
Pioneer Natural Resources Co.#		5,920		1,235,208
Range Resources Corp.		5,693		447,413
Southwestern Energy Co.†		14,447		594,928
				19,500,226
Oil Companies - Integrated — 0.5%
Murphy Oil Corp.#		54,661		3,414,673
Oil Field Machinery & Equipment — 0.6%
Cameron International Corp.†		3,156		234,585
FMC Technologies, Inc.†#		15,046		930,445
National Oilwell Varco, Inc.#		30,855		2,666,798
				3,831,828
Oil - Field Services — 0.6%
Baker Hughes, Inc.		21,412		1,480,426
Halliburton Co.		37,690		2,548,221
				4,028,647
Pharmacy Services — 0.4%
Express Scripts Holding Co.†		35,879		2,652,534
Pipelines — 1.9%
Kinder Morgan, Inc.#		79,345		3,194,430
ONEOK, Inc.#		23,706		1,664,161

Security Description	Shares		Value (Note 2)
Pipelines (continued)
Spectra Energy Corp.#		114,619	$	4,775,027
Williams Cos., Inc.		50,318		2,990,902
				12,624,520
Publishing - Newspapers — 0.0%
News Corp., Class A†#		10,376		182,877
Publishing - Periodicals — 0.1%
Nielsen NV		20,941		984,018
Real Estate Investment Trusts — 2.3%
American Tower Corp.		31,977		3,152,932
AvalonBay Communities, Inc.#		3,570		550,137
Boston Properties, Inc.		3,815		463,217
Crown Castle International Corp.		13,971		1,110,834
Equity Residential		28,463		1,891,936
General Growth Properties, Inc.		17,453		428,820
HCP, Inc.		41,015		1,777,180
Health Care REIT, Inc.#		16,001		1,081,348	��
Host Hotels & Resorts, Inc.#		44,315		1,011,268
Macerich Co.#		3,847		251,171
Prologis, Inc.		19,523		799,272
Public Storage		4,929		863,462
Ventas, Inc.		20,875		1,373,157
Vornado Realty Trust		5,695		602,930
				15,357,664
Real Estate Management/Services — 0.0%
CBRE Group, Inc., Class A†#		2,477		78,719
Retail - Apparel/Shoe — 0.5%
Coach, Inc.#		15,734		579,483
Gap, Inc.#		19,407		895,633
L Brands, Inc.		16,478		1,052,120
Ross Stores, Inc.#		12,382		933,851
				3,461,087
Retail - Automobile — 0.1%
CarMax, Inc.†#		13,124		687,698
Retail - Bedding — 0.1%
Bed Bath & Beyond, Inc.†#		10,368		666,248
Retail - Consumer Electronics — 0.1%
Best Buy Co., Inc.		17,285		551,219
Retail - Discount — 0.7%
Costco Wholesale Corp.		38,501		4,661,701
Dollar Tree, Inc.†		7,848		420,849
				5,082,550
Retail - Drug Store — 0.5%
Walgreen Co.		54,203		3,280,366
Retail - Gardening Products — 0.0%
Tractor Supply Co.#		2,823		189,000
Retail - Jewelry — 0.0%
Tiffany & Co.#		1,696		171,194
Retail - Major Department Stores — 0.6%
Nordstrom, Inc.#		11,059		765,836
TJX Cos., Inc.		58,783		3,504,054
				4,269,890
Retail - Office Supplies — 0.1%
Staples, Inc.#		67,184		784,709
Retail - Regional Department Stores — 0.4%
Kohl’s Corp.#		20,118		1,182,737
Macy’s, Inc.#		21,587		1,344,654
				2,527,391

82

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares		Value (Note 2)
COMMON STOCKS (continued)
Retail - Restaurants — 0.4%
Chipotle Mexican Grill, Inc.†#		1,163	$	789,270
Darden Restaurants, Inc.#		38,802		1,836,111
				2,625,381
Savings & Loans/Thrifts — 0.1%
Hudson City Bancorp, Inc.#		2,957		29,186
People’s United Financial, Inc.#		31,100		464,945
				494,131
Semiconductor Components - Integrated Circuits — 1.2%
Analog Devices, Inc.		34,302		1,753,518
QUALCOMM, Inc.		85,984		6,543,383
				8,296,901
Semiconductor Equipment — 0.3%
Applied Materials, Inc.#		59,449		1,373,569
KLA-Tencor Corp.		7,743		591,720
				1,965,289
Telecommunication Equipment — 0.1%
Harris Corp.		9,320		665,355
Juniper Networks, Inc.		12,517		290,269
				955,624
Telephone - Integrated — 2.2%
AT&T, Inc.#		341,093		11,924,612
CenturyLink, Inc.#		42,786		1,753,798
Frontier Communications Corp.#		101,719		691,689
Windstream Holdings, Inc.		63,904		722,115
				15,092,214
Television — 0.2%
CBS Corp., Class B		27,634		1,638,420
Tools - Hand Held — 0.4%
Snap-on, Inc.		10,165		1,270,117
Stanley Black & Decker, Inc.		12,707		1,162,690
				2,432,807
Toys — 0.2%
Hasbro, Inc.		6,457		339,993
Mattel, Inc.		27,211		938,508
				1,278,501
Transport - Rail — 1.5%
CSX Corp.		91,238		2,820,167
Kansas City Southern#		3,849		444,021
Union Pacific Corp.		64,624		6,802,968
				10,067,156
Transport - Services — 0.1%
C.H. Robinson Worldwide, Inc.#		10,012		683,419
Expeditors International of Washington, Inc.		4,282		176,847
				860,266
Vitamins & Nutrition Products — 0.2%
Mead Johnson Nutrition Co.		14,943		1,428,551

Security Description	Shares/ Principal Amount			Value (Note 2)
Web Portals/ISP — 2.3%
Google, Inc., Class A†		13,105		$	7,631,828
Google, Inc., Class C†		11,629			6,647,136
Yahoo!, Inc.†		36,675			1,412,354
					15,691,318
Wireless Equipment — 0.1%
Motorola Solutions, Inc.#		13,426			797,504
Total Long-Term Investment Securities
(cost $462,324,765)					658,244,903
SHORT-TERM INVESTMENT SECURITIES — 21.6%
Registered Investment Companies — 19.1%
State Street Navigator Securities Lending Prime Portfolio(1)		129,852,196			129,852,196
U.S. Government Treasuries — 2.5%
United States Treasury Bills
0.04% due 09/11/2014#	$	15,000,000			14,999,854
0.02% due 09/18/2014(2)		2,000,000			1,999,981
					16,999,835
Total Short-Term Investment Securities
(cost $146,852,031)					146,852,031
REPURCHASE AGREEMENT — 0.5%
State Street Bank and Trust Co. Joint Repurchase Agreement(3) (cost $3,251,000)		3,251,000			3,251,000
TOTAL INVESTMENTS
(cost $612,427,796)(4)		119.0	%		808,347,934
Liabilities in excess of other assets		(19.0	)		(129,113,303	)
NET ASSETS —		100.0	%	$	679,234,631

# The security or a portion thereof is out on loan (see Note 2)

† Non-income producing security

(1) At August 31, 2014, the Fund had loaned securities with a total value of $149,011,125. This was secured by collateral of $129,852,196 which was received in cash and subsequently invested in short-term investments currently valued at $129,852,196 as reported in the portfolio of Investments. Additional collateral of $22,014,070 was received in the form of fixed income pooled securities, which the Fund cannot sell or repledge and accordingly, are not reflected in the Fund’s assets and liabilities.

The components of the fixed income pooled securities referenced above are as follows:

Securities	Coupon Range	Maturity Date Range	Values as of August 31, 2014
Federal Home Loan Mtg. Corp.	2.50% to 4.00%	08/01/2027 to 11/15/2040	$	1,360,706
Federal National Mtg. Assoc.	1.82% to 4.00%	02/25/2022 to 05/25/2042		13,844,700
Government National Mtg. Assoc.	2.75% to 4.00%	11/20/2038 to 11/16/2039		1,769,124
United States Treasury Note/Bond	0.00% to 6.00%	09/30/2014 to 02/15/2044		5,039,540

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

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

(4) 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 as of August 31, 2014		Unrealized Appreciation (Depreciation)
	222	Long	S&P 500 E-Mini Index		September 2014	$	21,555,251	$	22,215,540	$	660,289

83

VALIC Company II Socially Responsible Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Common Stocks:
Medical - Drugs	$	42,013,785	$	—	$	—	$	42,013,785
Other Industries*		616,231,118		—		—		616,231,118
Short-Term Investment Securities:
Registered Investment Companies		129,852,196		—		—		129,852,196
U.S. Government Treasuries		—		16,999,835		—		16,999,835
Repurchase Agreement		—		3,251,000		—		3,251,000
Other Financial Instruments:@
Open Futures Contracts - Appreciation		660,289		—		—		660,289
Total	$	788,757,388	$	20,250,835	$	—	$	809,008,223

* Sum of all other industries each of which individually has an aggregate value of less than 5% of net assets. For a detailed presentation of securities 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 and swap contracts, which are valued at the unrealized appreciation (depreciation) on the instrument.

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no transfers between Levels during the reporting period.

See Notes to Financial Statements

84

VALIC Company II Strategic Bond Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited)

Industry Allocation*

Sovereign	13.7	%
United States Treasury Notes	9.2
Oil Companies — Exploration & Production	5.7
Banks — Commercial	4.9
Time Deposits	4.4
Diversified Banking Institutions	3.7
Federal National Mtg. Assoc.	2.7
Pipelines	2.2
Telephone — Integrated	2.0
Registered Investment Companies	1.9
United States Treasury Bonds	1.8
Medical — Hospitals	1.6
Diversified Financial Services	1.5
Medical — Drugs	1.4
Oil Companies — Integrated	1.3
Cable/Satellite TV	1.1
Casino Hotels	1.1
Federal Home Loan Mtg. Corp.	1.1
Finance — Leasing Companies	1.1
Electric — Integrated	1.0
Diversified Manufacturing Operations	0.9
Independent Power Producers	0.9
Real Estate Investment Trusts	0.9
Insurance — Life/Health	0.8
Coal	0.8
Telecom Services	0.8
Airlines	0.8
Paper & Related Products	0.8
Oil Refining & Marketing	0.7
Retail — Restaurants	0.7
Real Estate Operations & Development	0.7
Publishing — Periodicals	0.7
Diversified Minerals	0.6
Savings & Loans/Thrifts	0.6
Computer Services	0.6
Building Products — Cement	0.6
Petrochemicals	0.6
Food — Meat Products	0.5
Insurance — Multi-line	0.5
Banks — Special Purpose	0.5
Oil & Gas Drilling	0.5
Alternative Waste Technology	0.5
Finance — Other Services	0.5
Auto — Cars/Light Trucks	0.5
Transport — Rail	0.5
Steel — Producers	0.4
Commercial Services — Finance	0.4
Specified Purpose Acquisitions	0.4
Cellular Telecom	0.4
Enterprise Software/Service	0.4
Containers — Paper/Plastic	0.4
Publishing — Newspapers	0.4
Electric — Generation	0.4
Real Estate Management/Services	0.4
Gold Mining	0.4
Cruise Lines	0.4
Finance — Consumer Loans	0.4
Containers — Metal/Glass	0.4
Municipal Bonds	0.4
Transport — Equipment & Leasing	0.3
Banks — Super Regional	0.3
Building — Residential/Commercial	0.3
Retail — Music Store	0.3
E-Commerce/Services	0.3
Electric — Distribution	0.3
Electronic Components — Semiconductors	0.3
Machinery — Farming	0.3
Hazardous Waste Disposal	0.3
Medical Products	0.3

Financial Guarantee Insurance	0.3	%
Chemicals — Specialty	0.3
Special Purpose Entities	0.3
Finance — Auto Loans	0.3
Security Services	0.3
Retail — Regional Department Stores	0.3
Finance — Commercial	0.3
Semiconductor Equipment	0.3
Food — Dairy Products	0.2
Computers	0.2
Auto/Truck Parts & Equipment — Original	0.2
Printing — Commercial	0.2
Aerospace/Defense	0.2
Chemicals — Diversified	0.2
Office Supplies & Forms	0.2
Wireless Equipment	0.2
Computer Software	0.2
Advertising Services	0.2
Medical — Generic Drugs	0.2
Television	0.2
Music	0.2
Brewery	0.2
Schools	0.2
Rental Auto/Equipment	0.2
Diversified Operations	0.2
Consumer Products — Misc.	0.2
Web Hosting/Design	0.2
Storage/Warehousing	0.2
SupraNational Banks	0.2
Steel Pipe & Tube	0.2
Retail — Mail Order	0.2
Retail — Drug Store	0.2
Transport — Services	0.2
Chemicals — Plastics	0.2
Networking Products	0.2
Auto — Heavy Duty Trucks	0.2
Tools — Hand Held	0.2
Firearms & Ammunition	0.2
Metal — Iron	0.2
Office Automation & Equipment	0.2
Shipbuilding	0.2
Semiconductor Components — Integrated Circuits	0.2
Beverages — Non-alcoholic	0.1
Government National Mtg. Assoc.	0.1
Agricultural Chemicals	0.1
Closed — End Funds	0.1
Investment Management/Advisor Services	0.1
Dialysis Centers	0.1
Computers — Memory Devices	0.1
Medical — HMO	0.1
Food — Wholesale/Distribution	0.1
Apparel Manufacturers	0.1
Retail — Apparel/Shoe	0.1
Insurance — Mutual	0.1
Building Products — Wood	0.1
Travel Services	0.1
Banks — Fiduciary	0.1
Building — Heavy Construction	0.1
Machinery — General Industrial	0.1
Metal — Copper	0.1
Metal — Diversified	0.1
Advertising Agencies	0.1
Distribution/Wholesale	0.1
Cosmetics & Toiletries	0.1
Wire & Cable Products	0.1
Oil — Field Services	0.1
Retail — Appliances	0.1
Retail — Discount	0.1
Sugar	0.1

85

VALIC Company II Strategic Bond Fund

PORTFOLIO PROFILE — August 31, 2014 (unaudited) — (continued)

Industry Allocation* (continued)

Food — Misc./Diversified	0.1	%
Advertising Sales	0.1
Metal Processors & Fabrication	0.1
Gas — Transportation	0.1
Machinery — Construction & Mining	0.1
Retail — Major Department Stores	0.1
Regional Authority	0.1
Multimedia	0.1
Tennessee Valley Authority	0.1
Banks — Money Center	0.1
	101.4%

Credit Quality†#

Aaa	18.0	%
Aa	4.1
A	9.2
Baa	17.6
Ba	16.9
B	17.9
Caa	9.3
Not Rated@	7.0
	100.0	%

* Calculated as a percentage of net assets

† Source: Moody’s

# Calculated as a percentage of total debt issues.

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

86

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014

Security Description	Principal Amount(16)		Value (Note 2)
ASSET BACKED SECURITIES — 0.8%
Diversified Financial Services — 0.8%
AmeriCredit Automobile Receivables Trust Series 2014-2, Class C 2.18% due 06/08/2020	$	105,000	$	104,373
Applebee’s/IHOP Funding LLC Series 2014-1, Class A2 4.28% due 09/05/2044*		87,000		87,052
Avis Budget Rental Car Funding AESOP LLC Series 2014-1A, Class A 2.46% due 07/20/2020*		152,000		152,901
Capital One Multi-Asset Execution Trust Series 2005-B1, Class B1 4.90% due 12/15/2017		100,000		101,893
Citibank Credit Card Issuance Trust Series 2014-A2, Class A2 1.02% due 02/22/2019		174,000		173,628
Citigroup Commercial Mtg. Trust Series 2014-GC19, Class A2 2.79% due 03/10/2047(1)		226,000		231,661
Citigroup Commercial Mtg. Trust Series 2014-GC23, Class A2 2.85% due 07/10/2047(1)		172,000		176,468
Citigroup Commercial Mtg. Trust Series 2013-GC17, Class A2 2.96% due 11/10/2046(1)		619,000		639,130
CKE Restaurant Holdings, Inc. Series 2013-1A, Class A2 4.47% due 03/20/2043*		179,569		183,483
CLI Funding V LLC Series 2014-1A, Class A 3.29% due 06/18/2029*		176,791		176,940
Commercial Mtg. Trust Series 2014-UBS2, Class A2 2.82% due 03/10/2047(1)		298,000		305,161
Countrywide Home Loan Mtg. Pass Through Trust Series 2005-6, Class 1A11 5.25% due 02/25/2026(2)		270,773		275,638
Countrywide Home Loan Mtg. Pass Through Trust Series 2005-12, Class 2A4 5.50% due 05/25/2035(2)		3,316		3,316
Discover Card Execution Note Trust Series 2007-A1, Class A1 5.65% due 03/16/2020		212,000		238,222
Domino’s Pizza Master Issuer LLC Series 2012-1A, Class A2 5.22% due 01/25/2042*		51,211		54,359
Ford Credit Auto Owner Trust Series 2013-D, Class B 1.54% due 03/15/2019		81,000		81,170
Ford Credit Auto Owner Trust Series 2014-1, Class A 2.26% due 11/15/2025*		100,000		100,910
Ford Credit Floorplan Master Owner Trust Series 2014-4, Class A1 1.40% due 08/15/2019		171,000		170,605
GS Mtg. Securities Corp. II Series 2012-GCJ9, Class A2 1.76% due 11/10/2045(1)		282,000		281,854
JPM-BB Commercial Mtg. Securities Trust Series 2013-C15, Class A2 2.98% due 11/15/2045(1)		365,000		377,262
Morgan Stanley Bank of America Merrill Lynch Trust Series 2012-C5, Class A2 1.97% due 08/15/2045(1)		198,485		200,960

Security Description	Principal Amount(16)		Value (Note 2)
Diversified Financial Services (continued)
Nissan Auto Lease Trust Series 2014-A, Class A4 1.04% due 10/15/2019	$	295,000	$	295,055
RFMSI Trust Series 2006-S1, Class 1A3 5.75% due 01/25/2036(2)		438,665		451,214
Sierra Timeshare Receivables Funding LLC Series 2014-2A, Class A 2.05% due 06/20/2031*		98,521		98,304
Sierra Timeshare Receivables Funding LLC Series 2013-3A, Class A 2.20% due 10/20/2030*		63,323		63,705
Sonic Capital LLC Series 2011-1A, Class A2 5.44% due 05/20/2041*		84,671		89,671
TAL Advantage V LLC Series 2013-2A, Class A 3.55% due 11/20/2038*		98,975		100,825
WF-RBS Commercial Mtg. Trust Series 2012-C8, Class A2 1.88% due 08/15/2045(1)		120,000		121,027
WF-RBS Commercial Mtg. Trust Series 2014-C21, Class A2 2.92% due 08/15/2047(1)		234,000		240,800
Total Asset Backed Securities
(cost $5,585,737)				5,577,587
U.S. CORPORATE BONDS & NOTES — 43.7%
Advertising Agencies — 0.1%
Interpublic Group of Cos., Inc. Senior Notes 3.75% due 02/15/2023		418,000		420,862
Interpublic Group of Cos., Inc. Senior Notes 4.20% due 04/15/2024		358,000		370,747
				791,609
Advertising Sales — 0.1%
Lamar Media Corp. Company Guar. Notes 5.38% due 01/15/2024*		600,000		618,000
Advertising Services — 0.2%
Visant Corp. Company Guar. Notes 10.00% due 10/01/2017		1,664,000		1,543,360
Aerospace/Defense — 0.1%
Boeing Co. Senior Notes 0.95% due 05/15/2018		588,000		574,677
Agricultural Chemicals — 0.1%
Monsanto Co. Senior Notes 4.20% due 07/15/2034		572,000		593,708
Monsanto Co. Senior Notes 4.70% due 07/15/2064		474,000		491,908
				1,085,616
Airlines — 0.6%
Allegiant Travel Co. Company Guar. Notes 5.50% due 07/15/2019		1,288,000		1,336,300

87

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Airlines (continued)
Atlas Air, Inc. Pass Through Certs. Series 1999-1, Class A-1 7.20% due 07/02/2020	$	198,929	$	209,125
Atlas Air, Inc. Pass Through Certs. Series 1999-1, Class B 7.63% due 07/02/2016		144,807		147,703
United Airlines Pass Through Trust Pass Through Certs. Series 2013-1, Class B 5.38% due 02/15/2023		2,847,000		2,960,880
				4,654,008
Alternative Waste Technology — 0.5%
ADS Waste Holdings, Inc. Company Guar. Notes 8.25% due 10/01/2020		1,978,000		2,106,570
Darling Ingredients, Inc. Company Guar. Notes 5.38% due 01/15/2022*		1,535,000		1,592,562
				3,699,132
Apparel Manufacturers — 0.1%
Quiksilver, Inc./QS Wholesale, Inc. Company Guar. Notes 10.00% due 08/01/2020#		1,121,000		891,195
Auto - Cars/Light Trucks — 0.5%
American Honda Finance Corp. Notes 1.20% due 07/14/2017		898,000		897,651
Daimler Finance North America LLC Company Guar. Notes 1.38% due 08/01/2017*		1,148,000		1,147,220
Daimler Finance North America LLC Company Guar. Notes 2.63% due 09/15/2016*		1,359,000		1,401,856
				3,446,727
Auto - Heavy Duty Trucks — 0.2%
Oshkosh Corp. Company Guar. Notes 5.38% due 03/01/2022		1,250,000		1,278,125
Auto/Truck Parts & Equipment - Original — 0.2%
Affinia Group, Inc. Company Guar. Notes 7.75% due 05/01/2021		1,675,000		1,725,250
Banks - Commercial — 1.1%
MUFG Union Bank NA Senior Notes 3.00% due 06/06/2016		2,265,000		2,348,805
PNC Bank NA Senior Notes 1.13% due 01/27/2017		1,834,000		1,837,191
Regions Financial Corp. Sub. Notes 7.38% due 12/10/2037		1,183,000		1,518,663
Zions Bancorporation Senior Notes 4.50% due 03/27/2017		1,564,000		1,658,053
Zions Bancorporation Senior Notes 4.50% due 06/13/2023		845,000		884,576
				8,247,288

Security Description	Principal Amount(16)		Value (Note 2)
Banks - Fiduciary — 0.1%
RBS Citizens Financial Group, Inc. Sub. Notes 4.15% due 09/28/2022*	$	842,000	$	854,944
Banks - Super Regional — 0.1%
Comerica, Inc. Senior Notes 2.13% due 05/23/2019		417,000		416,654
Wells Fargo & Co Sub. Notes 4.10% due 06/03/2026		480,000		491,010
				907,664
Brewery — 0.2%
Anheuser-Busch InBev Worldwide, Inc. Company Guar. Notes 0.80% due 07/15/2015		1,496,000		1,501,896
Building Products - Cement — 0.4%
Cemex Finance LLC Senior Sec. Notes 6.00% due 04/01/2024*		1,350,000		1,404,000
Headwaters, Inc. Sec. Notes 7.63% due 04/01/2019		1,503,000		1,585,665
				2,989,665
Building Products - Wood — 0.1%
Masco Corp. Senior Notes 5.95% due 03/15/2022		810,000		883,913
Building - Residential/Commercial — 0.3%
Meritage Homes Corp. Company Guar. Notes 7.00% due 04/01/2022		1,600,000		1,748,000
WLH PNW Finance Corp. Senior Notes 7.00% due 08/15/2022*		681,000		700,579
				2,448,579
Cable/Satellite TV — 0.8%
CCO Holdings LLC/CCO Holdings Capital Corp. Company Guar. Notes 6.50% due 04/30/2021		2,587,000		2,748,688
Comcast Corp. Company Guar. Notes 3.38% due 02/15/2025		219,000		221,408
DIRECTV Holdings LLC/DIRECTV Financing Co., Inc. Company Guar. Notes 4.45% due 04/01/2024		998,000		1,070,776
DISH DBS Corp. Company Guar. Notes 5.00% due 03/15/2023		564,000		561,180
Time Warner Cable, Inc. Company Guar. Notes 4.50% due 09/15/2042		472,000		477,795
Time Warner Cable, Inc. Company Guar. Notes 6.55% due 05/01/2037		211,000		270,334
Time Warner Cable, Inc. Company Guar. Notes 7.30% due 07/01/2038		557,000		773,445
				6,123,626

88

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Casino Hotels — 0.8%
Caesars Entertainment Operating Co., Inc. Senior Notes 10.75% due 02/01/2016	$	830,000	$	340,300
Caesars Entertainment Resort Properties LLC Senior Sec. Notes 8.00% due 10/01/2020*		1,361,000		1,350,792
Caesars Entertainment Resort Properties LLC Sec. Notes 11.00% due 10/01/2021*		1,078,000		1,092,823
Caesars Growth Properties Holdings LLC/Caesars Growth Properties Finance, Inc. Sec. Notes 9.38% due 05/01/2022*		1,408,000		1,362,240
Downstream Development Authority of the Quapaw Tribe of Oklahoma Senior Sec. Notes 10.50% due 07/01/2019*		1,330,000		1,409,800
Seminole Hard Rock Entertainment, Inc./Seminole Hard Rock International LLC Company Guar. Notes 5.88% due 05/15/2021*		600,000		591,000
				6,146,955
Cellular Telecom — 0.4%
Sprint Communications, Inc. Senior Notes 7.00% due 08/15/2020		1,766,000		1,885,205
T-Mobile USA, Inc. Company Guar. Notes 6.50% due 01/15/2024		1,050,000		1,092,000
				2,977,205
Chemicals - Plastics — 0.2%
PolyOne Corp. Senior Notes 5.25% due 03/15/2023		1,263,000		1,304,048
Chemicals - Specialty — 0.3%
Chemtura Corp. Company Guar. Notes 5.75% due 07/15/2021		1,315,000		1,367,600
Huntsman International LLC Company Guar. Notes 4.88% due 11/15/2020		311,000		317,220
Lubrizol Corp. Company Guar. Notes 6.50% due 10/01/2034		319,000		424,196
				2,109,016
Closed - End Funds — 0.1%
Drawbridge Special Opportunities Fund LP/Drawbridge Special Opportunities Finance Senior Notes 5.00% due 08/01/2021*		1,073,000		1,083,730
Coal — 0.7%
Murray Energy Corp. Senior Sec. Notes 8.63% due 06/15/2021*		2,259,000		2,394,540
Peabody Energy Corp. Company Guar. Notes 6.50% due 09/15/2020#		1,550,000		1,559,687
SunCoke Energy Partners LP/SunCoke Energy Partners Finance Corp. Company Guar. Notes 7.38% due 02/01/2020*		1,349,000		1,443,430
				5,397,657

Security Description	Principal Amount(16)		Value (Note 2)
Commercial Services - Finance — 0.4%
Harland Clarke Holdings Corp. Senior Sec. Notes 6.88% due 03/01/2020*	$	960,000	$	999,600
Harland Clarke Holdings Corp. Senior Notes 9.25% due 03/01/2021*		2,289,000		2,374,837
				3,374,437
Computer Services — 0.4%
Compiler Finance Sub, Inc. Senior Notes 7.00% due 05/01/2021*		1,651,000		1,576,705
Sungard Availability Services Capital, Inc. Company Guar. Notes 8.75% due 04/01/2022*		1,400,000		1,232,000
				2,808,705
Computers — 0.2%
Hewlett-Packard Co. Senior Notes 6.00% due 09/15/2041		1,476,000		1,749,366
Computers - Memory Devices — 0.1%
EMC Corp. Senior Notes 2.65% due 06/01/2020		955,000		965,499
Consumer Products - Misc. — 0.2%
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC Senior Sec. Notes 5.75% due 10/15/2020		1,369,000		1,430,605
Containers - Metal/Glass — 0.4%
Crown Cork & Seal Co., Inc. Senior Notes 7.38% due 12/15/2026		2,457,000		2,739,555
Containers - Paper/Plastic — 0.4%
Consolidated Container Co. LLC/Consolidated Container Capital, Inc. Company Guar. Notes 10.13% due 07/15/2020*		2,392,000		2,380,040
PaperWorks Industries, Inc. Senior Sec. Notes 9.50% due 08/15/2019*		882,000		908,460
				3,288,500
Cosmetics & Toiletries — 0.1%
First Quality Finance Co., Inc. Senior Notes 4.63% due 05/15/2021*		822,000		778,845
Dialysis Centers — 0.1%
DaVita HealthCare Partners, Inc. Company Guar. Notes 5.13% due 07/15/2024		999,000		1,013,361
Distribution/Wholesale — 0.1%
LKQ Corp. Company Guar. Notes 4.75% due 05/15/2023		805,000		786,888
Diversified Banking Institutions — 2.3%
Bank of America Corp. Senior Notes 2.60% due 01/15/2019		1,126,000		1,136,975
Bank of America Corp. Sub. Notes 4.20% due 08/26/2024		900,000		913,582

89

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Diversified Banking Institutions (continued)
Citigroup, Inc. Senior Notes 1.75% due 05/01/2018	$	1,330,000	$	1,323,752
Citigroup, Inc. Sub. Notes 4.00% due 08/05/2024		755,000		757,139
Citigroup, Inc. Sub. Notes 5.88% due 02/22/2033		2,474,000		2,820,882
Goldman Sachs Group, Inc. Senior Notes 5.25% due 07/27/2021		1,761,000		1,984,548
Goldman Sachs Group, Inc. Senior Notes 6.13% due 02/15/2033		736,000		906,052
Goldman Sachs Group, Inc. Sub. Notes 6.75% due 10/01/2037		874,000		1,078,103
JPMorgan Chase & Co. Senior Notes 4.25% due 11/02/2018	NZD	800,000		648,655
JPMorgan Chase & Co. Senior Notes 4.35% due 08/15/2021		849,000		921,697
Merrill Lynch & Co., Inc. Sub. Notes 6.11% due 01/29/2037		1,288,000		1,528,257
Morgan Stanley Sub. Notes 4.10% due 05/22/2023		1,412,000		1,438,402
Morgan Stanley Senior Notes 4.75% due 03/22/2017		722,000		780,981
NationsBank Corp. Sub. Notes 7.25% due 10/15/2025		49,000		60,949
UBS AG Senior Notes 1.38% due 08/14/2017		1,433,000		1,429,549
				17,729,523
Diversified Financial Services — 0.5%
General Electric Capital Corp. Senior Notes 1.50% due 07/12/2016		1,184,000		1,199,994
General Electric Capital Corp. Senior Notes 5.88% due 01/14/2038		1,336,000		1,660,506
USAA Capital Corp. Senior Notes 2.13% due 06/03/2019*		1,021,000		1,023,077
				3,883,577
Diversified Manufacturing Operations — 0.7%
General Electric Co. Senior Notes 2.70% due 10/09/2022		769,000		759,337
Ingersoll-Rand Global Holding Co., Ltd. Company Guar. Notes 5.75% due 06/15/2043		1,838,000		2,220,765
JB Poindexter & Co., Inc. Senior Notes 9.00% due 04/01/2022*		1,675,000		1,859,250

Security Description	Principal Amount(16)		Value (Note 2)
Diversified Manufacturing Operations (continued)
Textron, Inc. Senior Notes 4.63% due 09/21/2016	$	630,000	$	673,024
				5,512,376
E-Commerce/Services — 0.3%
Netflix, Inc. Senior Notes 5.38% due 02/01/2021		2,319,000		2,429,152
Electric - Generation — 0.3%
AES Corp. Senior Notes 5.50% due 03/15/2024		1,805,000		1,836,587
AES Corp. Senior Notes 8.00% due 10/15/2017		106,000		122,165
Reliant Energy Mid-Atlantic Power Holdings LLC Pass Through Certs., Series B 9.24% due 07/02/2017		223,758		238,862
				2,197,614
Electric - Integrated — 0.8%
Dominion Gas Holdings LLC Senior Notes 4.80% due 11/01/2043		312,000		341,727
Dominion Resources, Inc. Senior Notes 5.25% due 08/01/2033		1,026,000		1,178,963
FirstEnergy Corp. Senior Notes 7.38% due 11/15/2031		543,000		659,475
FirstEnergy Transmission LLC Senior Notes 5.45% due 07/15/2044*		694,000		716,955
Georgia Power Co. Senior Notes 3.00% due 04/15/2016		153,000		158,643
Mirant Mid Atlantic LLC Pass Through Trust Pass Through Certs., Series B 9.13% due 06/30/2017		132,700		142,155
NiSource Finance Corp. Company Guar. Notes 5.25% due 02/15/2043		631,000		688,686
Southern California Edison Co. 1st. Mtg. Bonds 1.13% due 05/01/2017		895,000		894,675
Southern Co. Senior Notes 1.30% due 08/15/2017		897,000		898,067
				5,679,346
Electronic Components - Semiconductors — 0.3%
Amkor Technology, Inc. Senior Notes 6.63% due 06/01/2021		900,000		956,250
Intel Corp. Senior Notes 1.35% due 12/15/2017		1,403,000		1,402,150
				2,358,400

90

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Enterprise Software/Service — 0.4%
BMC Software Finance, Inc. Senior Notes 8.13% due 07/15/2021*	$	1,344,000	$	1,357,440
Epicor Software Corp. Company Guar. Notes 8.63% due 05/01/2019		1,353,000		1,451,092
Oracle Corp. Senior Notes 4.30% due 07/08/2034		460,000		480,465
				3,288,997
Finance - Auto Loans — 0.3%
Ally Financial, Inc. Company Guar. Notes 3.50% due 01/27/2019		694,000		699,205
Ford Motor Credit Co. LLC Senior Notes 1.50% due 01/17/2017		479,000		480,290
General Motors Acceptance Corp. Senior Notes 8.00% due 11/01/2031		716,000		923,640
				2,103,135
Finance - Commercial — 0.3%
Jefferies Finance LLC/JFIN Co-Issuer Corp. Senior Notes 6.88% due 04/15/2022*		1,403,000		1,406,507
Jefferies Finance LLC/JFIN Co-Issuer Corp. Senior Notes 7.38% due 04/01/2020*		513,000		536,085
Jefferies LoanCore LLC/JLC Finance Corp. Senior Notes 6.88% due 06/01/2020*		124,000		123,380
				2,065,972
Finance - Consumer Loans — 0.4%
Enova International, Inc. Company Guar. Notes 9.75% due 06/01/2021*		1,999,000		2,043,977
Synchrony Financial Senior Notes 3.75% due 08/15/2021		321,000		327,607
Synchrony Financial Senior Notes 4.25% due 08/15/2024		420,000		429,908
				2,801,492
Finance - Investment Banker/Broker — 0.0%
Lehman Brothers Holdings, Inc. Escrow Notes 5.50% due 04/04/2016†		97,000		19,400
Lehman Brothers Holdings, Inc. Escrow Notes 6.75% due 12/28/2017†(6)		111,000		11
Lehman Brothers Holdings, Inc. Escrow Notes 7.50% due 05/11/2038†(6)		143,000		14
				19,425
Finance - Leasing Companies — 0.5%
Air Lease Corp. Senior Notes 4.75% due 03/01/2020		2,690,000		2,864,850

Security Description	Principal Amount(16)		Value (Note 2)
Finance - Leasing Companies (continued)
Air Lease Corp. Senior Notes 5.63% due 04/01/2017	$	702,000	$	756,405
				3,621,255
Finance - Other Services — 0.4%
Cogent Communications Finance, Inc. Company Guar. Notes 5.63% due 04/15/2021*		1,420,000		1,416,450
National Rural Utilities Cooperative Finance Corp. Collateral Trust Bonds 1.10% due 01/27/2017		1,383,000		1,386,469
				2,802,919
Firearms & Ammunition — 0.2%
FGI Operating Co. LLC/FGI Finance, Inc. Sec. Notes 7.88% due 05/01/2020		1,170,000		1,228,500
Food - Meat Products — 0.4%
JBS USA LLC/JBS USA Finance, Inc. Company Guar. Notes 7.25% due 06/01/2021*		2,080,000		2,220,400
Tyson Foods, Inc. Company Guar. Notes 3.95% due 08/15/2024		462,000		473,051
Tyson Foods, Inc. Company Guar. Notes 4.88% due 08/15/2034		260,000		273,642
Tyson Foods, Inc. Company Guar. Notes 5.15% due 08/15/2044		285,000		303,524
				3,270,617
Food - Misc./Diversified — 0.1%
Mondelez International, Inc. Senior Notes 6.50% due 02/09/2040		479,000		628,642
Food - Wholesale/Distribution — 0.1%
C&S Group Enterprises LLC Senior Sec. Notes 5.38% due 07/15/2022*		919,000		919,000
Gambling (Non-Hotel) — 0.0%
Waterford Gaming LLC/Waterford Gaming Financial Corp. Senior Notes 8.63% due 09/15/2014*†(5)(6)(19)		363,344		90,836
Independent Power Producers — 0.8%
Calpine Corp. Senior Sec. Notes 6.00% due 01/15/2022*		1,833,000		1,975,057
Calpine Corp. Senior Sec. Notes 7.88% due 01/15/2023*		715,000		793,650
GenOn Energy, Inc. Senior Notes 9.50% due 10/15/2018		1,253,000		1,331,312
NRG Energy, Inc. Company Guar. Notes 6.25% due 07/15/2022*		943,000		987,793
NRG Energy, Inc. Company Guar. Notes 7.63% due 01/15/2018		285,000		320,910

91

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Independent Power Producers (continued)
NRG Energy, Inc. Company Guar. Notes 8.25% due 09/01/2020	$	925,000	$	1,001,313
				6,410,035
Insurance Brokers — 0.0%
USI, Inc. Senior Notes 7.75% due 01/15/2021*		114,000		117,420
Insurance - Life/Health — 0.5%
American Equity Investment Life Holding Co. Company Guar. Notes 6.63% due 07/15/2021		1,835,000		1,974,919
Pacific LifeCorp Senior Notes 6.00% due 02/10/2020*		305,000		350,170
Pricoa Global Funding I Sec. Notes 1.35% due 08/18/2017*		934,000		932,529
Principal Life Global Funding II Senior Sec. Notes 1.00% due 12/11/2015*		784,000		787,885
				4,045,503
Insurance - Multi-line — 0.4%
Assurant, Inc. Senior Notes 6.75% due 02/15/2034		1,361,000		1,659,205
Metropolitan Life Global Funding I Senior Sec. Notes 2.50% due 09/29/2015*		1,384,000		1,413,984
				3,073,189
Insurance - Mutual — 0.1%
New York Life Global Funding Sec. Notes 1.65% due 05/15/2017*		876,000		885,082
Investment Management/Advisor Services — 0.1%
National Financial Partners Corp. Senior Notes 9.00% due 07/15/2021*		969,000		1,056,210
Machinery - Farming — 0.3%
CNH Industrial Capital LLC Company Guar. Notes 3.25% due 02/01/2017		602,000		606,515
John Deere Capital Corp. Senior Notes 1.13% due 06/12/2017		1,715,000		1,713,650
				2,320,165
Medical Products — 0.3%
Becton Dickinson and Co. Senior Notes 3.13% due 11/08/2021		422,000		436,276
Becton Dickinson and Co. Senior Notes 7.00% due 08/01/2027		108,000		141,636
Universal Hospital Services, Inc. Sec. Notes 7.63% due 08/15/2020		1,713,000		1,713,000
				2,290,912

Security Description	Principal Amount(16)		Value (Note 2)
Medical - Drugs — 0.5%
Endo Finance LLC Company Guar. Notes 5.75% due 01/15/2022*	$	2,061,000	$	2,097,068
Forest Laboratories, Inc. Senior Notes 4.88% due 02/15/2021*		1,244,000		1,367,948
				3,465,016
Medical - Generic Drugs — 0.1%
Mylan, Inc. Company Guar. Notes 7.88% due 07/15/2020*		938,000		1,028,131
Medical - HMO — 0.1%
Centene Corp. Senior Notes 4.75% due 05/15/2022		950,000		964,250
Medical - Hospitals — 1.4%
Capella Healthcare, Inc. Company Guar. Notes 9.25% due 07/01/2017		1,870,000		1,959,994
HCA, Inc. Senior Sec. Notes 3.75% due 03/15/2019		445,000		448,338
HCA, Inc. Senior Sec. Notes 5.88% due 03/15/2022		1,400,000		1,522,500
HCA, Inc. Company Guar. Notes 7.19% due 11/15/2015		400,000		423,000
HCA, Inc. Company Guar. Notes 7.50% due 11/15/2095		1,807,000		1,694,062
IASIS Healthcare LLC/IASIS Capital Corp. Company Guar. Notes 8.38% due 05/15/2019		1,451,000		1,538,060
Tenet Healthcare Corp. Senior Notes 5.00% due 03/01/2019*		2,249,000		2,277,112
Tenet Healthcare Corp. Senior Notes 6.88% due 11/15/2031		1,108,000		1,085,840
				10,948,906
Metal Processors & Fabrication — 0.1%
Timken Co. Senior Notes 3.88% due 09/01/2024*		618,000		616,480
Multimedia — 0.1%
Time Warner Entertainment Co. LP Company Guar. Notes 8.38% due 07/15/2033		325,000		488,679
Music — 0.2%
Gibson Brands, Inc. Senior Sec. Notes 8.88% due 08/01/2018*		1,503,000		1,518,030
Networking Products — 0.2%
Cisco Systems, Inc. Senior Notes 2.13% due 03/01/2019		1,293,000		1,301,949

92

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Office Automation & Equipment — 0.2%
Pitney Bowes, Inc. Senior Notes 4.63% due 03/15/2024	$	1,166,000	$	1,212,446
Office Supplies & Forms — 0.2%
ACCO Brands Corp. Company Guar. Notes 6.75% due 04/30/2020		1,493,000		1,582,580
Oil & Gas Drilling — 0.1%
Summit Midstream Holdings LLC/Summit Midstream Finance Corp. Company Guar. Notes 5.50% due 08/15/2022		609,000		621,180
Oil Companies - Exploration & Production — 4.5%
Alta Mesa Holdings LP/Alta Mesa Finance Services Corp. Company Guar. Notes 9.63% due 10/15/2018		1,170,000		1,228,500
American Energy-Permian Basin LLC/AEPB Finance Corp. Senior Notes 7.13% due 11/01/2020*		462,000		448,140
American Energy-Permian Basin LLC/AEPB Finance Corp. Senior Notes 7.38% due 11/01/2021*#		635,000		619,125
Anadarko Petroleum Corp. Senior Notes 6.45% due 09/15/2036		523,000		670,807
Atlas Energy Holdings Operating Co. LLC/Atlas Resource Finance Corp. Company Guar. Notes 7.75% due 01/15/2021		1,305,000		1,331,100
Berry Petroleum Co. LLC Senior Notes 6.38% due 09/15/2022		588,000		612,990
Chaparral Energy, Inc. Company Guar. Notes 7.63% due 11/15/2022		524,000		562,645
Chaparral Energy, Inc. Company Guar. Notes 8.25% due 09/01/2021		635,000		685,006
Energy XXI Gulf Coast, Inc. Company Guar. Notes 6.88% due 03/15/2024*		754,000		767,195
EP Energy LLC/Everest Acquisition Finance, Inc. Company Guar. Notes 7.75% due 09/01/2022		1,242,000		1,394,145
EPL Oil & Gas, Inc. Company Guar. Notes 8.25% due 02/15/2018		1,635,000		1,733,100
EV Energy Partners LP/EV Energy Finance Corp. Company Guar. Notes 8.00% due 04/15/2019		1,630,000		1,687,050
Halcon Resources Corp. Company Guar. Notes 9.75% due 07/15/2020		2,449,000		2,638,797
Hilcorp Energy I LP/Hilcorp Finance Co. Senior Notes 5.00% due 12/01/2024*		1,431,000		1,427,422
Legacy Reserves LP/Legacy Reserves Finance Corp. Company Guar. Notes 6.63% due 12/01/2021*		1,806,000		1,828,575
Memorial Production Partners LP/Memorial Production Finance Corp. Company Guar. Notes 7.63% due 05/01/2021		760,000		788,500

Security Description	Principal Amount(16)		Value (Note 2)
Oil Companies - Exploration & Production (continued)
Midstates Petroleum Co., Inc. Company Guar. Notes 9.25% due 06/01/2021	$	1,830,000	$	1,980,975
Northern Oil and Gas, Inc. Senior Notes 8.00% due 06/01/2020		1,300,000		1,365,000
Penn Virginia Corp. Company Guar. Notes 7.25% due 04/15/2019		1,269,000		1,316,588
Penn Virginia Corp. Company Guar. Notes 8.50% due 05/01/2020		940,000		1,034,000
Plains Exploration & Production Co. Company Guar. Notes 6.63% due 05/01/2021		236,000		261,665
Plains Exploration & Production Co. Company Guar. Notes 6.75% due 02/01/2022		392,000		444,920
Rex Energy Corp. Company Guar. Notes 6.25% due 08/01/2022*		1,584,000		1,584,000
Rex Energy Corp. Company Guar. Notes 8.88% due 12/01/2020		331,000		362,445
Rice Energy, Inc. Company Guar. Notes 6.25% due 05/01/2022*		1,400,000		1,431,500
Rosetta Resources, Inc. Company Guar. Notes 5.63% due 05/01/2021		1,804,000		1,846,845
Sanchez Energy Corp. Company Guar. Notes 6.13% due 01/15/2023*		1,372,000		1,420,020
SandRidge Energy, Inc. Company Guar. Notes 7.50% due 02/15/2023		885,000		920,400
Swift Energy Co. Company Guar. Notes 7.88% due 03/01/2022		915,000		956,175
Triangle USA Petroleum Corp. Senior Notes 6.75% due 07/15/2022*		711,000		726,998
				34,074,628
Oil Companies - Integrated — 0.2%
Hess Corp. Senior Notes 5.60% due 02/15/2041		940,000		1,113,920
Hess Corp. Senior Notes 7.88% due 10/01/2029		230,000		321,960
				1,435,880
Oil Refining & Marketing — 0.7%
Calumet Specialty Products Partners LP/Calumet Finance Corp. Company Guar. Notes 6.50% due 04/15/2021*		1,144,000		1,141,140
Murphy Oil USA, Inc. Company Guar. Notes 6.00% due 08/15/2023		2,583,000		2,737,980
Reliance Holdings USA, Inc. Company Guar. Notes 5.40% due 02/14/2022		1,100,000		1,213,552
				5,092,672

93

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Oil-Field Services — 0.1%
Hiland Partners LP/Hiland Partners Finance Corp. Company Guar. Notes 7.25% due 10/01/2020*	$	650,000	$	700,375
Paper & Related Products — 0.7%
Domtar Corp. Company Guar. Notes 6.75% due 02/15/2044		917,000		1,071,427
Georgia-Pacific LLC Senior Notes 3.73% due 07/15/2023*		1,689,000		1,753,495
Georgia-Pacific LLC Company Guar. Notes 5.40% due 11/01/2020*		999,000		1,147,190
PH Glatfelter Co. Company Guar. Notes 5.38% due 10/15/2020		917,000		944,510
				4,916,622
Petrochemicals — 0.3%
PetroLogistics LP/PetroLogistics Finance Corp. Company Guar. Notes 6.25% due 04/01/2020		1,767,000		1,948,118
Pipelines — 2.1%
Access Midstream Partners LP/ACMP Finance Corp. Company Guar. Notes 4.88% due 05/15/2023		1,278,000		1,345,095
Access Midstream Partners LP/ACMP Finance Corp. Company Guar. Notes 6.13% due 07/15/2022		940,000		1,022,250
Atlas Pipeline Partners LP/Atlas Pipeline Finance Corp. Company Guar. Notes 5.88% due 08/01/2023		510,000		517,650
Atlas Pipeline Partners LP/Atlas Pipeline Finance Corp. Company Guar. Notes 6.63% due 10/01/2020		775,000		817,625
El Paso Pipeline Partners Operating Co. LLC Company Guar. Notes 4.70% due 11/01/2042		270,000		254,009
El Paso Pipeline Partners Operating Co. LLC Company Guar. Notes 6.50% due 04/01/2020		1,520,000		1,768,041
Energy Transfer Equity LP Senior Sec. Notes 7.50% due 10/15/2020		1,105,000		1,279,037
Energy Transfer Partners LP Senior Notes 6.63% due 10/15/2036		1,048,000		1,267,666
Genesis Energy LP Company Guar. Notes 5.63% due 06/15/2024		937,000		934,658
Kinder Morgan, Inc. Senior Notes 5.00% due 02/15/2021*		860,000		920,200
MarkWest Energy Partners LP/MarkWest Energy Finance Corp. Company Guar. Notes 6.50% due 08/15/2021		293,000		312,045
Rose Rock Midstream LP/Rose Rock Finance Corp. Company Guar. Notes 5.63% due 07/15/2022*		674,000		687,480
Sabine Pass Liquefaction LLC Senior Sec. Notes 5.63% due 04/15/2023		825,000		858,000

Security Description	Principal Amount(16)		Value (Note 2)
Pipelines (continued)
Sabine Pass Liquefaction LLC Senior Sec. Notes 5.75% due 05/15/2024*	$	750,000	$	780,000
Sabine Pass Liquefaction LLC Senior Sec. Notes 6.25% due 03/15/2022*		737,000		799,645
Tesoro Logistics LP/Tesoro Logistics Finance Corp. Company Guar. Notes 5.88% due 10/01/2020		1,000,000		1,047,500
Tesoro Logistics LP/Tesoro Logistics Finance Corp. Company Guar. Notes 6.13% due 10/15/2021		1,077,000		1,133,543
				15,744,444
Printing - Commercial — 0.2%
Quad/Graphics, Inc. Company Guar. Notes 7.00% due 05/01/2022*		1,725,000		1,703,438
Publishing - Newspapers — 0.4%
Gannett Co., Inc. Company Guar. Notes 5.13% due 07/15/2020		628,000		642,130
Lee Enterprises, Inc. Senior Sec. Notes 9.50% due 03/15/2022*		1,151,000		1,214,305
McClatchy Co. Senior Sec. Notes 9.00% due 12/15/2022		1,215,000		1,366,875
				3,223,310
Publishing - Periodicals — 0.7%
Expo Event Transco, Inc. Senior Notes 9.00% due 06/15/2021*		2,799,000		2,914,459
Time, Inc. Company Guar. Notes 5.75% due 04/15/2022*		2,000,000		1,995,000
				4,909,459
Real Estate Investment Trusts — 0.8%
CTR Partnership LP/CareTrust Capital Corp. Company Guar. Notes 5.88% due 06/01/2021*		1,620,000		1,644,300
Geo Group, Inc. Company Guar. Notes 5.13% due 04/01/2023		540,000		523,800
iStar Financial, Inc. Senior Notes 5.00% due 07/01/2019		276,000		276,000
Omega Healthcare Investors, Inc. Company Guar. Notes 4.95% due 04/01/2024*		676,000		698,301
Omega Healthcare Investors, Inc. Company Guar. Notes 5.88% due 03/15/2024		2,600,000		2,730,000
				5,872,401
Real Estate Management/Services — 0.4%
American Campus Communities Operating Partnership LP Company Guar. Notes 4.13% due 07/01/2024		493,000		503,173
Kennedy-Wilson, Inc. Company Guar. Notes 5.88% due 04/01/2024		1,000,000		1,016,250

94

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Real Estate Management/Services (continued)
Kennedy-Wilson, Inc. Company Guar. Notes 8.75% due 04/01/2019	$	1,395,000	$	1,492,650
				3,012,073
Real Estate Operations & Development — 0.1%
Regency Centers LP Company Guar. Notes 3.75% due 06/15/2024		386,000		392,034
Recycling — 0.0%
Aleris International, Inc. Escrow Notes 9.00% due 12/15/2014†(5)(6)		1,625,000		61
Rental Auto/Equipment — 0.2%
H&E Equipment Services, Inc. Company Guar. Notes 7.00% due 09/01/2022		1,336,000		1,459,580
Retail - Apparel/Shoe — 0.1%
Limited Brands, Inc. Company Guar. Notes 6.63% due 04/01/2021		790,000		889,738
Retail - Appliances — 0.1%
Conn’s, Inc. Senior Notes 7.25% due 07/15/2022*		717,000		691,905
Retail - Discount — 0.1%
Dollar General Corp. Company Guar. Notes 4.13% due 07/15/2017		641,000		673,069
Retail - Drug Store — 0.2%
CVS Pass-Through Trust Pass Through Certs. 4.70% due 01/10/2036*		381,061		413,563
CVS Pass-Through Trust Pass Through Certs. 5.77% due 01/10/2033*		245,733		283,137
CVS Pass-Through Trust Pass Through Certs. 5.93% due 01/10/2034*		520,688		613,405
				1,310,105
Retail - Mail Order — 0.2%
QVC, Inc. Senior Sec. Notes 4.45% due 02/15/2025*		661,000		661,551
QVC, Inc. Senior Sec. Notes 5.45% due 08/15/2034*		664,000		669,709
				1,331,260
Retail - Music Store — 0.3%
Guitar Center, Inc. Senior Sec. Notes 6.50% due 04/15/2019*		850,000		807,500
Guitar Center, Inc. Company Guar. Notes 9.63% due 04/15/2020*#		1,957,000		1,638,987
				2,446,487
Retail - Regional Department Stores — 0.3%
Bon-Ton Department Stores, Inc. Sec. Notes 8.00% due 06/15/2021#		2,235,000		2,089,725

Security Description	Principal Amount(16)		Value (Note 2)
Retail - Restaurants — 0.6%
Landry’s, Inc. Senior Notes 9.38% due 05/01/2020*	$	1,300,000	$	1,397,500
PF Chang’s China Bistro, Inc. Company Guar. Notes 10.25% due 06/30/2020*		3,356,000		3,439,900
				4,837,400
Rubber/Plastic Products — 0.0%
Venture Holdings Co. LLC Company Guar. Notes 11.00% due 06/01/2007†(4)(5)(6)(12)		25,000		0
Savings & Loans/Thrifts — 0.6%
Astoria Financial Corp. Senior Notes 5.00% due 06/19/2017		799,000		860,805
First Niagara Financial Group, Inc. Senior Notes 6.75% due 03/19/2020		1,524,000		1,755,497
First Niagara Financial Group, Inc. Sub. Notes 7.25% due 12/15/2021		1,458,000		1,683,410
				4,299,712
Schools — 0.2%
Northwestern University Notes 4.20% due 12/01/2047		691,000		725,488
President and Fellows of Harvard College Notes 3.62% due 10/01/2037		233,000		228,377
University of Pennsylvania Senior Notes 4.67% due 09/01/2112		521,000		543,497
				1,497,362
Security Services — 0.1%
ADT Corp. Senior Notes 3.50% due 07/15/2022		719,000		641,708
Semiconductor Equipment — 0.3%
Entegris, Inc. Company Guar. Notes 6.00% due 04/01/2022*		1,180,000		1,215,400
Magnachip Semiconductor Corp. Senior Notes 6.63% due 07/15/2021		767,000		743,990
				1,959,390
Shipbuilding — 0.2%
Huntington Ingalls Industries, Inc. Company Guar. Notes 7.13% due 03/15/2021		1,091,000		1,186,463
Special Purpose Entities — 0.2%
MassMutual Global Funding II Senior Sec. Notes 2.00% due 04/05/2017*		1,130,000		1,151,855
MassMutual Global Funding II Senior Sec. Notes 2.50% due 10/17/2022*		387,000		377,654
				1,529,509
Specified Purpose Acquisitions — 0.4%
Opal Acquisition, Inc. Senior Notes 8.88% due 12/15/2021*		3,125,000		3,296,875

95

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. CORPORATE BONDS & NOTES (continued)
Steel Pipe & Tube — 0.2%
JMC Steel Group, Inc. Senior Notes 8.25% due 03/15/2018*	$	1,355,000	$	1,371,938
Steel-Producers — 0.2%
AK Steel Corp. Company Guar. Notes 8.38% due 04/01/2022		1,649,000		1,739,695
Storage/Warehousing — 0.2%
Mobile Mini, Inc. Company Guar. Notes 7.88% due 12/01/2020		1,300,000		1,404,000
Telephone - Integrated — 1.5%
AT&T, Inc. Senior Notes 4.35% due 06/15/2045		1,051,000		1,023,430
AT&T, Inc. Senior Notes 4.80% due 06/15/2044		548,000		573,117
CenturyLink, Inc. Senior Notes 5.80% due 03/15/2022		628,000		662,540
Cincinnati Bell, Inc. Company Guar. Notes 8.38% due 10/15/2020		1,278,000		1,386,630
Frontier Communications Corp. Senior Notes 8.13% due 10/01/2018		1,250,000		1,454,375
Frontier Communications Corp. Senior Notes 9.25% due 07/01/2021		574,000		680,190
Sprint Capital Corp. Company Guar. Notes 8.75% due 03/15/2032		1,490,000		1,661,350
Verizon Communications, Inc. Senior Notes 4.50% due 09/15/2020		969,000		1,064,712
Verizon Communications, Inc. Senior Notes 4.86% due 08/21/2046*		1,222,000		1,280,921
Verizon Communications, Inc. Senior Notes 6.40% due 09/15/2033		1,177,000		1,485,675
				11,272,940
Television — 0.2%
Sinclair Television Group, Inc. Company Guar. Notes 6.38% due 11/01/2021		1,310,000		1,395,150
Transport - Equipment & Leasing — 0.3%
Aviation Capital Group Corp. Senior Notes 4.63% due 01/31/2018*		984,000		1,030,915
Jurassic Holdings III, Inc. Sec. Notes 6.88% due 02/15/2021*		1,542,000		1,576,695
				2,607,610
Transport - Rail — 0.4%
CSX Corp. Senior Notes 4.50% due 08/01/2054		477,000		481,113
Florida East Coast Holdings Corp. Senior Sec. Notes 6.75% due 05/01/2019*		1,612,000		1,700,660

Security Description	Principal Amount(16)		Value (Note 2)
Transport - Rail (continued)
Union Pacific Corp. Senior Notes 4.15% due 01/15/2045	$	505,000	$	508,595
				2,690,368
Transport-Services — 0.1%
Bristow Group, Inc. Company Guar. Notes 6.25% due 10/15/2022		698,000		734,645
Travel Services — 0.1%
Sabre GLBL, Inc. Senior Sec. Notes 8.50% due 05/15/2019*		808,000		883,750
Web Hosting/Design — 0.2%
Equinix, Inc. Senior Notes 4.88% due 04/01/2020		1,400,000		1,428,000
Wire & Cable Products — 0.1%
General Cable Corp. Company Guar. Notes 5.75% due 10/01/2022		708,000		704,460
Wireless Equipment — 0.2%
Motorola Solutions, Inc Senior Notes 5.50% due 09/01/2044		1,518,000		1,573,041
Total U.S. Corporate Bonds & Notes
(cost $323,418,034)				329,767,987
FOREIGN CORPORATE BONDS & NOTES — 17.5%
Airlines — 0.2%
Air Canada Senior Sec. Notes 6.75% due 10/01/2019*		1,410,000		1,519,275
Banks - Commercial — 3.7%
Abbey National Treasury Services PLC Company Guar. Notes 1.38% due 03/13/2017		832,000		834,912
Akbank TAS Senior Notes 7.50% due 02/05/2018*	TRY	2,481,000		1,038,772
ANZ New Zealand Int’l, Ltd. Company Guar. Notes 1.13% due 03/24/2016*		1,318,000		1,324,554
Axis Bank, Ltd. Senior Notes 5.13% due 09/05/2017		500,000		532,497
Banco ABC Brasil SA Senior Notes 8.50% due 03/28/2016*	BRL	3,200,000		1,375,207
Banco de Bogota SA Senior Notes 5.00% due 01/15/2017*		500,000		533,750
Banco de Credito del Peru Senior Notes 5.38% due 09/16/2020		450,000		490,500
Bangkok Bank PCL Senior Notes 3.88% due 09/27/2022		435,000		443,457
Bank of Tokyo-Mitsubishi UFJ, Ltd. Senior Notes 1.55% due 09/09/2016*		890,000		898,824

96

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Banks - Commercial (continued)
BPCE SA Company Guar. Notes 2.50% due 07/15/2019	$	790,000	$	789,028
BPCE SA Sub. Notes 5.15% due 07/21/2024*#		575,000		615,388
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA Senior Notes 2.25% due 01/14/2019		422,000		428,802
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA Senior Notes 2.63% due 05/29/2018	NOK	4,000,000		658,709
Credit Suisse Senior Notes 1.38% due 05/26/2017		1,741,000		1,739,886
Credit Suisse Sub. Notes 5.40% due 01/14/2020		750,000		844,701
Credit Suisse AG Sub. Notes 6.50% due 08/08/2023*		603,000		663,284
DBS Group Holdings, Ltd. Senior Notes 2.25% due 07/16/2019*		1,996,000		1,993,162
ICICI Bank, Ltd. Senior Notes 5.75% due 11/16/2020		450,000		498,215
ING Bank NV Senior Notes 4.00% due 03/15/2016*		1,637,000		1,715,376
Intesa Sanpaolo SpA Company Guar. Notes 5.02% due 06/26/2024*		1,400,000		1,413,098
Kookmin Bank Senior Notes 1.63% due 07/14/2017*		2,302,000		2,299,026
Macquarie Bank, Ltd. Senior Notes 2.60% due 06/24/2019*		444,000		448,637
Malayan Banking Bhd VRS Sub. Notes 3.25% due 09/20/2022		500,000		506,063
National Australia Bank Ltd. Senior Notes 2.75% due 03/09/2017		790,000		822,656
National Bank of Canada Company Guar. Notes 1.45% due 11/07/2017		1,085,000		1,084,403
Oversea-Chinese Banking Corp., Ltd. VRS Sub. Notes 4.00% due 10/15/2024*		280,000		285,400
PKO Finance AB Senior Notes 4.63% due 09/26/2022*		700,000		729,750
Sberbank of Russia Via SB Capital SA Senior Notes 6.13% due 02/07/2022		250,000		243,750
Siam Commercial Bank PCL Senior Notes 3.50% due 04/07/2019*		200,000		205,092
Standard Chartered PLC Sub. Notes 5.70% due 03/26/2044*		1,249,000		1,378,496
Turkiye Halk Bankasi AS Senior Notes 3.88% due 02/05/2020*		365,000		350,291

Security Description	Principal Amount(16)		Value (Note 2)
Banks - Commercial (continued)
Turkiye Is Bankasi Senior Notes 5.50% due 04/21/2019*	$	570,000	$	592,686
Zenith Bank PLC Senior Notes 6.25% due 04/22/2019*		450,000		447,840
				28,226,212
Banks - Money Center — 0.1%
Mizuho Bank, Ltd. Company Guar. Notes 2.45% due 04/16/2019*		385,000		387,823
Banks - Special Purpose — 0.5%
Burgan Finance No. 1 Jersey, Ltd. Company Guar. Notes 7.88% due 09/29/2020		500,000		568,750
Development Bank of Kazakhstan JSC Senior Notes 4.13% due 12/10/2022*		600,000		565,500
Export-Import Bank of China Senior Notes 2.50% due 07/31/2019*		1,487,000		1,489,149
Export-Import Bank of China Senior Notes 3.63% due 07/31/2024*		517,000		519,134
Kreditanstalt fuer Wiederaufbau Government Guar. Notes 3.75% due 09/25/2015		NOK 4,400,000		724,883
				3,867,416
Beverages - Non-alcoholic — 0.1%
Coca-Cola Femsa SAB de CV Company Guar. Notes 2.38% due 11/26/2018		1,180,000		1,195,316
Building & Construction - Misc. — 0.0%
OAS Finance, Ltd. Company Guar. Notes 8.00% due 07/02/2021*		200,000		201,500
Building Products - Cement — 0.2%
Cemex SAB de CV Senior Sec. Notes 5.88% due 03/25/2019*#		200,000		209,500
Cemex SAB de CV Senior Sec. Notes 5.88% due 03/25/2019		500,000		523,750
China Shanshui Cement Group, Ltd. Company Guar. Notes 10.50% due 04/27/2017		450,000		483,750
				1,217,000
Building - Heavy Construction — 0.1%
Empresas ICA SAB de CV Company Guar. Notes 8.88% due 05/29/2024*		325,000		337,188
Odebrecht Finance, Ltd. Company Guar. Notes 5.25% due 06/27/2029*		490,000		496,737
				833,925
Cable/Satellite TV — 0.3%
Numericable Group SA Senior Sec. Notes 6.00% due 05/15/2022*		1,511,000		1,556,330

97

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Cable/Satellite TV (continued)
Unitymedia Hessen GmbH & Co. KG Senior Sec. Notes 5.50% due 01/15/2023*	$	915,000	$	935,587
				2,491,917
Casino Hotels — 0.3%
Wynn Macau, Ltd. Senior Notes 5.25% due 10/15/2021*		2,200,000		2,238,500
Cellular Telecom — 0.0%
Mobile Telesystems OJSC via MTS International Funding, Ltd. Senior Notes 5.00% due 05/30/2023		350,000		315,000
Chemicals - Diversified — 0.2%
NOVA Chemicals Corp. Senior Notes 5.25% due 08/01/2023*		1,495,000		1,610,862
Coal — 0.1%
Indo Energy Finance BV Senior Sec. Notes 7.00% due 05/07/2018		200,000		200,500
PT Adaro Indonesia Company Guar. Notes 7.63% due 10/22/2019		725,000		754,000
				954,500
Cruise Lines — 0.4%
Royal Caribbean Cruises, Ltd. Senior Notes 5.25% due 11/15/2022		2,708,000		2,843,400
Diversified Banking Institutions — 0.6%
Credit Suisse Group AG VRS Jr. Sub Notes 6.25% due 12/18/2024*(7)		833,000		828,835
Deutsche Bank AG Senior Notes 1.35% due 05/30/2017		1,660,000		1,656,934
Royal Bank of Scotland Group PLC Sub. Notes 5.13% due 05/28/2024		774,000		789,406
Royal Bank of Scotland Group PLC Sub. Notes 6.00% due 12/19/2023		585,000		635,942
Royal Bank of Scotland Group PLC Sub. Notes 6.10% due 06/10/2023		571,000		623,353
UBS AG Sub. Notes 7.63% due 08/17/2022		295,000		349,960
				4,884,430
Diversified Financial Services — 0.2%
Hyundai Capital Services, Inc. Senior Notes 6.00% due 05/05/2015*		1,187,000		1,227,940
Diversified Manufacturing Operations — 0.2%
Bombardier, Inc. Senior Notes 6.13% due 01/15/2023*#		1,409,000		1,444,225

Security Description	Principal Amount(16)		Value (Note 2)
Diversified Minerals — 0.6%
Anglo American Capital PLC Company Guar. Notes 4.13% due 04/15/2021*	$	567,000	$	585,353
FMG Resources August 2006 Pty, Ltd. Company Guar. Notes 6.88% due 04/01/2022*#		2,625,000		2,859,609
Teck Resources, Ltd. Senior Notes 6.13% due 10/01/2035		367,000		399,832
Volcan Cia Minera SAA Company Guar. Notes 5.38% due 02/02/2022*		660,000		673,200
				4,517,994
Diversified Operations — 0.2%
KOC Holding AS Senior Notes 3.50% due 04/24/2020*		800,000		766,226
Tenedora Nemak SA de CV Senior Notes 5.50% due 02/28/2023*		650,000		669,500
				1,435,726
Electric - Distribution — 0.0%
State Grid Overseas Investment 2014, Ltd. Company Guar. Notes 4.13% due 05/07/2024*		300,000		312,736
Electric - Generation — 0.1%
Abu Dhabi National Energy Co. Senior Notes 5.88% due 12/13/2021*		200,000		236,000
Comision Federal de Electricidad Senior Notes 4.88% due 05/26/2021		550,000		595,375
				831,375
Electric - Integrated — 0.1%
E.CL SA Senior Notes 5.63% due 01/15/2021#		550,000		602,250
Electricite de France SA Senior Notes 6.00% due 01/22/2114*		334,000		388,636
Empresas Publicas de Medellin ESP Senior Notes 8.38% due 02/01/2021	COP	294,000,000		161,562
				1,152,448
Finance - Leasing Companies — 0.6%
AerCap Ireland Capital Ltd./AerCap Global Aviation Trust Company Guar. Notes 3.75% due 05/15/2019*		731,000		736,483
Aircastle, Ltd. Senior Notes 4.63% due 12/15/2018		328,000		337,840
Aircastle, Ltd. Senior Notes 6.25% due 12/01/2019		2,000,000		2,165,000
Fly Leasing, Ltd. Company Guar. Notes 6.75% due 12/15/2020		925,000		982,812
				4,222,135

98

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Food-Meat Products — 0.1%
BRF SA Senior Notes 3.95% due 05/22/2023*	$	200,000	$	193,300
BRF SA Senior Notes 7.75% due 05/22/2018*	BRL	1,000,000		390,887
ESAL GmbH Company Guar. Notes 6.25% due 02/05/2023*		270,000		270,675
				854,862
Gas - Transportation — 0.1%
Transportadora de Gas del Peru SA Senior Notes 4.25% due 04/30/2028*		550,000		530,035
Gold Mining — 0.4%
AuRico Gold, Inc. Sec. Notes 7.75% due 04/01/2020*		1,134,000		1,165,185
Gold Fields Orogen Holding BVI, Ltd. Company Guar. Notes 4.88% due 10/07/2020		700,000		637,000
Goldcorp, Inc. Senior Notes 5.45% due 06/09/2044		490,000		524,072
Kinross Gold Corp. Company Guar. Notes 5.95% due 03/15/2024*		249,000		258,998
Polyus Gold International, Ltd. Company Guar. Notes 5.63% due 04/29/2020*		350,000		334,250
				2,919,505
Hazardous Waste Disposal — 0.3%
Tervita Corp. Senior Sec. Notes 8.00% due 11/15/2018*		1,250,000		1,296,875
Tervita Corp. Company Guar. Notes 9.75% due 11/01/2019*		1,000,000		1,002,500
				2,299,375
Independent Power Producers — 0.1%
PT Perusahaan Listrik Negara Senior Notes 5.50% due 11/22/2021*		480,000		511,200
Insurance - Life/Health — 0.0%
AIA Group, Ltd. Senior Notes 2.25% due 03/11/2019*		376,000		375,919
Machinery - Construction & Mining — 0.1%
Ferreycorp SAA Company Guar. Notes 4.88% due 04/26/2020		500,000		500,000
Machinery - General Industrial — 0.1%
Emeco Pty, Ltd. Senior Sec. Notes 9.88% due 03/15/2019*		822,000		826,110
Medical - Drugs — 0.6%
Capsugel SA Senior Notes 7.00% due 05/15/2019*(8)		909,000		929,452

Security Description	Principal Amount(16)		Value (Note 2)
Medical - Drugs (continued)
Grifols Worldwide Operations, Ltd. Senior Notes 5.25% due 04/01/2022*	$	1,529,000	$	1,571,047
Takeda Pharmaceutical Co., Ltd. Senior Notes 1.63% due 03/17/2017*		1,151,000		1,161,716
Valeant Pharmaceuticals International, Inc. Company Guar. Notes 5.63% due 12/01/2021*		878,000		892,268
				4,554,483
Medical - Generic Drugs — 0.1%
Actavis Funding SCS Company Guar. Notes 4.85% due 06/15/2044*		499,000		513,381
Metal - Copper — 0.1%
First Quantum Minerals, Ltd. Company Guar. Notes 7.25% due 05/15/2022*		769,000		811,295
Metal - Diversified — 0.1%
Vedanta Resources PLC Senior Notes 7.13% due 05/31/2023*		390,000		412,425
Vedanta Resources PLC Senior Notes 8.25% due 06/07/2021		350,000		393,750
				806,175
Metal - Iron — 0.2%
Samarco Mineracao SA Senior Notes 4.13% due 11/01/2022*		550,000		529,100
Vale SA Senior Notes 5.63% due 09/11/2042		663,000		685,655
				1,214,755
Municipal Bonds — 0.1%
City of Kyiv Via Kyiv Finance PLC Senior Notes 9.38% due 07/11/2016*		780,000		647,400
Oil & Gas Drilling — 0.4%
Offshore Drilling Holding SA Senior Sec. Notes 8.38% due 09/20/2020		450,000		488,250
Pacific Drilling SA Senior Sec. Notes 5.38% due 06/01/2020*		1,472,000		1,435,200
Transocean, Inc. Company Guar. Notes 6.38% due 12/15/2021		635,000		718,694
Transocean, Inc. Company Guar. Notes 7.50% due 04/15/2031		504,000		600,062
				3,242,206
Oil Companies - Exploration & Production — 1.1%
Anadarko Finance Co. Company Guar. Notes 7.50% due 05/01/2031		1,233,000		1,711,214
Baytex Energy Corp. Company Guar. Notes 5.13% due 06/01/2021*		1,000,000		1,001,250

99

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Oil Companies - Exploration & Production (continued)
Gazprom OAO Via Gaz Capital SA Senior Notes 6.00% due 01/23/2021*	$	250,000	$	249,063
KazMunayGas National Co. JSC Senior Notes 7.00% due 05/05/2020		500,000		579,950
MEG Energy Corp. Company Guar. Notes 6.38% due 01/30/2023*		595,000		630,700
MEG Energy Corp. Company Guar. Notes 6.50% due 03/15/2021*		1,495,000		1,577,225
MEG Energy Corp. Company Guar. Notes 7.00% due 03/31/2024*		645,000		701,437
MIE Holdings Corp. Company Guar. Notes 7.50% due 04/25/2019*		260,000		274,300
PT Pertamina Persero Senior Notes 4.88% due 05/03/2022*		740,000		758,500
Sinopec Group Overseas Development 2014, Ltd. Company Guar. Notes 4.38% due 04/10/2024*		450,000		473,047
Talisman Energy, Inc. Senior Notes 5.50% due 05/15/2042		518,000		572,511
				8,529,197
Oil Companies - Integrated — 1.1%
BP Capital Markets PLC Company Guar. Notes 1.38% due 11/06/2017		1,340,000		1,337,559
BP Capital Markets PLC Company Guar. Notes 1.85% due 05/05/2017		1,097,000		1,116,754
BP Capital Markets PLC Company Guar. Notes 2.25% due 11/01/2016		633,000		650,766
MOL Group Finance SA Company Guar. Notes 6.25% due 09/26/2019		400,000		438,500
Pacific Rubiales Energy Corp. Company Guar. Notes 5.13% due 03/28/2023		600,000		606,000
Petrobras Global Finance BV Company Guar. Notes 7.25% due 03/17/2044		520,000		610,589
Petrobras International Finance Co. Company Guar. Notes 5.38% due 01/27/2021		500,000		527,150
Petroleos de Venezuela SA Company Guar. Notes 5.38% due 04/12/2027		300,000		165,450
Petroleos de Venezuela SA Company Guar. Notes 8.50% due 11/02/2017		1,080,000		967,680
Petroleos Mexicanos Company Guar. Notes 5.50% due 06/27/2044		617,000		669,291
Petroleos Mexicanos Company Guar. Notes 6.38% due 01/23/2045*		503,000		608,630
Petronas Capital, Ltd. Company Guar. Notes 5.25% due 08/12/2019		300,000		338,729

Security Description	Principal Amount(16)		Value (Note 2)
Oil Companies - Integrated (continued)
Rosneft Oil Co. via Rosneft International Finance, Ltd. Senior Notes 4.20% due 03/06/2022*	$	200,000	$	169,500
				8,206,598
Oil Refining & Marketing — 0.0%
Thai Oil PCL Senior Notes 3.63% due 01/23/2023*		200,000		196,445
Paper & Related Products — 0.1%
Celulosa Arauco y Constitucion SA Notes 4.50% due 08/01/2024*		200,000		199,736
Inversiones CMPC SA Company Guar. Notes 4.50% due 04/25/2022		500,000		501,846
Klabin Finance SA Company Guar. Notes 5.25% due 07/16/2024*		200,000		199,500
				901,082
Petrochemicals — 0.3%
Alpek SA de CV Company Guar. Notes 5.38% due 08/08/2023*		700,000		741,125
Braskem Finance, Ltd. Company Guar. Notes 5.75% due 04/15/2021		550,000		578,187
Mexichem SAB de CV Company Guar. Notes 6.75% due 09/19/2042*		652,000		722,090
				2,041,402
Pipelines — 0.1%
Transportadora de Gas Internacional SA ESP Senior Notes 5.70% due 03/20/2022*		600,000		645,000
Real Estate Investment Trusts — 0.1%
Trust F/1401 Senior Notes 5.25% due 12/15/2024*		550,000		583,000
Real Estate Operations & Development — 0.6%
China Overseas Finance Cayman VI, Ltd. Company Guar. Notes 4.25% due 05/08/2019		550,000		562,183
Country Garden Holdings Co., Ltd. Company Guar. Notes 7.25% due 04/04/2021*		200,000		198,000
Country Garden Holdings Co., Ltd. Company Guar. Notes 7.50% due 01/10/2023*		200,000		195,500
Country Garden Holdings Co., Ltd. Company Guar. Notes 11.13% due 02/23/2018		410,000		443,825
Kaisa Group Holdings, Ltd. Company Guar. Notes 10.25% due 01/08/2020		575,000		612,375
Mattamy Group Corp. Senior Notes 6.50% due 11/15/2020*		1,575,000		1,598,625
Shimao Property Holdings, Ltd. Company Guar. Notes 6.63% due 01/14/2020		700,000		707,000

100

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN CORPORATE BONDS & NOTES (continued)
Real Estate Operations & Development (continued)
Theta Capital Pte, Ltd. Company Guar. Notes 6.13% due 11/14/2020	$	500,000	$	513,935
				4,831,443
Retail - Major Department Stores — 0.1%
LS Finance 2022, Ltd. Company Guar. Notes 4.25% due 10/16/2022		500,000		495,131
Retail - Restaurants — 0.1%
Arcos Dorados Holdings, Inc. Company Guar. Notes 6.63% due 09/27/2023*		400,000		408,000
Security Services — 0.2%
Garda World Security Corp. Company Guar. Notes 7.25% due 11/15/2021*		1,423,000		1,456,796
Sovereign — 0.1%
Perusahaan Penerbit SBSN Senior Notes 3.30% due 11/21/2022*		950,000		897,750
Special Purpose Entities — 0.1%
Hellas Telecommunications Luxembourg II SCA FRS Sub. Notes 6.03% due 01/15/2015*†(5)(6)(13)(14)		560,000		0
MAF Global Securities, Ltd. Company Guar. Notes 5.25% due 07/05/2019		525,000		574,219
				574,219
Steel - Producers — 0.2%
ArcelorMittal Senior Notes 6.75% due 02/25/2022#		1,162,000		1,297,024
Severstal OAO Via Steel Capital SA Senior Notes 5.90% due 10/17/2022*		200,000		192,500
Severstal OAO Via Steel Capital SA Senior Notes 5.90% due 10/17/2022		200,000		192,500
				1,682,024
Steel - Specialty — 0.0%
GTL Trade Finance, Inc. Company Guar. Notes 7.25% due 04/16/2044*		200,000		211,250
Sugar — 0.1%
Cosan Luxembourg SA Company Guar. Notes 9.50% due 03/14/2018*	BRL	1,600,000		650,436
SupraNational Banks — 0.2%
International Bank for Reconstruction & Development Senior Notes 3.63% due 02/20/2018	NZD	800,000		651,243
North American Development Bank Senior Notes 2.30% due 10/10/2018		711,000		721,959
				1,373,202
Telecom Services — 0.7%
Altice Financing SA Senior Sec. Notes 6.50% due 01/15/2022*		1,704,000		1,793,460

Security Description	Principal Amount(16)		Value (Note 2)
Telecom Services (continued)
Altice SA Senior Sec. Notes 7.75% due 05/15/2022*	$	2,413,000	$	2,563,812
UPCB Finance III, Ltd. Senior Sec. Notes 6.63% due 07/01/2020*		1,200,000		1,269,000
				5,626,272
Telephone - Integrated — 0.5%
Oi SA Senior Notes 5.75% due 02/10/2022		600,000		577,920
Oi SA Senior Notes 9.75% due 09/15/2016*	BRL	530,000		215,457
Telecom Italia Capital SA Company Guar. Notes 7.18% due 06/18/2019		617,000		703,380
Telecom Italia Capital SA Company Guar. Notes 7.72% due 06/04/2038		1,210,000		1,409,650
Telefonica Chile SA Senior Notes 3.88% due 10/12/2022		700,000		689,927
				3,596,334
Transport - Rail — 0.1%
Russian Railways via RZD Capital PLC Senior Notes 5.70% due 04/05/2022		400,000		388,904
Transport - Services — 0.1%
Transnet SOC, Ltd. Senior Notes 4.00% due 07/26/2022*		600,000		571,620
Total Foreign Corporate Bonds & Notes
(cost $131,266,571)				132,404,461
FOREIGN GOVERNMENT OBLIGATIONS — 13.8%
Electric - Distribution — 0.1%
Hydro-Quebec Government Guar. Notes 1.38% due 06/19/2017		553,000		557,487
Regional Authority — 0.1%
Province of British Columbia Senior Notes 2.85% due 06/15/2015		479,000		488,874
Sovereign — 13.6%
Arab Republic of Egypt Senior Notes 6.88% due 04/30/2040		580,000		577,100
Bolivarian Republic of Venezuela Senior Notes 9.00% due 05/07/2023		550,000		433,125
Bolivarian Republic of Venezuela Senior Notes 9.38% due 01/13/2034		420,000		318,150
Bolivarian Republic of Venezuela Senior Notes 11.75% due 10/21/2026		820,000		722,830
Bolivarian Republic of Venezuela Senior Notes 11.95% due 08/05/2031		655,000		578,037

101

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN GOVERNMENT OBLIGATIONS (continued)
Sovereign (continued)
Bolivarian Republic of Venezuela Senior Notes 12.75% due 08/23/2022	$	1,100,000	$	1,050,500
Commonwealth of Jamaica Senior Notes 8.00% due 06/24/2019		275,000		297,000
Commonwealth of Jamaica Senior Notes 8.00% due 03/15/2039		250,000		244,375
Commonwealth of the Bahamas Senior Notes 5.75% due 01/16/2024*		310,000		328,600
Dominican Republic Senior Notes 5.88% due 04/18/2024*		390,000		414,375
Dominican Republic Senior Notes 5.88% due 04/18/2024		495,000		525,937
Dominican Republic Senior Notes 6.60% due 01/28/2024*		309,000		338,355
Dominican Republic Senior Notes 7.50% due 05/06/2021		320,000		368,800
Dominican Republic Senior Notes 8.63% due 04/20/2027		600,000		757,500
Federative Republic of Brazil Senior Notes 5.00% due 01/27/2045		1,206,000		1,236,150
Federative Republic of Brazil Senior Notes 5.63% due 01/07/2041		417,000		469,125
Federative Republic of Brazil Senior Notes 7.13% due 01/20/2037		3,000		3,953
Federative Republic of Brazil Senior Notes 12.50% due 01/05/2016	BRL	1,200,000		561,537
Gabonese Republic Bonds 6.38% due 12/12/2024		750,000		819,375
Gabonese Republic Bonds 8.20% due 12/12/2017		682,000		772,365
Government of Canada Senior Notes 0.88% due 02/14/2017		553,000		553,108
Government of Canada Bonds 5.75% due 06/01/2029	CAD	1,840,000		2,425,135
Government of Malaysia Senior Notes 3.31% due 10/31/2017	MYR	8,450,000		2,662,712
Government of Malaysia Senior Notes 3.48% due 03/15/2023	MYR	6,050,000		1,862,552
Government of New Zealand Senior Notes 6.00% due 04/15/2015	NZD	4,670,000		3,964,111
Government of Pakistan Notes 8.25% due 04/15/2024		1,100,000		1,135,970

Security Description	Principal Amount(16)		Value (Note 2)
Sovereign (continued)
Government of Sri Lanka Senior Notes 6.00% due 01/14/2019	$	1,100,000	$	1,163,250
Kingdom of Bahrain Senior Notes 6.13% due 08/01/2023*		955,000		1,082,731
Kingdom of Morocco Senior Notes 4.25% due 12/11/2022*		237,000		238,185
Kingdom of Morocco Senior Notes 4.25% due 12/11/2022		600,000		603,000
Kingdom of Morocco Senior Notes 5.50% due 12/11/2042		1,200,000		1,215,000
Kingdom of Norway Bonds 3.75% due 05/25/2021	NOK	11,335,000		2,036,037
Kingdom of Spain Senior Notes 4.40% due 10/31/2023*	EUR	830,000		1,306,011
Lebanese Republic Senior Notes 4.00% due 12/31/2017		396,550		390,602
Lebanese Republic Senior Notes 5.00% due 10/12/2017		150,000		151,148
Lebanese Republic Senior Notes 6.60% due 11/27/2026		1,100,000		1,122,000
Lebanese Republic Senior Notes 8.25% due 04/12/2021		540,000		619,650
Oriental Republic of Uruguay Senior Notes 4.50% due 08/14/2024		411,000		444,887
Plurinational State of Bolivia Senior Notes 5.95% due 08/22/2023*		340,000		367,200
Republic of Austria Senior Notes 4.15% due 03/15/2037*	EUR	620,000		1,169,241
Republic of Colombia Senior Notes 4.38% due 07/12/2021		1,550,000		1,670,900
Republic of Costa Rica Senior Notes 4.25% due 01/26/2023		1,270,000		1,209,675
Republic of Costa Rica Senior Notes 7.00% due 04/04/2044*		760,000		811,300
Republic of Croatia Senior Notes 5.50% due 04/04/2023*		500,000		521,850
Republic of Croatia Senior Notes 6.25% due 04/27/2017		1,210,000		1,299,963
Republic of Croatia Senior Notes 6.38% due 03/24/2021		590,000		649,000
Republic of El Salvador Senior Notes 5.88% due 01/30/2025		1,150,000		1,141,375

102

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN GOVERNMENT OBLIGATIONS (continued)
Sovereign (continued)
Republic of El Salvador Senior Notes 7.63% due 02/01/2041	$	1,120,000	$	1,223,600
Republic of Ghana Notes 7.88% due 08/07/2023*		555,000		537,656
Republic of Guatemala Senior Notes 4.88% due 02/13/2028		550,000		561,000
Republic of Guatemala Senior Notes 5.75% due 06/06/2022		1,000,000		1,102,500
Republic of Hungary Senior Notes 4.00% due 03/25/2019		500,000		513,476
Republic of Hungary Senior Notes 5.38% due 03/25/2024		470,000		506,425
Republic of Hungary Senior Notes 5.75% due 11/22/2023		1,280,000		1,408,000
Republic of Hungary Senior Notes 7.63% due 03/29/2041		892,000		1,161,830
Republic of Indonesia Senior Notes 3.75% due 04/25/2022		400,000		395,000
Republic of Indonesia Senior Notes 5.25% due 01/17/2042		700,000		709,625
Republic of Indonesia Senior Notes 5.88% due 01/15/2024*		575,000		654,781
Republic of Ireland Bonds 4.50% due 04/18/2020	EUR	650,000		1,024,215
Republic of Italy Bonds 5.00% due 03/01/2022	EUR	1,900,000		3,036,249
Republic of Latvia Senior Notes 5.25% due 06/16/2021		1,040,000		1,166,745
Republic of Lithuania Senior Notes 5.13% due 09/14/2017		430,000		471,925
Republic of Lithuania Senior Notes 6.63% due 02/01/2022		1,000,000		1,216,250
Republic of Lithuania Senior Notes 7.38% due 02/11/2020		950,000		1,161,964
Republic of Panama Senior Notes 5.20% due 01/30/2020		964,000		1,074,860
Republic of Panama Senior Notes 6.70% due 01/26/2036		930,000		1,195,050
Republic of Panama Senior Notes 7.25% due 03/15/2015		152,000		157,700
Republic of Paraguay Notes 6.10% due 08/11/2044*		600,000		642,000

Security Description	Principal Amount(16)		Value (Note 2)
Sovereign (continued)
Republic of Peru Senior Notes 7.13% due 03/30/2019	$	480,000	$	582,000
Republic of Peru Senior Notes 8.20% due 08/12/2026	PEN	3,200,000		1,391,722
Republic of Peru Senior Notes 8.38% due 05/03/2016		276,000		309,810
Republic of Poland Bonds 4.00% due 10/25/2023	PLN	7,600,000		2,536,537
Republic of Poland Senior Notes 5.00% due 03/23/2022		425,000		477,275
Republic of Poland Bonds 5.25% due 10/25/2020	PLN	6,800,000		2,425,152
Republic of Portugal Notes 5.13% due 10/15/2024*		927,000		959,074
Republic of Serbia Senior Notes 5.25% due 11/21/2017		1,060,000		1,103,725
Republic of Serbia Senior Notes 7.25% due 09/28/2021		960,000		1,106,400
Republic of South Africa Senior Notes 4.67% due 01/17/2024		1,342,000		1,392,325
Republic of South Africa Senior Notes 5.38% due 07/24/2044		450,000		469,125
Republic of South Africa Senior Notes 5.88% due 05/30/2022		100,000		112,875
Republic of South Africa Senior Notes 5.88% due 09/16/2025		830,000		939,145
Republic of South Africa Senior Notes 6.25% due 03/08/2041		1,033,000		1,208,610
Republic of Sri Lanka Senior Notes 5.88% due 07/25/2022*		480,000		501,000
Republic of the Philippines Senior Notes 4.00% due 01/15/2021		1,325,000		1,417,750
Republic of the Philippines Senior Notes 6.50% due 01/20/2020		302,000		359,002
Republic of the Philippines Senior Notes 7.75% due 01/14/2031		260,000		367,575
Republic of the Philippines Senior Notes 9.50% due 02/02/2030		520,000		833,300
Republic of Trinidad & Tobago Notes 4.38% due 01/16/2024*		400,000		434,000
Republic of Turkey Senior Notes 3.25% due 03/23/2023		430,000		402,157

103

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
FOREIGN GOVERNMENT OBLIGATIONS (continued)
Sovereign (continued)
Republic of Turkey Senior Notes 4.88% due 04/16/2043	$	580,000	$	562,600
Republic of Turkey Senior Notes 6.00% due 01/14/2041		1,200,000		1,326,000
Republic of Turkey Notes 6.63% due 02/17/2045		900,000		1,072,350
Republic of Turkey Senior Notes 6.88% due 03/17/2036		2,000		2,436
Republic of Turkey Bonds 9.50% due 01/12/2022	TRY	2,300,000		1,105,181
Republic of Ukraine Senior Notes 7.80% due 11/28/2022		756,000		661,500
Republic of Venezuela Senior Notes 7.00% due 12/01/2018		650,000		518,050
Republic of Venezuela Senior Notes 7.65% due 04/21/2025		55,000		38,363
Republic of Zambia Notes 5.38% due 09/20/2022		390,000		381,225
Russian Federation Senior Notes 5.88% due 09/16/2043*		600,000		600,120
Russian Federation Senior Notes 7.50% due 03/31/2030(3)		1,507,000		1,676,537
Slovak Republic Senior Notes 4.38% due 05/21/2022		520,000		559,692
United Kingdom Gilt Treasury Bonds 1.75% due 09/07/2022	GBP	2,300,000		3,710,593
United Kingdom Gilt Treasury Bonds 4.75% due 03/07/2020	GBP	1,980,000		3,798,768
United Mexican States Senior Notes 2.75% due 04/22/2023	EUR	200,000		273,564
United Mexican States Senior Notes 3.50% due 01/21/2021		1,435,000		1,492,400
United Mexican States Senior Notes 4.75% due 03/08/2044		1,354,000		1,420,346
United Mexican States Senior Notes 5.63% due 01/15/2017		340,000		375,700
United Mexican States Bonds 10.00% due 12/05/2024	MXN	15,400,000		1,563,382
				103,021,999
Telephone - Integrated — 0.0%
Empresa de Telecomunicaciones de Bogota Senior Notes 7.00% due 01/17/2023*	COP	640,000,000		311,548
Total Foreign Government Obligations
(cost $101,175,111)				104,379,908

Security Description	Principal Amount(16)		Value (Note 2)
U.S. GOVERNMENT AGENCIES — 4.0%
Federal Home Loan Mtg. Corp. — 1.1%
2.50% due 01/01/2028	$	405,298	$	411,478
2.50% due 04/01/2028		863,883		877,062
3.00% due 04/01/2043		666,104		666,477
3.00% due 08/01/2043		927,293		923,805
3.50% due 02/01/2042		795,990		818,808
3.50% due 03/01/2042		497,677		511,932
3.50% due 04/01/2042		934,071		960,825
3.50% due 08/01/2042		863,637		890,054
3.50% due 09/01/2043		93,444		96,304
4.00% due 09/01/2040		178,571		189,088
4.50% due 02/01/2020		38,954		41,094
4.50% due 08/01/2020		17,049		17,987
4.50% due 03/01/2023		115,373		121,713
4.50% due 01/01/2039		43,166		46,627
4.50% due 06/01/2040		699,439		764,723
5.00% due 05/01/2034		136,176		152,021
5.00% due 03/01/2039		116,911		128,629
5.50% due 06/01/2022		66,735		73,540
5.50% due 07/01/2035		45,511		50,934
6.00% due 01/01/2030		1,587		1,784
6.00% due 03/01/2040		162,345		182,687
6.50% due 02/01/2036		24,945		28,117
Federal Home Loan Mtg. Corp. REMIC Series 3964, Class MD 2.00% due 01/15/2041(2)		110,260		107,222
Series 2626, Class SP FRS
6.50% due 02/15/2018(2)(9)		194,034		910
Series 3572, Class JS FRS
6.65% due 09/15/2039(2)(9)		505,327		76,262
Federal Home Loan Mtg. Corp. Structured Agency Credit Risk FRS Series 2014-DN2, Class M2 1.81% due 04/25/2024(2)		250,000		245,049
Series 2014-DN1, Class M2
2.36% due 02/25/2024(2)		203,000		206,098
				8,591,230
Federal National Mtg. Assoc. — 2.7%
3.00% due 10/01/2027		448,119		465,551
3.00% due 12/01/2027		508,717		528,007
3.00% due 03/01/2042		472,286		471,818
3.00% due 12/01/2042		259,800		259,865
3.00% due 05/01/2043		562,103		560,849
3.00% due September TBA		2,345,000		2,334,741
3.50% due 09/01/2026		523,763		554,494
3.50% due 08/01/2027		234,735		248,379
3.50% due 10/01/2028		459,454		486,785
3.50% due 06/01/2042		394,919		407,090
3.50% due 07/01/2042		137,722		140,455
3.50% due 08/01/2042		914,260		935,527
3.50% due 09/01/2042		923,836		952,309
3.50% due September TBA		838,000		862,852
4.00% due 11/01/2025		280,488		300,123
4.00% due 06/01/2039		545,459		582,408
4.00% due 09/01/2040		568,877		603,616
4.00% due 10/01/2041		284,647		302,029
4.00% due 11/01/2041		657,086		697,477
4.00% due 01/01/2042		503,055		534,139
4.00% due 10/01/2043		33,905		35,976
4.00% due 12/01/2043		480,903		513,187
4.00% due September TBA		1,011,000		1,071,502
4.50% due 06/01/2019		34,380		36,406
4.50% due 01/01/2039		38,268		41,341
4.50% due 07/01/2040		549,580		596,210

104

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Principal Amount(16)		Value (Note 2)
U.S. GOVERNMENT AGENCIES (continued)
Federal National Mtg. Assoc. (continued)
4.50% due 11/01/2040	$	149,557	$	161,748
4.50% due 05/01/2041		182,276		196,917
4.50% due 03/01/2042		672,566		727,727
4.50% due September TBA		300,000		324,000
5.00% due 03/15/2016		163,000		174,370
5.00% due 01/01/2023		106,243		115,242
5.00% due 04/01/2023		75,564		81,963
5.00% due 03/01/2037		38,431		42,635
5.00% due 05/01/2040		723,465		801,739
5.00% due 06/01/2040		173,662		191,727
5.00% due 07/01/2040		265,411		293,040
5.00% due September TBA		200,000		220,559
5.50% due 08/01/2037		684,765		762,953
5.50% due 06/01/2038		95,904		107,330
6.00% due 02/01/2032		3,813		4,295
6.00% due 10/01/2034		151		171
6.00% due 10/01/2037		58,641		66,038
6.00% due 11/01/2037		209,381		235,895
6.00% due 09/01/2038		175,770		198,721
6.00% due 11/01/2038		55,711		62,817
6.00% due 06/01/2040		48,357		54,469
6.50% due 11/01/2037		128,802		151,807
6.50% due 10/01/2038		179,448		205,192
Fannie Mae Connecticut Avenue Securities FRS Series 2014-C02 2M1 1.11% due 05/25/2024(2)		174,390		172,603
Series 2014-C01, Class M1
1.76% due 01/25/2024(2)		221,021		222,369
Series 2013-C01, Class M1
2.16% due 10/25/2023(2)		286,367		290,317
Federal National Mtg. Assoc. REMIC Series 2011-117, Class MA 2.00% due 08/25/2040(2)		219,394		219,073
				20,608,853
Government National Mtg. Assoc. — 0.1%
4.00% due 03/20/2044		239,847		255,954
6.00% due 08/15/2039		736,744		830,445
				1,086,399
Tennessee Valley Authority — 0.1%
Tennessee Valley Authority 1.75% due 10/15/2018		395,000		397,375
Total U.S. Government Agencies
(cost $30,351,091)				30,683,857
U.S. GOVERNMENT TREASURIES — 11.0%
United States Treasury Bonds — 1.8%
3.13% due 02/15/2043		4,486,000		4,528,056
3.38% due 05/15/2044		398,000		420,885
3.63% due 02/15/2044		4,429,000		4,902,349
3.75% due 11/15/2043		532,000		601,991
4.38% due 02/15/2038		913,000		1,132,262
4.50% due 02/15/2036		1,650,000		2,080,289
5.25% due 11/15/2028		67,000		87,760
				13,753,592
United States Treasury Notes — 9.2%
0.08% due 01/31/2016 FRS		2,737,000		2,737,274
0.13% due 04/15/2018 TIPS(15)		1,558,887		1,591,161
0.25% due 05/31/2015		12,019,000		12,034,024
0.25% due 10/31/2015		673,000		673,604
0.38% due 01/31/2016		3,500,000		3,505,607
0.38% due 02/15/2016		2,300,000		2,302,696

Security Description	Principal Amount(16)		Value (Note 2)
United States Treasury Notes (continued)
0.38% due 05/31/2016	$	2,296,000	$	2,294,923
0.63% due 09/30/2017		3,254,000		3,215,359
0.75% due 02/28/2018		1,190,000		1,171,406
1.00% due 10/31/2016		1,825,000		1,840,399
1.50% due 07/31/2016		22,150,000		22,575,701
1.63% due 04/30/2019		12,000,000		12,023,436
1.63% due 08/15/2022		191,000		183,584
2.00% due 02/15/2022		191,000		189,791
2.50% due 05/15/2024		2,106,000		2,136,110
2.75% due 02/15/2024		650,000		674,172
3.63% due 08/15/2019		52,000		56,936
3.88% due 05/15/2018		57,000		62,375
				69,268,558
Total U.S. Government Treasuries
(cost $82,241,579)				83,022,150
LOANS(10)(11) — 1.5%
Aerospace/Defense — 0.1%
SI Organization, Inc. FRS 1st Lien 5.75% due 11/23/2019		914,082		917,510
SI Organization, Inc. FRS BTL-Delayed Draw 0.75% due 07/15/2015(20)		120,910		121,364
				1,038,874
Computer Services — 0.2%
Sungard Availability Services Capital, Inc. FRS BTL 6.00% due 03/31/2019		1,437,838		1,414,473
Computer Software — 0.2%
Vertafore, Inc. FRS 1st Lien 4.25% due 10/03/2019		1,551,296		1,547,741
Electric - Distribution — 0.2%
Cedar Bay Generating Co. LP FRS BTL- 1st Lien 6.25% due 04/23/2020		1,523,557		1,527,366
Medical - Drugs — 0.3%
Auxilium Pharmaceuticals, Inc. FRS BTL 6.25% due 04/26/2017		1,990,092		1,950,290
Medical - Hospitals — 0.2%
Ardent Medical Services, Inc. FRS BTL-B 6.75% due 07/02/2018		1,518,530		1,519,479
Oil Companies - Exploration & Production — 0.1%
American Energy-Marcellus LLC FRS 2nd Lien 8.50% due 07/09/2021		298,693		300,436
Sabine Oil & Gas LLC FRS 2nd Lien 8.75% due 12/31/2018		647,315		656,620
				957,056
Semiconductor Components - Integrated Circuits — 0.2%
SunEdison Semiconductor, Inc. 1st Lien 6.50% due 05/22/2019		1,170,732		1,164,146
Total Loans
(cost $11,130,082)				11,119,425

105

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

Security Description	Shares/ Principal Amount(16)		Value (Note 2)
MUNICIPAL BONDS & NOTES — 0.3%
Ohio State University Revenue Bonds Series A 4.80% due 06/01/2111	$	488,000	$	527,181
Port Authority of New York & New Jersey Revenue Bonds Series 174 4.46% due 10/01/2062		815,000		856,549
Port Authority of New York & New Jersey Revenue Bonds Series 168 4.93% due 10/01/2051		438,000		508,159
Total Municipal Bonds & Notes
(cost $1,736,227)				1,891,889
COMMON STOCKS — 0.0%
Power Converter/Supply Equipment — 0.0%
TPT Acquisition, Inc.†(5)(6)		14,640		219,600
Television — 0.0%
ION Media Networks, Inc.†(5)(6)		316		137,776
Total Common Stocks
(cost $219,603)				357,376
PREFERRED SECURITIES — 0.3%
Diversified Banking Institutions — 0.1%
Citigroup, Inc. Series J 7.13%		37,025		1,030,776
Electric - Integrated — 0.1%
Entergy Louisiana LLC 4.70%		14,900		334,356
Federal Home Loan Mtg. Corp. — 0.0%
Federal Home Loan Mtg. Corp. VRS Series Z 8.38%		5,100		59,415
Telecom Services — 0.1%
Qwest Corp. 6.13%#		28,275		673,228
Total Preferred Securities
(cost $2,083,654)				2,097,775
PREFERRED SECURITIES/CAPITAL SECURITIES — 2.2%
Banks - Commercial — 0.1%
Zions Bancorporation FRS Series I 5.80% due 06/15/2023(7)		584,000		560,231
Banks - Super Regional — 0.2%
Fifth Third Bancorp FRS Series J 4.90% due 09/30/2019(7)		800,000		803,040
Wells Fargo & Co. FRS Series S 5.90% due 06/15/2024(7)		536,000		561,460
Wells Fargo Capital X 5.95% due 12/01/2086		276,000		281,520
				1,646,020
Diversified Banking Institutions — 0.7%
Credit Suisse Group AG VRS 7.50% due 12/11/2023*(7)		680,000		737,800
JPMorgan Chase & Co. FRS Series V 5.00% due 07/01/2019(7)		634,000		628,710

Security Description	Principal Amount(16)			Value (Note 2)
Diversified Banking Institutions (continued)
JPMorgan Chase & Co. FRS Series U 6.13% due 04/30/2024(7)	$	1,693,000		$	1,731,093
JPMorgan Chase & Co. FRS Series 1 7.90% due 04/30/2018(7)		741,000			819,731
Societe Generale SA VRS 6.00% due 01/27/2020*(7)		1,311,000			1,252,005
					5,169,339
Finance - Investment Banker/Broker — 0.0%
Lehman Brothers Holdings Capital Trust VII Escrow Security 5.86% due 11/30/2056†(6)		101,000			10
Finance - Other Services — 0.1%
National Rural Utilities Cooperative Finance Corp. FRS 4.75% due 04/30/2043		683,000			678,219
Financial Guarantee Insurance — 0.3%
Assured Guaranty Municipal Holdings, Inc. FRS 6.40% due 12/15/2066*		2,372,000			2,147,134
Food - Dairy Products — 0.2%
Land O’Lakes Capital Trust I 7.45% due 03/15/2028*		1,800,000			1,872,000
Insurance - Life/Health — 0.3%
Prudential Financial, Inc. FRS 5.63% due 06/15/2043		1,923,000			2,062,417
Insurance - Multi-line — 0.1%
MetLife, Inc. 6.40% due 12/15/2066		755,000			851,263
Tools - Hand Held — 0.2%
Stanley Black & Decker, Inc. FRS 5.75% due 12/15/2053		1,149,000			1,245,515
Total Preferred Securities/Capital Securities
(cost $15,362,115)					16,232,148
Total Long-Term Investment Securities
(cost $704,569,804)					717,534,563
SHORT-TERM INVESTMENT SECURITIES — 6.3%
Registered Investment Companies — 1.9%
State Street Navigator Securities Lending Prime Portfolio(17)		14,797,157			14,797,157
Time Deposits — 4.4%
Euro Time Deposit with State Street Bank and Trust Co. 0.01% due 09/02/2014		33,121,000			33,121,000
Total Short-Term Investment Securities
(cost $47,918,157)					47,918,157
TOTAL INVESTMENTS
(cost $752,487,961)(18)		101.4	%		765,452,720
Liabilities in excess of other assets		(1.4	)		(10,360,864	)
NET ASSETS —		100.0	%	$	755,091,856

* 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, 2014, the aggregate value of these securities was $210,923,581 representing 27.9% of net assets. Unless otherwise indicated, these securities are not considered to be illiquid.

# The security or a portion thereof is out on loan (see Note 2).

† Non-income producing security

(1) Commercial Mortgage Backed Security

106

VALIC Company II Strategic Bond Fund

PORTFOLIO OF INVESTMENTS — August 31, 2014 — (continued)

(2) Collateralized Mortgage Obligation

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

(4) Security in default of interest and principal at maturity.

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

(6) Illiquid security. At August 31, 2014, the aggregate value of these securities was $448,308 representing 0.1% of net assets.

(7) Perpetual maturity – maturity date reflects the next call date.

(8) PIK (“Payment-in-Kind”) security – Income may be paid in additional securities or cash at the discretion of the issuer.

(9) Interest Only

(10) 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.

(11) The Fund invests in senior loans which generally pay interest 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 European banks, such as the London Inter-Bank Offer Rate (“LIBOR”) or the prime 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.

(12) Company has filed for Chapter 7 bankruptcy.

(13) Security in default of interest.

(14) Company has filed for bankruptcy protection in country of issuance.

(15) Principal amount of security is adjusted for inflation.

(16) Denominated in United States Dollars unless otherwise indicated.

(17) At August 31, 2014, the Fund had loaned securities with a total value of $14,483,504. This was secured by collateral of $14,797,157 which was received in cash and

subsequently invested in short-term investments currently valued at $14,797,157 as reported in the portfolio of investments

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

(19) Subsequent to August 31, 2014, security is in default and did not pay principal or interest at maturity.

(20) All or a portion of this holding is subject to unfunded loan commitments. Interest rate will be determined at the time of funding. See Note 12.

BTL—Bank Term Loan

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.

TIPS—Treasury Inflation Protected Security

FRS—Floating Rate Security

VRS—Variable Rate Security

The rates shown on FRS and VRS are the current interest rates at August 31, 2014 and unless noted otherwise, the dates are the original maturity dates.

Currency Legend

BRL—Brazilian Real

CAD—Canadian Dollar

COP—Columbian Peso

EUR—Euro

GBP—British Pound

MXN—Mexican Peso

MYR—Malaysian Ringgit

NOK—Norwegian Krone

NZD—New Zealand Dollar

PEN—Peruvian Nuevo Sol

PLN—Polish Zloty

TRY—Turkish Lira

The following is a summary of the inputs used to value the Fund’s net assets as of August 31, 2014 (see Note 2):

	Level 1 - Unadjusted  Quoted Prices		Level 2 - Other  Observable Inputs		Level 3 - Significant Unobservable Inputs		Total
ASSETS:
Long-Term Investment Securities:
Asset Backed Securities	$	—	$	5,577,587	$	—	$	5,577,587
U.S. Corporate Bonds & Notes:
Gambling (Non-Hotel)		—		—		90,836		90,836
Recycling		—		—		61		61
Rubber/Plastic Products		—		—		0		0
Other Industries*		—		329,677,090		—		329,677,090
Foreign Corporate Bonds & Notes
Special Purpose Entities		—		574,219		0		574,219
Other Industries*		—		131,830,242		—		131,830,242
Foreign Government Obligations:
Sovereign		—		103,021,999		—		103,021,999
Other Foreign Government Obligations*		—		1,357,909		—		1,357,909
U.S. Government Agencies		—		30,683,857		—		30,683,857
U.S. Government Treasuries:
United States Treasury Bonds		—		13,753,592		—		13,753,592
United States Treasury Notes		—		69,268,558		—		69,268,558
Loans		—		11,119,425		—		11,119,425
Municipal Bonds & Notes		—		1,891,889		—		1,891,889
Common Stocks		—		—		357,376		357,376
Preferred Securities		2,097,775		—		—		2,097,775
Preferred Securities/Capital Securities		—		16,232,148		—		16,232,148
Short-Term Investment Securities:
Registered Investment Companies		14,797,157		—		—		14,797,157
Time Deposits		—		33,121,000		—		33,121,000
Total	$	16,894,932	$	748,109,515	$	448,273	$	765,452,720

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

The Fund’s policy is to recognize transfers between Levels as of the end of the reporting period. There were no material transfers between Levels during the reporting period.

At the beginning and end of the reporting period, Level 3 investments were not considered a material portion of the Fund.

See Notes to Financial Statements

107

VALIC Company II

STATEMENTS OF ASSETS AND LIABILITIES — August 31, 2014

		AGGRESSIVE GROWTH LIFESTYLE FUND		CAPITAL APPRECIATION FUND			CONSERVATIVE GROWTH LIFESTYLE FUND		CORE BOND FUND			HIGH YIELD BOND FUND
ASSETS:
Investments at value (unaffiliated)*†		$	–	$	87,235,754		$	–	$	979,671,661		$	418,556,182
Investments at value (affiliated)*			512,128,286		–			322,746,797		–			–
Repurchase agreements (cost approximates value)			–		–			–		–			11,719,000
	��
Total investments			512,128,286		87,235,754			322,746,797		979,671,661			430,275,182
Cash			76,168		–			85,844		–			770
Foreign cash*			–		–			–		–			87,953
Due from broker			–		–			–		–			175,649
Receivable for:
Trust shares sold			379,837		5,034			205,455		648,763			102,889
Dividends and interest			–		74,541			–		5,815,394			6,814,486
Investments sold			–		–			–		16,515,123			2,446,399
Payments on swap contracts			–		–			–		–			39,548
Securities lending income			–		–			–		5,126			14,380
Prepaid expenses and other assets			9,670		7,984			7,482		19,558			14,984
Due from investment adviser for expense reimbursements/fee waivers			17,019		9,371			12,533		17,014			19,404
Variation margin on futures contracts			–		–			–		–			–
Unrealized appreciation on forward foreign currency contracts			–		–			–		–			56,026
Swap premiums paid			–		–			–		–			312,567
Unrealized appreciation on swap contracts			–		–			–		–			1,828
TOTAL ASSETS			512,610,980		87,332,684			323,058,111		1,002,692,639			440,362,065
LIABILITIES:
Payable for:
Trust shares reaquired			10,044		3,022			6,419		35,196			11,327
Investments purchased			369,792		–			199,036		50,470,371			1,553,601
Payments on swap contracts			–		–			–		–			1,977
Investment advisory and management fees			42,647		39,961			26,987		352,046			221,214
Shareholder services			–		18,164			–		201,450			89,518
Administrative service fees			–		4,904			–		54,392			24,170
Transfer agent fees and expenses			403		806			403		806			806
Trustees’ fees and expenses			6,768		4,033			4,611		14,326			10,482
Other accrued expenses			68,340		47,750			56,884		120,490			80,983
Accrued foreign tax on capital gains			–		–			–		–			–
Line of credit			–		–			–		–			–
Collateral upon return of securities loaned			–		–			–		4,717,527			17,525,510
Due to custodian			–		49			–		27,154			–
Due to broker			–		–			–		–			354,489
Unrealized depreciation on forward foreign currency contracts			–		–			–		–			3,910
Swap premiums received			–		–			–		–			23,109
Unrealized depreciation on swap contracts			–		–			–		–			2,242
Commitments (Note 12)			–		–			–		–			–
TOTAL LIABILITIES			497,994		118,689			294,340		55,993,758			19,903,338
NET ASSETS		$	512,112,986	$	87,213,995		$	322,763,771	$	946,698,881		$	420,458,727
NET ASSETS REPRESENTED BY:
Trust shares at par value of $0.01 per share		$	425,456	$	54,907		$	246,008	$	853,636		$	530,180
Additional paid in capital			389,242,885		66,624,356			279,276,477		908,374,034			414,810,051
Accumulated undistributed net investment income (loss)			8,420,125		270,269			7,269,682		21,877,895			21,045,526
Accumulated undistributed net realized gain (loss) on investments, swap contracts, futures contracts, options contracts, securities sold short, foreign exchange transactions and capital gain distributions from underlying funds			34,304,179		(667,988	)		13,208,900		(1,340,294	)		(26,337,966	)
Unrealized appreciation (depreciation) on investments			79,720,341		20,932,451			22,762,704		16,933,610			10,360,739
Unrealized appreciation (depreciation) on swap, futures contracts and options contracts			–		–			–		–			(414	)
Unrealized foreign exchange gain (loss) on other assets and liabilities			–		–			–		–			50,611
Accrued capital gains tax on unrealized appreciation (depreciation)			–		–			–		–			–
NET ASSETS		$	512,112,986	$	87,213,995		$	322,763,771	$	946,698,881		$	420,458,727
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			42,545,640		5,490,661			24,600,786		85,363,632			53,018,024
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE		$	12.04	$	15.88		$	13.12	$	11.09		$	7.93
*   Cost
Investments (unaffiliated)		$	–	$	66,303,303		$	–	$	962,738,051		$	408,195,443
Investments (affiliated)		$	432,407,945	$	–		$	299,984,093	$	–		$	–
Foreign cash		$	–	$	–		$	–	$	–		$	88,035
†   Including securities on loan		$	–	$	–		$	–	$	4,619,214		$	17,182,891

See Notes to Financial Statements

108

VALIC Company II

STATEMENTS OF ASSETS AND LIABILITIES — August 31, 2014 — (continued)

	INTERNATIONAL OPPORTUNITIES FUND			LARGE CAP VALUE FUND			MID CAP GROWTH FUND			MID CAP VALUE FUND			MODERATE GROWTH LIFESTYLE FUND
ASSETS:
Investments at value (unaffiliated)*†	$	579,428,606		$	221,507,662		$	166,307,176		$	934,083,239		$	–
Investments at value (affiliated)*		–			–			–			–			798,551,416
Repurchase agreements (cost approximates value)		4,616,000			–			698,000			39,854,000			–
Total investments		584,044,606			221,507,662			167,005,176			973,937,239			798,551,416
Cash		2,173			91,530			50			16,853			94,424
Foreign cash*		6,008,291			–			–			31			–
Due from broker		–			–			–			–			–
Receivable for:
Trust shares sold		36,402			17,159			7,067			79,403			471,836
Dividends and interest		1,284,651			402,035			66,595			984,357			–
Investments sold		6,798,535			674,245			491,035			3,680,935			–
Payments on swap contracts		–			–			–			–			–
Securities lending income		6,302			659			612			6,583			–
Prepaid expenses and other assets		27,788			20,573			16,294			33,617			13,412
Due from investment adviser for expense reimbursements/fee waivers		109,858			15,402			63,190			778			24,637
Variation margin on futures contracts		–			–			–			–			–
Unrealized appreciation on forward foreign currency contracts		–			–			–			–			–
Swap premiums paid		–			–			–			–			–
Unrealized appreciation on swap contracts		–			–			–			–			–
TOTAL ASSETS		598,318,606			222,729,265			167,650,019			978,739,796			799,155,725
LIABILITIES:
Payable for:
Trust shares reaquired		53,534			17,396			34,374			183,063			17,980
Investments purchased		3,144,949			295,699			779,551			2,762,266			453,856
Payments on swap contracts		–			–			–			–			–
Investment advisory and management fees		405,636			92,065			101,375			556,045			66,616
Shareholder services		124,107			46,032			33,930			200,798			–
Administrative service fees		33,509			12,429			9,161			54,215			–
Transfer agent fees and expenses		604			705			705			806			403
Trustees’ fees and expenses		22,555			9,548			7,073			27,736			10,455
Other accrued expenses		125,116			60,603			52,371			105,335			85,390
Accrued foreign tax on capital gains		169,908			–			–			–			–
Line of credit		203,601			–			–			–			–
Collateral upon return of securities loaned		7,404,462			742,050			3,358,715			5,258,978			–
Due to custodian		–			–			–			–			–
Due to broker		–			–			–			–			–
Swap premiums received		–			–			–			–			–
Unrealized depreciation on swap contracts		–			–			–			–			–
Commitments (Note 12)		–			–			–			–			–
TOTAL LIABILITIES		11,687,981			1,276,527			4,377,255			9,149,242			634,700
NET ASSETS	$	586,630,625		$	221,452,738		$	163,272,764		$	969,590,554		$	798,521,025
NET ASSETS REPRESENTED BY:
Trust shares at par value of $0.01 per share	$	378,513		$	125,968		$	161,183		$	385,513		$	511,523
Additional paid in capital		616,703,906			229,465,092			126,278,684			620,302,779			645,512,167
Accumulated undistributed net investment income (loss)		4,866,863			2,784,804			(581,977	)		2,090,378			14,780,356
Accumulated undistributed net realized gain (loss) on investments, swap contracts, futures contracts, options contracts, securities sold short, foreign exchange transactions and capital gain distributions from underlying funds		(125,159,447	)		(59,983,412	)		23,029,459			90,408,685			43,204,561
Unrealized appreciation (depreciation) on investments		90,024,544			49,060,286			14,385,415			256,403,797			94,512,418
Unrealized appreciation (depreciation) on swap, futures contracts and options contracts		–			–			–			–			–
Unrealized foreign exchange gain (loss) on other assets and liabilities		(13,846	)		–			–			(598	)		–
Accrued capital gains tax on unrealized appreciation (depreciation)		(169,908	)		–			–			–			–
NET ASSETS	$	586,630,625		$	221,452,738		$	163,272,764		$	969,590,554		$	798,521,025
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		37,851,255			12,596,756			16,118,322			38,551,328			51,152,290
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	15.50		$	17.58		$	10.13		$	25.15		$	15.61
*   Cost
Investments (unaffiliated)	$	489,404,062		$	172,447,376		$	151,921,761		$	677,679,442		$	–
Investments (affiliated)	$	–		$	–		$	–		$	–		$	704,038,998
Foreign cash	$	5,995,866		$	–		$	–		$	31		$	–
† Including securities on loan	$	7,020,003		$	728,693		$	3,203,432		$	5,156,969		$	–

See Notes to Financial Statements

109

VALIC Company II

STATEMENTS OF ASSETS AND LIABILITIES — August 31, 2014 — (continued)

	MONEY MARKET II FUND			SMALL CAP GROWTH FUND			SMALL CAP VALUE FUND		SOCIALLY RESPONSIBLE FUND			STRATEGIC BOND FUND
ASSETS:
Investments at value (unaffiliated)*†	$	168,123,606		$	130,879,996		$	566,915,945	$	805,096,934		$	765,452,720
Investments at value (affiliated)*		–			–			–		–			–
Repurchase agreements (cost approximates value)		2,576,000			–			10,357,000		3,251,000			–
Total investments		170,699,606			130,879,996			577,272,945		808,347,934			765,452,720
Cash		204			467			6,174		–			–
Foreign cash*		–			–			–		–			791,595
Due from broker		–			–			–		–			–
Receivable for:
Trust shares sold		92,908			20,301			17,035		8,290			22,441
Dividends and interest		40,232			24,293			528,466		1,130,545			9,474,696
Investments sold		–			151,992			501,654		–			3,868,824
Payments on swap contracts		–			–			–		–			–
Securities lending income		–			24,688			24,408		13,219			16,691
Prepaid expenses and other assets		18,128			8,138			20,559		30,913			22,055
Due from investment adviser for expense reimbursements/fee waivers		73,438			10,302			49,849		32,471			–
Variation margin on futures contracts		–			–			44,020		52,170			–
Unrealized appreciation on forward foreign currency contracts		–			–			–		–			–
Swap premiums paid		–			–			–		–			–
Unrealized appreciation on swap contracts		–			–			–		–			–
TOTAL ASSETS		170,924,516			131,120,177			578,465,110		809,615,542			779,649,022
LIABILITIES:
Payable for:
Trust shares reaquired		195,217			16,922			69,465		94,817			17,618
Investments purchased		–			–			1,212,939		–			8,887,863
Payments on swap contracts		–			–			–		–			–
Investment advisory and management fees		36,529			79,599			305,198		141,290			324,649
Shareholder services		36,529			23,548			115,751		141,290			159,128
Administrative service fees		9,863			6,358			31,253		38,148			42,965
Transfer agent fees and expenses		302			806			705		302			906
Trustees’ fees and expenses		12,074			4,324			15,168		25,585			17,946
Other accrued expenses		58,690			50,198			79,422		86,772			113,138
Accrued foreign tax on capital gains		–			–			–		–			–
Line of credit		–			–			–		–			–
Collateral upon return of securities loaned		–			17,031,365			18,465,177		129,852,196			14,797,157
Due to custodian		–			–			–		511			74,886
Due to broker		–			–			–		–			–
Swap premiums received		–			–			–		–			–
Unrealized depreciation on swap contracts		–			–			–		–			–
Commitments (Note 12)		–			–			–		–			120,910
TOTAL LIABILITIES		349,204			17,213,120			20,295,078		130,380,911			24,557,166
NET ASSETS	$	170,575,312		$	113,907,057		$	558,170,032	$	679,234,631		$	755,091,856
NET ASSETS REPRESENTED BY:
Trust shares at par value of $0.01 per share	$	1,708,295		$	70,013		$	335,164	$	366,045		$	641,489
Additional paid in capital		169,150,469			86,511,712			388,629,261		500,170,616			706,389,803
Accumulated undistributed net investment income (loss)		(5,309	)		(599,835	)		2,561,908		8,341,402			28,340,832
Accumulated undistributed net realized gain (loss) on investments, swap contracts, futures contracts, options contracts, securities sold short, foreign exchange transactions and capital gain distributions from underlying funds		(278,143	)		11,409,057			66,286,074		(26,223,859	)		6,781,527
Unrealized appreciation (depreciation) on investments		–			16,516,110			100,298,098		195,920,138			12,964,759
Unrealized appreciation (depreciation) on swap, futures contracts and options contracts		–			–			59,516		660,289			–
Unrealized foreign exchange gain (loss) on other assets and liabilities		–			–			11		–			(26,554	)
Accrued capital gains tax on unrealized appreciation (depreciation)		–			–			–		–			–
NET ASSETS	$	170,575,312		$	113,907,057		$	558,170,032	$	679,234,631		$	755,091,856
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		170,829,543			7,001,277			33,516,417		36,604,461			64,148,879
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	1.00		$	16.27		$	16.65	$	18.56		$	11.77
*   Cost
Investments (unaffiliated)	$	168,123,606		$	114,363,886		$	466,617,847	$	609,176,796		$	752,487,961
Investments (affiliated)	$	–		$	–		$	–	$	–		$	–
Foreign cash	$	–		$	–		$	–	$	–		$	801,008
† Including securities on loan	$	–		$	16,944,797		$	18,181,202	$	149,011,125		$	14,483,504

See Notes to Financial Statements

110

VALIC Company II

STATEMENTS OF OPERATIONS — For the Year Ended August 31, 2014

	AGGRESSIVE GROWTH LIFESTYLE FUND			CAPITAL APPRECIATION FUND			CONSERVATIVE GROWTH LIFESTYLE FUND			CORE BOND FUND			HIGH YIELD BOND FUND
INVESTMENT INCOME:
Dividends (unaffiliated)	$	–		$	942,558		$	–		$	123,401		$	345,064
Dividends (affiliated)		7,731,706			–			6,918,494			–			–
Securities lending income		–			–			–			5,126			14,380
Interest (unaffiliated)		–			137			–			26,698,771			24,343,554
Total investment income*		7,731,706			942,695			6,918,494			26,827,298			24,702,998
EXPENSES:
Investment advisory and management fees		465,359			448,517			292,591			3,910,752			2,465,051
Administrative service fee		–			55,196			–			602,485			269,590
Shareholder services fee		–			203,872			–			2,225,470			995,855
Transfer agent fees and expenses		1,715			3,499			1,715			3,499			3,499
Custodian and accounting fees		12,513			18,561			12,500			83,870			36,584
Reports to shareholders		65,521			11,820			39,750			127,450			56,359
Audit and tax fees		29,906			33,180			29,906			45,389			39,895
Legal fees		16,957			9,239			13,378			26,443			16,298
Trustees’ fees and expenses		39,583			8,436			24,941			75,382			33,867
Interest expense		–			–			–			–			–
Other expenses		11,880			14,317			11,433			22,981			17,797
Total expenses before fee waivers, expense reimbursements, and fees paid indirectly		643,434			806,637			426,214			7,123,721			3,934,795
Fees waived and expenses reimbursed by investment advisor (Note 3)		(178,075	)		(113,472	)		(133,622	)		(269,273	)		(110,715	)
Fees paid indirectly (Note 7)		–			(5,613	)		–			–			–
Net expenses		465,359			687,552			292,592			6,854,448			3,824,080
Net investment income (loss)		7,266,347			255,143			6,625,902			19,972,850			20,878,918
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES:
Net realized gain (loss) on investments (unaffiliated)**		–			9,294,789			–			5,232,221			2,254,302
Net realized gain (loss) on investments (affiliated)		29,731,056			–			10,473,612			–			–
Net realized gain (loss) from capital gain distributions from underlying funds (affiliated)		10,634,120			–			4,247,302			–			–
Net realized gain (loss) on futures and swap contracts		–			–			–			–			136,874
Net realized foreign exchange gain (loss) on other assets and liabilities		–			–			–			–			317,782
Net realized gain (loss) on investments and foreign currencies		40,365,176			9,294,789			14,720,914			5,232,221			2,708,958
Change in unrealized appreciation (depreciation) on investments (unaffiliated)		–			7,595,048			–			30,471,351			10,414,451
Change in unrealized appreciation (depreciation) on investments (affiliated)		30,661,574			��			14,470,364			–			–
Change in unrealized appreciation (depreciation) on futures and swap contracts		–			–			–			–			(414	)
Change in unrealized foreign exchange gain (loss) on other assets and liabilities		–			–			–			–			40,998
Change in accrued capital gains tax on unrealized appreciation (depreciation)		–			–			–			–			–
Net unrealized gain (loss) on investments and foreign currencies		30,661,574			7,595,048			14,470,364			30,471,351			10,455,035
Net realized and unrealized gain (loss) on investments and foreign currencies		71,026,750			16,889,837			29,191,278			35,703,572			13,163,993
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	78,293,097		$	17,144,980		$	35,817,180		$	55,676,422		$	34,042,911
*   Net of foreign withholding taxes on interest and dividends of	$	–		$	–		$	–		$	(553	)	$	–
** Net of foreign withholding taxes on capital gains of	$	–		$	–		$	–		$	–		$	–

See Notes to Financial Statements

111

VALIC Company II

STATEMENTS OF OPERATIONS — For the Year Ended August 31, 2014 — (continued)

	INTERNATIONAL OPPORTUNITIES FUND			LARGE CAP VALUE FUND			MID CAP GROWTH FUND			MID CAP VALUE FUND			MODERATE GROWTH LIFESTYLE FUND
INVESTMENT INCOME:															��
Dividends (unaffiliated)	$	11,793,423		$	4,427,073		$	593,743		$	11,940,360		$	–
Dividends (affiliated)		–			–			–			–			13,855,021
Securities lending income		6,302			659			612			6,583			–
Interest (unaffiliated)		2,185			2,085			3			505			–
Total investment income*		11,801,910			4,429,817			594,358			11,947,448			13,855,021
EXPENSES:
Investment advisory and management fees		4,702,151			1,046,811			1,158,234			6,516,200			713,997
Administrative service fee		389,435			141,718			104,739			636,975			–
Shareholder services fee		1,438,172			523,406			386,869			2,352,385			–
Transfer agent fees and expenses		1,690			3,056			3,056			3,072			1,715
Custodian and accounting fees		158,342			18,434			14,661			59,786			12,500
Reports to shareholders		88,822			29,331			70,739			179,549			99,924
Audit and tax fees		67,002			33,338			33,212			33,733			29,906
Legal fees		45,870			11,788			14,772			28,543			22,082
Trustees’ fees and expenses		50,634			18,326			13,244			81,307			60,038
Interest expense		486			124			33			–			–
Other expenses		27,413			17,640			16,243			27,951			15,214
Total expenses before fee waivers, expense reimbursements, and fees paid indirectly		6,970,017			1,843,972			1,815,802			9,919,501			955,376
Fees waived and expenses reimbursed by investment advisor (Note 3)		(1,217,255	)		(148,133	)		(500,446	)		(39,486	)		(241,378	)
Fees paid indirectly (Note 7)		(566	)		(20,982	)		(18,747	)		(8,343	)		–
Net expenses		5,752,196			1,674,857			1,296,609			9,871,672			713,998
Net investment income (loss)		6,049,714			2,754,960			(702,251	)		2,075,776			13,141,023
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES:
Net realized gain (loss) on investments (unaffiliated)**		52,449,238			24,612,868			24,004,505			93,536,471			–
Net realized gain (loss) on investments (affiliated)		–			–			–			–			35,917,798
Net realized gain (loss) from capital gain distributions from underlying funds (affiliated)		–			–			–			–			13,632,710
Net realized gain (loss) on futures and swap contracts		–			–			–			–			–
Net realized foreign exchange gain (loss) on other assets and liabilities		(288,970	)		156			(12	)		(3,486	)		–
Net realized gain (loss) on investments and foreign currencies		52,160,268			24,613,024			24,004,493			93,532,985			49,550,508
Change in unrealized appreciation (depreciation) on investments (unaffiliated)		13,736,507			14,546,846			(4,477,542	)		103,386,123			–
Change in unrealized appreciation (depreciation) on investments (affiliated)		–			–			–			–			42,200,607
Change in unrealized appreciation (depreciation) on futures and swap contracts		–			–			–			–			–
Change in unrealized foreign exchange gain (loss) on other assets and liabilities		81,003			–			31			(559	)		–
Change in accrued capital gains tax on unrealized appreciation (depreciation)		(125,374	)		–			–			–			–
Net unrealized gain (loss) on investments and foreign currencies		13,692,136			14,546,846			(4,477,511	)		103,385,564			42,200,607
Net realized and unrealized gain (loss) on investments and foreign currencies		65,852,404			39,159,870			19,526,982			196,918,549			91,751,115
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	71,902,118		$	41,914,830		$	18,824,731		$	198,994,325		$	104,892,138
*   Net of foreign withholding taxes on interest and dividends of	$	821,725		$	22,734		$	–		$	126,093		$	–
** Net of foreign withholding taxes on capital gains of	$	40,987		$	–		$	–		$	–		$	–

See Notes to Financial Statements

112

VALIC Company II

STATEMENTS OF OPERATIONS — For the Year Ended August 31, 2014 — (continued)

	MONEY MARKET II FUND			SMALL CAP GROWTH FUND			SMALL CAP VALUE FUND			SOCIALLY RESPONSIBLE FUND			STRATEGIC BOND FUND
INVESTMENT INCOME:
Dividends (unaffiliated)	$	–		$	361,815		$	8,112,651		$	11,808,493		$	131,288
Dividends (affiliated)		–			–			–			–			–
Securities lending income		–			24,688			24,408			13,219			16,691
Interest (unaffiliated)		287,111			196			835			3,304			36,022,529
Total investment income*		287,111			386,699			8,137,894			11,825,016			36,170,508
EXPENSES:
Investment advisory and management fees		456,335			977,842			3,597,078			1,595,067			3,715,357
Administrative service fee		123,597			78,439			369,431			431,893			491,221
Shareholder services fee		456,334			289,692			1,364,261			1,595,067			1,814,087
Transfer agent fees and expenses		1,297			3,499			3,056			1,186			3,828
Custodian and accounting fees		13,140			22,364			78,362			26,657			95,885
Reports to shareholders		25,186			17,594			75,813			90,573			99,457
Audit and tax fees		39,144			33,290			34,266			34,005			45,388
Legal fees		11,090			10,016			18,150			19,857			21,807
Trustees’ fees and expenses		16,476			10,194			47,619			54,963			62,961
Interest expense		–			16			–			–			–
Other expenses		11,203			15,818			24,652			24,901			22,795
Total expenses before fee waivers, expense reimbursements, and fees paid indirectly		1,153,802			1,458,764			5,612,688			3,874,169			6,372,786
Fees waived and expenses reimbursed by investment advisor (Note 3)		(884,960	)		(114,594	)		(428,497	)		(301,218	)		–
Fees paid indirectly (Note 7)		–			(4,825	)		(33,625	)		–			–
Net expenses		268,842			1,339,345			5,150,566			3,572,951			6,372,786
Net investment income (loss)		18,269			(952,646	)		2,987,328			8,252,065			29,797,722
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCIES:
Net realized gain (loss) on investments (unaffiliated)**		3,813			12,662,998			69,413,628			56,432,060			6,488,826
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 and swap contracts		–			–			740,502			2,706,325			–
Net realized foreign exchange gain (loss) on other assets and liabilities		–			–			(80	)		–			(35,292	)
Net realized gain (loss) on investments and foreign currencies		3,813			12,662,998			70,154,050			59,138,385			6,453,534
Change in unrealized appreciation (depreciation) on investments (unaffiliated)		–			(1,491,826	)		17,511,288			81,207,589			32,038,697
Change in unrealized appreciation (depreciation) on investments (affiliated)		–			–			–			–			–
Change in unrealized appreciation (depreciation) on futures and swap contracts		–			–			178,600			1,139,201			–
Change in unrealized foreign exchange gain (loss) on other assets and liabilities		–			–			32			–			25,165
Change in accrued capital gains tax on unrealized appreciation (depreciation)		–			–			–			–			–
Net unrealized gain (loss) on investments and foreign currencies		–			(1,491,826	)		17,689,920			82,346,790			32,063,862
Net realized and unrealized gain (loss) on investments and foreign currencies		3,813			11,171,172			87,843,970			141,485,175			38,517,396
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	22,082		$	10,218,526		$	90,831,298		$	149,737,240		$	68,315,118
*   Net of foreign withholding taxes on interest and dividends of	$	–		$	–		$	25,933		$	1,571		$	(3,671	)
** Net of foreign withholding taxes on capital gains of	$	–		$	–		$	–		$	–		$	–

See Notes to Financial Statements

113

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, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013
INCREASE (DECREASE) IN NET ASSETS OPERATIONS:
Net investment income (loss)	$	7,266,347		$	3,984,727		$	255,143		$	380,861		$	6,625,902		$	5,012,690		$	19,972,850		$	13,759,112
Net realized gain (loss) on investments and foreign currencies		40,365,176			14,760,265			9,294,789			4,781,360			14,720,914			9,156,128			5,232,221			5,721,536
Net unrealized gain (loss) on investments and foreign currencies		30,661,574			24,538,525			7,595,048			5,550,009			14,470,364			(3,924,840	)		30,471,351			(34,502,375	)
Net increase (decrease) in net assets resulting from operations		78,293,097			43,283,517			17,144,980			10,712,230			35,817,180			10,243,978			55,676,422			(15,021,727	)
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(4,505,168	)		(4,428,478	)		(366,049	)		(273,434	)		(5,887,996	)		(4,151,140	)		(17,230,746	)		(16,851,636	)
Net realized gain on securities		(4,182,865	)		–			–			–			(7,929,644	)		(3,997,840	)		(6,638,175	)		(10,498,195	)
Total distributions to shareholders		(8,688,033	)		(4,428,478	)		(366,049	)		(273,434	)		(13,817,640	)		(8,148,980	)		(23,868,921	)		(27,349,831	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		43,375,246			46,623,084			340,301			243,262			38,403,796			58,131,105			142,107,878			177,453,805
TOTAL INCREASE (DECREASE) IN NET ASSETS		112,980,310			85,478,123			17,119,232			10,682,058			60,403,336			60,226,103			173,915,379			135,082,247
NET ASSETS:
Beginning of period		399,132,676			313,654,553			70,094,763			59,412,705			262,360,435			202,134,332			772,783,502			637,701,255
End of period†	$	512,112,986		$	399,132,676		$	87,213,995		$	70,094,763		$	322,763,771		$	262,360,435		$	946,698,881		$	772,783,502
†   Includes accumulated undistributed net investment income (loss) of	$	8,420,125		$	4,250,318		$	270,269		$	379,793		$	7,269,682		$	5,720,016		$	21,877,895		$	17,220,154

See Notes to Financial Statements

114

VALIC Company II

STATEMENTS OF CHANGES IN NET ASSETS — (continued)

	HIGH YIELD BOND FUND						INTERNATIONAL OPPORTUNITIES FUND						LARGE CAP VALUE FUND							MID CAP GROWTH FUND
	For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			��	For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013
INCREASE (DECREASE) IN NET ASSETS OPERATIONS:
Net investment income (loss)	$	20,878,918		$	19,655,379		$	6,049,714		$	5,585,195		$	2,754,960			$	2,428,210		$	(702,251	)	$	47,783
Net realized gain (loss) on investments and foreign currencies		2,708,958			4,800,648			52,160,268			39,660,819			24,613,024				15,957,269			24,004,493			14,200,423
Net unrealized gain (loss) on investments and foreign currencies		10,455,035			(7,315,119	)		13,692,136			41,090,581			14,546,846				20,915,484			(4,477,511	)		6,005,422
Net increase (decrease) in net assets resulting from operations		34,042,911			17,140,908			71,902,118			86,336,595			41,914,830				39,300,963			18,824,731			20,253,628
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(19,808,145	)		(17,421,859	)		(7,277,253	)		(10,343,419	)		(2,408,346	)			(2,012,482	)		(105,680	)		(140,998	)
Net realized gain on securities		–			–			–			–			–				–			(13,615,676	)		(1,557,189	)
Total distributions to shareholders		(19,808,145	)		(17,421,859	)		(7,277,253	)		(10,343,419	)		(2,408,346	)			(2,012,482	)		(13,721,356	)		(1,698,187	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		64,473,241			57,214,111			(2,497,342	)		(44,696,736	)		(6,561,412	)			536,991			25,584,912			(28,756,051	)
TOTAL INCREASE (DECREASE) IN NET ASSETS		78,708,007			56,933,160			62,127,523			31,296,440			32,945,072				37,825,472			30,688,287			(10,200,610	)
NET ASSETS:
Beginning of period		341,750,720			284,817,560			524,503,102			493,206,662			188,507,666				150,682,194			132,584,477			142,785,087
End of period†	$	420,458,727		$	341,750,720		$	586,630,625		$	524,503,102		$	221,452,738			$	188,507,666		$	163,272,764		$	132,584,477
† Includes accumulated undistributed net investment income (loss) of	$	21,045,526		$	19,340,117		$	4,866,863		$	6,096,904		$	2,784,804			$	2,438,034		$	(581,977	)	$	(12,654	)

See Notes to Financial Statements

115

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, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013
INCREASE (DECREASE) IN NET ASSETS OPERATIONS:
Net investment income (loss)	$	2,075,776		$	3,069,344		$	13,141,023		$	8,299,612		$	18,269		$	17,900		$	(952,646	)	$	(572,517	)
Net realized gain (loss) on investments and foreign currencies		93,532,985			75,464,225			49,550,508			21,861,227			3,813			7,771			12,662,998			10,789,581
Net unrealized gain (loss) on investments and foreign currencies		103,385,564			105,475,633			42,200,607			17,384,504			–			–			(1,491,826	)		14,098,335
Net increase (decrease) in net assets resulting from operations		198,994,325			184,009,202			104,892,138			47,545,343			22,082			25,671			10,218,526			24,315,399
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(2,838,127	)		(3,119,387	)		(9,639,062	)		(7,680,482	)		(18,269	)		(17,900	)		–			–
Net realized gain on securities		(56,626,113	)		–			(18,691,684	)		(7,772,482	)		–			–			(9,287,508	)		(7,237,663	)
Total distributions to shareholders		(59,464,240	)		(3,119,387	)		(28,330,746	)		(15,452,964	)		(18,269	)		(17,900	)		(9,287,508	)		(7,237,663	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		(29,550,216	)		(15,374,129	)		115,774,643			121,745,755			(15,238,959	)		(1,627,749	)		10,950,877			3,786,342
TOTAL INCREASE (DECREASE) IN NET ASSETS		109,979,869			165,515,686			192,336,035			153,838,134			(15,235,146	)		(1,619,978	)		11,881,895			20,864,078
NET ASSETS:
Beginning of period		859,610,685			694,094,999			606,184,990			452,346,856			185,810,458			187,430,436			102,025,162			81,161,084
End of period†	$	969,590,554		$	859,610,685		$	798,521,025		$	606,184,990		$	170,575,312		$	185,810,458		$	113,907,057		$	102,025,162
† Includes accumulated undistributed net investment income (loss) of	$	2,090,378		$	2,855,328		$	14,780,356		$	9,256,467		$	(5,309	)	$	(5,309	)	$	(599,835	)	$	(398,973	)

See Notes to Financial Statements

116

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, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013
INCREASE (DECREASE) IN NET ASSETS OPERATIONS:
Net investment income (loss)	$	2,987,328		$	4,454,453		$	8,252,065		$	8,973,663		$	29,797,722		$	27,364,540
Net realized gain (loss) on investments and foreign currencies		70,154,050			63,210,195			59,138,385			60,000,993			6,453,534			6,070,768
Net unrealized gain (loss) on investments and foreign currencies		17,689,920			49,311,120			82,346,790			37,906,685			32,063,862			(35,300,123	)
Net increase (decrease) in net assets resulting from operations		90,831,298			116,975,768			149,737,240			106,881,341			68,315,118			(1,864,815	)
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income		(5,081,303	)		(2,336,976	)		(8,877,502	)		(8,741,440	)		(27,105,883	)		(25,186,964	)
Net realized gain on securities		(54,119,437	)		(7,955,107	)		–			–			(7,156,730	)		(6,110,758	)
Total distributions to shareholders		(59,200,740	)		(10,292,083	)		(8,877,502	)		(8,741,440	)		(34,262,613	)		(31,297,722	)
Net increase (decrease) in net assets resulting from capital share transactions (Note 6)		19,173,971			(5,789,058	)		(40,997,190	)		(118,268,296	)		31,636,802			97,701,951
TOTAL INCREASE (DECREASE) IN NET ASSETS		50,804,529			100,894,627			99,862,548			(20,128,395	)		65,689,307			64,539,414
NET ASSETS:
Beginning of period		507,365,503			406,470,876			579,372,083			599,500,478			689,402,549			624,863,135
End of period†	$	558,170,032		$	507,365,503		$	679,234,631		$	579,372,083		$	755,091,856		$	689,402,549
† Includes accumulated undistributed net investment income (loss) of	$	2,561,908		$	4,399,224		$	8,341,402		$	8,966,748		$	28,340,832		$	27,066,467

See Notes to Financial Statements

117

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 Opportunities 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 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 those estimates and those differences could be significant. The following is a summary of significant accounting policies consistently followed by the Series in the preparation of its financial statements:

A. Security Valuation

In accordance with the authoritative guidance on fair value measurements and disclosures under GAAP, the Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. In accordance with GAAP, fair value is defined as the price that the Funds would receive upon selling an asset or transferring a liability in a timely transaction to an independent third party in the principal or most advantageous market. GAAP established a three-tier hierarchy to provide more transparency around the inputs used to measure fair value and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The three-tiers are as follows:

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 indices, 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 of Trustees (“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)

Changes in valuation techniques may result in transfers in or out of an investment’s assigned Level within the hierarchy. The methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments and the determination of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to each security.

The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is recently issued and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.

The summary of inputs used to value the Funds’ net assets as of August 31, 2014 are reported on a schedule following the Portfolio of Investments.

Stocks are generally valued based upon closing sales prices reported on recognized securities exchanges on which the securities are principally traded and are generally categorized as Level 1. 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.

118

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

As of the close of regular trading on the New York Stock Exchange (“NYSE”), 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 Funds use the exchange that is the primary market for the security. Such securities are generally categorized as Level 1. However, depending on the foreign market, closing prices may be up to 15 hours old when they are used to price a Fund’s shares, and a Fund may determine that certain closing prices do not reflect the fair value of the security. 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 a 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 NYSE. The Funds may also fair value securities in other situations, for example, when a particular foreign market is closed but a Fund is open. For foreign equity securities and foreign equity futures contracts, the Funds use an outside pricing service to provide it with closing market prices and information used for adjusting those prices, and when so adjusted, such securities and futures are generally categorized as Level 2.

Bonds, debentures, other long-term debt securities, and short term debt securities with maturities in excess of 60 days, are valued at evaluated bid prices obtained for the day of valuation from a Board-approved pricing service, and are generally categorized as Level 2. The pricing service 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 price is unavailable from a Board-approved pricing service, 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, and are generally categorized as Level 2.

Senior floating rate loans (“Loans”) are valued at the average of available bids in the market for such Loans, as provided by a Board-approved loan pricing service, and are generally categorized as Level 2.

Investments in registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in 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. Registered investment companies are generally categorized as Level 1.

Futures contracts traded on national securities exchanges are valued at the quoted daily settlement price established by the exchange on which they trade reported by a Board-approved pricing service, and are generally categorized as Level 1. Swap contracts traded on national securities exchanges are valued at the closing price of the exchange on which they are traded or if a closing price of the exchange is not available, the swap will be valued using a mid valuation provided by a Board-approved pricing service, and are generally categorized as Level 2. Swap contracts traded over the counter will be valued at a mid valuation provided by a Board-approved pricing service, and are generally categorized as Level 2. Forward foreign currency contracts (“forward contracts”) are valued at the 4:00 p.m. Eastern Time forward rate and are generally categorized as Level 2.

For the Money Market II Fund, securities are valued at amortized cost, which approximates market value and are generally categorized as Level 2. 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, the Board 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 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.

Other securities are valued on the basis of last sale or bid price (if a last sale price is not available) which is, in the opinion of the Adviser, the broadest and most representative market, that may be either a securities exchange or over-the-counter market, and are generally categorized as Level 1 or Level 2.

The Board is responsible for the share valuation process and has adopted policies and procedures (the “PRC Procedures”) for valuing the securities and other assets held by the Funds, including procedures for the fair valuation of securities and other assets for which market quotations are not readily available or are unreliable. The PRC Procedures provide for the establishment of a pricing review committee, which is responsible for, among other things, making certain determinations in connection with the Series fair valuation procedures. Securities for which market quotations are not readily available or the values of which may be significantly impacted by the occurence of developments or significant events are generally categorized as Level 3. There is no single standard for making fair value determinations, which may result in prices that vary from those of other funds.

B. Derivative Instruments

Forward Foreign Currency Contracts: Certain Funds may enter into 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, to hedge portfolio exposure to benchmark currency allocations, to manage and/or gain exposure to certain foreign currencies or to enhance total return. During the year ended August 31, 2014, the High Yield Bond Fund used forward contracts to attempt to protect securities and related receivables and payables against changes in future foreign exchange rates. As of August 31, 2014, the High Yield Bond Fund had open forward contracts, which are reported on a schedule following the Fund’s Portfolio of Investments.

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 cumulative change in market value is recorded by the Fund as unrealized appreciation or depreciation. 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.

119

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Risks to the Funds of entering into forward contracts include counterparty risk, market risk and illiquidity risk. Counterparty risk arises upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts. If the counterparty defaults, a Fund’s loss will generally consist of the net amount of contractual payments that a Fund has not yet received though the Fund’s maximum risk due to counterparty risk could extend to the notional amount of the contract. 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 appreciation or depreciation reported on the Statements of Assets and Liabilities. Illiquidity risk arises because the secondary market for forwards may have less liquidity relative to markets for other securities. 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: Certain of the Funds may enter into futures contracts for various purposes, including to increase or decrease exposure to equity or bond markets, to hedge against changes in interest rates, prices of stocks, bonds or other instruments, or currency rates, to manage duration and yield curve positioning or to enhance income or total return. During the year ended August 31, 2014, the Small Cap Value Fund and Socially Responsible Fund used equity futures contracts to attempt to increase or decrease exposure to equity markets. As of August 31, 2014, 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.

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 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”). Subsequent payments are made or received by the Fund as a result of changes in the value of the contract and/or changes in the value of the initial margin requirement. Such receipts or payments are recorded in the Statements of Assets and Liabilities as variation margin for changes in the value of the contracts and as due to/from broker for the changes in the value of the initial margin requirement. 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.

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 Statements of Assets and Liabilities. There may also be trading restrictions or limitations imposed by an exchange, and government regulations may restrict trading in futures contracts. While the Funds will generally only purchase exchange-traded futures, due to market conditions, there may not always be a liquid secondary market for a futures contract and, as a result, a Fund may be unable to close out its futures contracts at a time which is advantageous. In addition, if a Fund has insufficient cash to meet margin requirements, the Fund may need to sell other investments, including at disadvantageous times. There is generally minimal counterparty risk to the Funds since exchange-traded futures contracts are centrally cleared.

Swap Contracts: Certain Funds may enter into credit default, interest rate, equity and/or total return swap contracts. Swap contracts are privately negotiated in the OTC market and may be entered into as a bilateral contract or a centrally cleared contract (“centrally cleared swaps”). In a centrally cleared swap, immediately following execution of the swap contract, the swap contract is novated to a central counterparty (the “CCP”) and the Fund faces the CCP through a broker. Upon entering into a centrally cleared swap, the Funds are required to deposit initial margin with the broker in the form of cash or securities in an amount that varies depending on the size and risk profile of the particular swap. Securities deposited as initial margin are designated on the Portfolio of Investments and cash deposited is recorded on the Statements of Assets and Liabilities as cash pledged for centrally cleared swaps. Unlike a bilateral swap contract, for centrally cleared swaps, the Funds have no credit exposure to the counterparty as the CCP stands between the Funds and the counterparty. Swaps are marked-to-market daily based upon quotations from market makers or are calculated using standard models and current market data. Changes in value are recorded as an unrealized gain (loss). The daily change in valuation of centrally cleared swaps, if any, is recorded as unrealized appreciation (depreciation) on swap contracts. When the swap is terminated, the Funds will record a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transaction and the Funds’ basis in the contract, if any. Generally, the basis of the contracts is the premium received or paid. The Funds amortize upfront payments and receipts on the swap contracts on a daily basis. Net periodic payments made or received by the Funds are included as part of realized gain (loss).

Credit Default Swap Agreements: Certain Funds may enter into credit default swap agreements (“credit default swaps”) for various purposes, including managing credit risk (i.e., hedging), enhancing returns, a substitute for physical securities or speculation. During the year ended August 31, 2014, the High Yield Bond Fund used credit default swaps to manage credit risk (i.e., hedging). As of August 31, 2014, the High Yield Bond Fund had open credit default swaps, which are reported on a schedule following the Fund’s Portfolio of Investments.

Credit default swaps are generally bilateral contracts in which one party makes periodic fixed-rate payments or a one time premium payment (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified payment in the event of a default or other credit event for the referenced entity, obligation or index. As a seller of protection on credit default swaps, a Fund will generally receive from the buyer of protection a fixed rate of income throughout the term of the swap provided that there is no credit event. As the seller, a Fund would effectively add leverage to its Fund because, in addition to its total net assets, a Fund would be subject to investment exposure on the notional amount of the swap. If a Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, a Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. As a buyer of protection on credit default swaps, a Fund will make periodic payments, similar to an insurance premium and the seller of protection agrees to compensate the Fund for future potential losses as a result of a credit event on the reference bond or other asset. The Fund effectively transfers the credit event risk of the reference bond or asset from it to the seller of protection. If a Fund is a buyer of protection and a credit

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event occurs, as defined under the terms of that particular swap agreement, a Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the referenced obligation, other deliverable obligations or underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index. Recovery values are assumed by market makers considering either industry standard recovery rates or entity specific factors and considerations until a credit event occurs. If a credit event has occurred, the recovery value is determined by a facilitated auction whereby a minimum number of allowable broker bids, together with a specified valuation method, are used to calculate the settlement value.

Credit default swaps on corporate issues or sovereign issues of an emerging market country are bilateral contracts in which the buyer of protection makes periodic fixed payments or a one time premium payment to the seller of protection in exchange for the right to receive a specified payment in the event of a default or other credit event. If a credit event occurs and cash settlement is not elected, a variety of other deliverable obligations may be delivered in lieu of the specific referenced obligation. The ability to deliver other obligations may result in a cheapest-to deliver option (the buyer of protection’s right to choose the deliverable obligation with the lowest value following a credit event). A Fund may use credit default swaps on corporate issues or sovereign issues of an emerging market country to provide a measure of protection against defaults of the issuers (i.e., to reduce credit risk where a Fund owns or has exposure to the referenced obligation) or to take a speculative credit position with an active long or short position with respect to the likelihood of a particular issuer’s default.

Credit default swaps on asset-backed securities are bilateral contracts in which the buyer of protection makes periodic fixed-rate payments or a one time premium payment to the seller of protection in exchange for the right to receive a specified payment in the event of a default or other credit event. Unlike credit default swaps on corporate issues or sovereign issues of an emerging market country, deliverable obligations in most instances would be limited to the specific referenced obligation as performance for asset-backed securities can vary across deals. Prepayments, principal paydowns, and other writedown or loss events on the underlying mortgage loans will reduce the outstanding principal balance of the referenced obligation. These reductions may be temporary or permanent as defined under the terms of the swap agreement and the notional amount for the swap agreement will be adjusted by corresponding amounts. A Fund may use credit default swaps on asset-backed securities to provide a measure of protection against defaults of the referenced obligation or to take a speculative credit position with an active long or short position with respect to the likelihood of a particular referenced obligation’s default.

Credit default swaps on credit indices are generally bilateral contracts in which the buyer of protection makes periodic fixed-rate payments or a one time premium payment to the seller of protection in exchange for the right to receive a specified payment in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising the credit index. A credit index is a list of a basket of credit instruments or exposures designed to be representative of some part of the credit market as a whole. These indices are made up of reference credits that are judged by a poll of dealers to be the most liquid entities in the credit default swap market based on the sector of the index. Components of the indices may include, but are not limited to, investment grade securities, high yield securities, asset backed securities, emerging markets, and/or various credit ratings within each sector. Credit indices are traded using credit default swaps with standardized terms including a fixed spread and standard maturity dates. An index credit default swap references all the names in the index, and if there is a default, the credit event is settled based on that name’s weight in the index. The composition of the indices changes periodically, usually every six months, and for most indices, each name has an equal weight in the index. A Fund may use credit default swaps on credit indices to hedge a Fund of credit default swaps or bonds which is less expensive than it would be to enter into many credit default swaps to achieve a similar effect. Credit-default swaps on indices are used for protecting investors owning bonds against default, and also to speculate on changes in credit quality. Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swaps on corporate issues or sovereign issues of an emerging market country as of period end are disclosed in the footnotes to the Portfolio of Investments and serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. For credit default swaps on asset-based securities and credit indices, the quoted market prices and resulting values serve as the indicator of the current status of the payment/performance risk. Wider credit spreads and increasing market values, in absolute terms when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. The maximum potential amount of future payments (undiscounted) that a Fund as a seller of protection could be required to make under a credit default swap would be an amount equal to the notional amount of the agreement. Notional amounts of all credit default swaps outstanding as of August 31, 2014 for which a Fund is the seller of protection, if any, are disclosed on a schedule following the Fund’s Portfolio of Investments. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement, or net amounts received from the settlement of buy protection credit default swaps entered into by a Fund for the same referenced entity or entities.

At August 31, 2014, the due to/from broker amount as disclosed in the Statements of Assets and Liabilities for the High Yield Bond Fund includes amounts set aside as collateral for open swap contracts.

Risks of Entering into Swap Agreements: Risks to the Funds of entering into credit default swaps, equity swaps and interest rate swaps, include credit risk, market risk, counterparty risk, liquidity risk and documentation risk. By entering into swap agreements, the Funds may be exposed to risk of potential loss due to unfavorable changes in interest rates, the price of the underlying security or index, or the underlying referenced asset’s perceived or actual credit, that the counterparty may default on its obligation to perform or the possibility that there is no liquid market for these agreements. There is also the risk that the parties may disagree as to the meaning of contractual terms in the swap agreement. In addition, to the extent that the sub-adviser does not accurately analyze and predict the underlying economic factors influencing the value of the swap, the Fund may suffer a loss.

Master Agreements: Certain Funds that hold derivative instruments and other financial instruments may be a party to ISDA (International Swap and Derivatives Association, Inc.) Master Agreements or similar agreements (“Master Agreements”) with certain counterparties that govern such instruments. Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. Collateral can be in the form of cash or securities as agreed to by the Fund and applicable counterparty. Collateral requirements are generally determined based on a Fund’s net position with each counterparty. Master Agreements may also include certain provisions that require a Fund to post additional collateral upon the occurrence of certain events, such as when a Fund’s net assets fall below a specified level. In addition, Master Agreements typically specify certain standard termination events, such as failure of a party to pay or deliver, credit

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support defaults and other events of default. Termination events applicable to a Fund may also occur upon a decline in the Fund’s net assets below a specified level over a certain period of time. Additional termination events applicable to counterparties may occur upon a decline in a counterparty’s long-term and short-term credit ratings below a specified level, or upon a decline in the ratings of a counterparty’s credit support provider. Upon the occurrence of a termination event, the other party may elect to terminate early and cause settlement of all instruments outstanding pursuant to a particular Master Agreement, including the payment of any losses and costs resulting from such early termination, as reasonably determined by the terminating party. Any decision by one or more of a Fund’s counterparties to elect early termination could cause a Fund to accelerate the payment of liabilities, which settlement amounts could be in excess of the amount of assets that are already posted as collateral. Typically, the Master Agreement will permit a single net payment in the event of default. Note, however, that bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events. As a result, the early termination with respect to derivative instruments subject to Master Agreements that are in a net liability position could be material to a Fund’s financial statements. See additional information on specific types of derivative instruments and other financial instruments as disclosed in the Notes to Financial Statements. The Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statements of Assets and Liabilities.

The following tables represent the value of derivatives held as of August 31, 2014, by their primary underlying risk exposure and respective location on the Statements of Assets and Liabilities and the effect of derivatives on the Statements of Operations for the year ended August 31, 2014. For a detailed presentation of derivatives held as of August 31, 2014, please refer to the Portfolio of Investments.

	High Yield Bond Fund
	Asset Derivatives			Liability Derivatives
Derivative Contracts(1)	Statements of Assets and Liabilities Location	Value		Statements of Assets and Liabilities Location	Value
Foreign exchange contracts(2)	Unrealized appreciation on forward foreign currency contracts	$	56,026	Unrealized depreciation on forward foreign currency contracts	$	3,910
Credit contracts(3)	Unrealized appreciation on swap contracts		1,828	Unrealized depreciation on swap contracts		2,242
		$	57,854		$	6,152

Derivative Contracts(1)	Location of Gain (Loss) on Derivatives Recognized in Statements of Operations	Realized Gain (Loss) on Derivatives Recognized in Statements of  Operations		Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Statements of Operations
Foreign exchange contracts(2)	Net realized foreign exchange gain (loss) on other assets and liabilities/Change in unrealized foreign exchange gain (loss) on other assets and liabilities	$	322,332	$	42,406
Credit contracts(3)	Net realized gain (loss) on futures and swap contracts/Change in unrealized appreciation (depreciation) on futures and swap contracts		136,874		(414	)
		$	459,206	$	41,992

(1) The Fund’s derivative contracts held during the year ended August 31, 2014, are not accounted for as hedging instruments under accounting principles generally accepted in the United States of America.

(2) The average notional par amount outstanding for forward currency contracts was $3,613,850.

(3) The average notional amount outstanding for credit default swap contracts was $3,597,017.

	Small Cap Value Fund
	Asset Derivatives			Liability Derivatives
Derivative Contracts(1)	Statements of Assets and Liabilities Location	Value		Statements of Assets and Liabilities Location	Value
Equity contracts(2)(3)	Variation margin on futures contracts	$	44,020	Variation margin on futures contracts	$	—

Derivative Contracts(1)	Location of Gain (Loss) on Derivatives Recognized in Statements of Operations	Realized Gain (Loss) on Derivatives Recognized in Statements of  Operations		Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Statements of Operations
Equity contracts(2)	Net realized gain (loss) on futures and swap contracts/Change in unrealized appreciation (depreciation) on futures and swap contracts	$	740,502	$	178,600

(1) The Fund’s derivative contracts held during the year ended August 31, 2014, are not accounted for as hedging instruments under accounting principles generally accepted in the United States of America.

(2) The average value outstanding for equity futures contracts was $6,940,740.

(3) The variation margin on futures contracts is included in the cumulative unrealized appreciation (depreciation) of $59,516 as reported in the Portfolio of Investments.

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	Socially Responsible Fund
	Asset Derivatives			Liability Derivatives
Derivative Contracts(1)	Statements of Assets and Liabilities Location	Value		Statements of Assets and Liabilities Location	Value
Equity contracts(2)(3)	Variation margin on futures contracts	$	52,170	Variation margin on futures contracts	$	—

Derivative Contracts(1)	Location of Gain (Loss) on Derivatives Recognized in Statements of Operations	Realized Gain (Loss) on Derivatives Recognized in Statements of Operations		Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Statements of Operations
Equity contracts(2)	Net realized gain (loss) on futures and swap contracts/Change in unrealized appreciation (depreciation) on futures and swap contracts	$	2,706,325	$	1,139,201

(1) The Fund’s derivative contracts held during the year ended August 31, 2014, are not accounted for as hedging instruments under accounting principles generally accepted in the United States of America.

(2) The average value outstanding for equity futures contracts was $22,437,394.

(3) The variation margin on futures contracts is included in the cumulative unrealized appreciation (depreciation) of $660,289 as reported in the Portfolio of Investments.

As of August 31, 2014, the following tables represent derivative and financial assets and liabilities (by type) on a gross basis and related collateral pledged for derivatives and financial instruments subject to master netting arrangements. If a Fund does not have a derivative or financial asset or liability a table will not be presented. Futures contracts are presented at the variation margin receivable or payable. The repurchase agreements and securities on loan held by a Fund as of August 31, 2014, are also subject to master netting agreements but are not included in the following tables. See the Portfolio of Investments and Notes to the Financial Statements for more information about a Fund’s holdings in repurchase agreements and securities on loan.

	High Yield Bond Fund
	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts of Assets Presented in the Statements of Assets and  Liabilities
Assets:
Description:
Derivatives:
Foreign exchange contracts
Over the Counter	$	56,026	$	—	$	56,026
Credit contracts
Centrally Cleared		314,395		—		314,395
Total derivatives, subject to a master netting arrangement or similar arrangement	$	370,421	$	—	$	370,421
	Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty	Net Amount of Assets in the Statements of Assets and Liabilities		Financial Instruments@		Collateral Received@		Net Amount#
Goldman Sachs & Co.	$	314,395	$	—	$	—	$	314,395
Standard Chartered Bank		56,026		—		—		56,026
Total	$	370,421	$	—	$	—	$	370,421

@ For each respective counterparty, collateral received or (pledged) is limited to an amount not to exceed 100% of the net amount of the derivative or financial asset / liability in the table above.

# Net amount represents the net amount due from / due to the counterparty in the event of a default based on the contractual set-off rights under the master netting arrangement.

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	High Yield Bond Fund
	Gross Amounts of Recognized Liabilities		Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts of Liabilities Presented in the Statements of Assets and  Liabilities
Liabilities:
Description:
Derivatives:
Foreign exchange contracts
Over the Counter	$	3,910	$	—	$	3,910
Credit contracts
Over the Counter		25,351		—		25,351
Total derivatives, subject to a master netting arrangement or similar arrangement	$	29,261	$	—	$	29,261
	Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty	Net Amount of Liabilities in the Statements of Assets and Liabilities		Financial Instruments@		Collateral Pledged@		Net Amount#
Bank of Montreal	$	3,910	$	—	$	—	$	3,910
Goldman Sachs & Co.		25,351		—		—		25,351
Total	$	29,261	$	—	$	—	$	29,261

	Small Cap Value Fund
	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts of Assets Presented in the Statements of Assets and  Liabilities
Assets:
Description:
Derivatives:
Equity contracts
Exchange traded	$	44,020	$	—	$	44,020
Total derivatives, subject to a master netting arrangement or similar arrangement	$	44,020	$	—	$	44,020
	Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty	Net Amount of Assets in the Statements of Assets and Liabilities		Financial Instruments@		Collateral Received@		Net Amount#
Citigroup Global Markets*.	$	44,020	$	—	$	—	$	44,020

@ For each respective counterparty, collateral received or (pledged) is limited to an amount not to exceed 100% of the net amount of the derivative or financial asset / liability in the table above.

# Net amount represents the net amount due from / due to the counterparty in the event of a default based on the contractual set-off rights under the master netting arrangement.

* Exchange Traded Futures — Citigroup Global Markets as Futures Commission Merchant

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	Socially Responsible Fund
	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statements of Assets and Liabilities		Net Amounts of Assets Presented in the Statements of Assets and  Liabilities
Assets:
Description:
Derivatives:
Equity contracts
Exchange traded	$	52,170	$	—	$	52,170
Total derivatives, subject to a master netting arrangement or similar arrangement	$	52,170	$	—	$	52,170
	Gross Amounts Not Offset in the Statements of Assets and Liabilities
Counterparty	Net Amount of Assets in the Statements of Assets and Liabilities		Financial Instruments@		Collateral Received@		Net Amount#
Citigroup Global Markets*	$	52,170	$	—	$	—	$	52,170

@ For each respective counterparty, collateral received or (pledged) is limited to an amount not to exceed 100% of the net amount of the derivative or financial asset / liability in the table above.

# Net amount represents the net amount due from / due to the counterparty in the event of a default based on the contractual set-off rights under the master netting arrangement.

* Exchange Traded Futures — Citigroup Global Markets as Futures Commission Merchant

C. Stripped Mortgage-Backed Securities

Stripped Mortgage-Backed Securities (“SMBS”) are derivative multiple-class mortgage-backed securities. SMBS are often structured with two classes that receive different proportions of the interest and principal distributions on a pool of mortgage assets. SMBS have greater market volatility than other types of U.S. government securities in which a Fund invests. A common type of SMBS has one class receiving some of the interest and all or most of the principal (the “principal only” class) from the mortgage pool, while the other class will receive all or most of the interest (the “interest only” class). The yield to maturity on an interest only class is extremely sensitive not only to changes in prevailing interest rates, but also to the rate of principal payments, including principal prepayments, on the underlying pool of mortgage assets, and a rapid rate of principal payment may have a material adverse effect on a Fund‘s yield.

D. Mortgage-Backed Dollar Rolls

During the year ended August 31, 2014, the Core Bond Fund and the Strategic Bond Fund entered into dollar rolls using “to be announced” (“TBA”) mortgage-backed securities (“TBA Rolls”). Roll transactions involve the sale of mortgage or other asset backed securities with the commitment to purchase substantially similar securities on a specified future date. The Funds’ policy is to record the components of TBA Rolls as purchase/sale transactions. Any difference between the purchase and sale price is recorded as a realized gain or loss on the date the transaction is entered into. The Core Bond Fund and the Strategic Bond Fund had TBA Rolls outstanding at period end, which are included in receivable for investments sold and payable for investments purchased in the Statements of Assets and Liabilities. Dollar roll transactions involve the risk that the market value of the securities held by the Fund may decline below the price of the securities that the Fund has sold but is obligated to repurchase under the agreement. In the event that the buyer of securities in a dollar roll transaction files bankruptcy or becomes insolvent, the Fund‘s use of the proceeds from the sale of the securities may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Fund‘s obligation to repurchase the securities. The return earned by the Fund with the proceeds of the dollar roll transaction may not exceed the transaction costs. For the year ended August 31, 2014, the Core Bond Fund and the Strategic Bond Fund had realized gains (losses) from mortgage-backed dollar rolls of $455,282 and $35,111, respectively.

E. When-Issued Securities and Forward Commitments

The Funds may purchase or sell when-issued securities, including TBA securities that have been authorized, but not yet issued in the market. In addition, a Fund may purchase or sell securities on a forward commitment basis. A forward commitment involves entering into a contract to purchase or sell securities, typically on an extended settlement basis, for a fixed price at a future date. The Funds may engage in when-issued or forward commitment transactions in order to secure what is considered to be an advantageous price and yield at the time of entering into the obligation. The purchase of securities on a when-issued or forward commitment basis involves a risk of loss if the value of the security to be purchased declines before the settlement date. Conversely, the sale of securities on a when- issued or forward commitment basis involves the risk that the value of the securities sold may increase before the settlement date. During the year ended August 31, 2014, the Core Bond Fund and the Strategic Bond Fund purchased and/or sold when-issued securities.

F. Inflation-Indexed Bonds

Certain Funds may purchase inflation-indexed bonds. Inflation-indexed bonds are fixed income securities whose principal value is adjusted periodically according to the rate of inflation. Two structures are common. The U.S. Treasury and certain other issuers use a structure that reflects inflation in the principal value of the bond. Other issuers pay out any inflation related accruals as part of a semiannual coupon. The value of inflation-indexed bonds is expected to change in response to changes in real interest rates. Real interest

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rates, in turn, are tied to the relationship between nominal interest rates (i.e., stated interest rates) and the rate of inflation. Therefore, if the rate of inflation rises at a faster rate than nominal interest rates, real interest rates (i.e., nominal interest rates minus inflation) might decline, leading to an increase in value of inflation-indexed bonds. In contrast, if nominal interest rates increase at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation-indexed bonds. There can be no assurance, however, that the value of inflation-indexed bonds will be directly correlated to changes in nominal interest rates, and short-term increases in inflation may lead to a decline in their value. Coupon payments received from inflation-indexed bonds are recorded in the Statements of Operations as interest income. In addition, any increase or decrease in the principal amount of an inflation-indexed bond will be recorded in the Statements of Operations as an increase or decrease to interest income, even though principal is not paid until maturity.

G. Repurchase Agreements

The Funds, along with other affiliated registered investment companies, pursuant to procedures adopted by the Board and applicable guidance from the Securities and Exchange Commission (“SEC”), 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.

In a repurchase agreement, the seller of a security agrees to repurchase the security at a mutually agreed-upon time and price, which reflects the effective rate of return for the term of the agreement. For repurchase agreements and joint repurchase agreements, the Series’ custodian takes possession of the collateral pledged for investments in such repurchase agreements (“repo” or collectively “repos”). 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, the 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 Series may be delayed or limited.

As of August 31, 2014, the following Funds held an undivided interest in the joint repurchase agreement with State Street Bank and Trust Co.

Fund	Percentage Ownership			Principal Amount
Money Market II		1.45	%	$	2,576,000
Socially Responsible		1.82	%		3,251,000

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

State Street Bank and Trust Co., dated August 29, 2014, bearing interest at a rate of 0.00% per annum, with a principal amount of $178,255,000, a repurchase price of $178,255,000 and maturity date of September 2, 2014. The repurchase agreement is collateralized by the following:

Type of Collateral	Interest Rate			Maturity Date		Principal Amount		Market Value
U.S. Treasury Notes		0.75	%		03/31/2018	$	184,355,000	$	181,820,119

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

Security transactions are recorded on a trade date basis. Interest income is accrued daily from settlement date except when collection is not expected. Dividend income is recorded on the ex-dividend date except for certain dividends from foreign securities, which are recorded as soon as the Funds are informed after the ex-dividend date. Paydown gains and losses on mortgage and asset-backed securities are recorded as components of interest income on the Statements of Operations. For financial statement purposes, the Funds amortize all premiums and accrete all discounts on fixed income securities. For the Lifestyle Funds, distributions from income from underlying Funds, if any, are recorded to income on the ex-dividend date. Distributions from net realized capital gains from the underlying Funds, if any, are recorded to realized gains on the ex-dividend date.

Realized gains and losses on the sale of investments are calculated on the identified cost basis. 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 from the sale of foreign securities at various rates. India, Thailand, and certain other countries’ tax regulations require that taxes be paid on capital gains realized by the Funds.

Distributions received from Real Estate Investment Trusts (“REIT”) investments are recharacterized based on information provided by the REIT into the following categories: ordinary income, long-term and short-term capital gains, and return of capital. If information is not available on a timely basis from the REIT, the recharacterization will be based on available information which may include the previous year’s allocation. If new or additional information becomes available from the REIT at a later date, a recharacterization will be made in the following year. The amount recharacterized as ordinary income is recorded as dividend income and the amount recharacterized as capital gain is recorded as realized gain in the Statement of Operations. The amount recharacterized as return of capital is recorded as a reduction to the cost of investments in the Statement of Assets and Liabilities. These recharacterizations are reflected in the accompanying financial statements.

Expenses common to all Funds, not directly related to individual Funds 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 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 capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP. 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 assets are not affected by these reclassifications.

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NOTES TO FINANCIAL STATEMENTS — (continued)

Each Fund is considered a separate entity for tax purposes and 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 capital gains on investments, to its shareholders. Each Fund also intends to distribute sufficient net investment income and net capital gains, if any, so that each Fund will not be subject to excise tax on undistributed income and gains. Therefore, no federal income tax or excise tax provision is required.

Each Fund recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained, assuming examination by tax authorities. Management has analyzed each Fund’s tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2011—2013 or expected to be taken in each Fund’s 2014 tax return. The Funds are not aware of any tax provisions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. 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 tax returns ending before 2011.

I. Foreign Currency Translation

The books and records of the Funds 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 Funds do 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 Funds do 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 Statements 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 Funds’ 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 rates and realized gains and losses on forward foreign currency contracts.

J. Investment Securities Loaned

To realize additional income, a Fund, except for Aggressive Growth Lifestyle Fund, Conservative Growth Lifestyle Fund, Moderate Growth Lifestyle Fund, and the Money Market II Fund, may lend portfolio securities with a value of up to 33 1/3% of its total assets. Securities lending arrangements are generally governed by master securities lending authorization agreements which typically provide the securities lending agent with the right to make loans of a Fund’s available securities to an approved list of borrowers. These master securities lending agreements are considered to be Master Agreements as discussed in the Notes to the Financial Statements. Loans made pursuant to these agreements will be continuously secured by collateral in an amount at least equal to the market value of the securities loaned. Such collateral will be cash, U.S. government securities, or other collateral as deemed appropriate. The Fund may use the cash collateral received to invest in short-term investments. The description of the short-term investments made with cash collateral from securities lending is included in the applicable Fund’s Portfolio of Investments. Loans by a Fund will only be made to broker-dealers deemed by the securities lending agent to be creditworthy and will not be made unless, in the judgment of VALIC, the consideration to be earned from such loans would justify the risk. It is the Series’ policy to obtain additional collateral from or return excess collateral to the borrower by the end of the next business day. Therefore, the value of the collateral may be temporarily more or less than the value of the securities on loan. Each Fund receives income from the investment of cash collateral, in addition to lending fees and rebates paid by the borrower, less expenses associated with the loan. In the event of a borrower default, including if the borrower fails to maintain the requisite amount of collateral, the securities lending agent will terminate all outstanding loans to that particular borrower and the lending Fund is permitted to use the collateral to replace the securities while holding the borrower liable for any excess of replacement cost over collateral. The securities lending agent is also required to indemnify a Fund against certain losses resulting from a borrower default. Although risk is mitigated by the collateral and indemnification, the risks in lending fund securities, as with other extensions of secured credit, include possible delays in receiving additional collateral or in the recovery of the securities or possible loss of rights in the collateral should the borrower fail financially as well as risk of loss in the value of collateral or the value of the investments made with the collateral. Income and fees are recorded in the Statement of Operations as securities lending income.

K. New Accounting Pronouncements

In December 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-11, “Disclosures about Offsetting Assets and Liabilities”, which was subsequently clarified in ASU 2013-01 “Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities” which was issued in January 2013. The amended Standard requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The new and revised disclosures are effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. All required changes to accounting policies have been made in accordance with ASU No. 2011-11 and 2013-01.

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 assets over $1 billion
Conservative Growth Lifestyle Fund	0.10%

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NOTES TO FINANCIAL STATEMENTS — (continued)

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 Opportunities 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 assets over $750 million
Moderate Growth Lifestyle Fund	0.10%
Money Market II Fund	0.25%
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 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

VALIC has entered into sub-advisory agreements with the following:

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

Massachusetts Financial Services Company (“MFS”)—subadviser for a portion of the International Opportunities Fund.

PineBridge Investments, LLC (“PineBridge”)—subadviser for the Strategic Bond Fund, Core Bond Fund, Aggressive, Moderate and Conservative Growth Lifestyle Funds.

Robeco Investment Management, Inc. (“Robeco”)—subadviser for a portion of the Mid Cap Value Fund.

SunAmerica Asset Management, LLC (“SunAmerica”)—subadviser for the Money Market II Fund and the Socially Responsible Fund

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

Tocqueville Asset Management LP (“Tocqueville”)—subadviser for a portion of the Mid Cap Value Fund.

UBS Global Asset Management (Americas), Inc. (“UBS Global”)—subadviser for a portion of the International Opportunities Fund.

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

Wells Capital Management, Inc. (“Wells Capital”)(1)—subadviser for the Mid Cap Growth Fund.

(1) Effective December 9, 2013, Wells Capital replaced Columbia Management Advisors, LLC as the subadviser of the Mid Cap Growth Fund.

The subadvisers are compensated for their services by VALIC.

VALIC has contractually agreed to waive fees and/or reimburse expenses, if necessary, to keep annual operating expenses at or below the following percentages of each Fund’s average daily net assets through December 31, 2015. For the purposes of waived fee and/or reimbursed expense calculations, annual fund operating expenses shall not include

128

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

extraordinary expenses, as determined under generally accepted accounting principles, litigation, or acquired fund fees and expenses, brokerage commissions and other transactional expenses relating to the purchase and sale of portfolio securities, interest, taxes and governmental fees, and other expenses not incurred in the ordinary course of a Fund’s business. 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 Trustees”).

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 Opportunities		1.00	%
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	%

For the year ended August 31, 2014, pursuant to the contractual expense limitations in the above table, VALIC waived fees and/or reimbursed expenses as follows:

Fund	Amount
Aggressive Growth Lifestyle	$	178,075
Capital Appreciation		113,472
Conservative Growth Lifestyle		133,622
Core Bond		269,273
High Yield Bond		110,715
International Opportunities		1,217,255
Large Cap Value		148,133
Mid Cap Growth		500,446
Mid Cap Value		39,486
Moderate Growth Lifestyle		241,378
Money Market II		149,868
Small Cap Growth		114,594
Small Cap Value		428,497
Socially Responsible		301,218
Strategic Bond		—

VALIC may also voluntarily waive fees and/or reimburse expenses, including to avoid a negative yield on the Money Market II Fund. The voluntary waivers and/or reimbursements may be terminated at any time at the option of VALIC. The exact amount of the voluntary waivers and/or reimbursements 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, 2014, VALIC voluntarily waived fees and/or reimbursed expenses of $735,092 for the Money Market II Fund.

VC II, on behalf of each Fund, other than the Lifestyle Funds, has entered into an Administrative Services Agreement with SunAmerica (“Administrator”), an affiliate of the Adviser. SunAmerica receives from each Fund in the Series and VCI, other than the Lifestyle Funds, an annual fee of 0.06% based upon each Fund’s average daily net assets, plus the following Accounting Basis Point Fee†: 0.0075% on the first $75 billion; 0.0060% on the next $25 billion; and 0.0050% in excess of $100 billion. Pursuant to the Administrative Services Agreement, SunAmerica provides administrative services to the Funds, 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 year ended August 31, 2014, VC II expensed $3,694,719 for accounting and administrative services.

† Accounting Basis Point Fee is calculated based upon all assets in all registered management investment companies managed and/or administered by the Administrator and VALIC, other than “funds-of-funds” and “feeder funds.”

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VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

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 in the Series and VC I 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 year ended August 31, 2014, VC II expensed $39,382 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 year ended August 31, 2014, VC II expensed $13,645,470 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 three 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 year ended August 31, 2014, VC II has deferred $17,880 of trustee compensation.

At August 31, 2014, 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		99.96%
International Opportunities		100.00%
Large Cap Value		100.00%
Mid Cap Growth		100.00%
Mid Cap Value		99.75%
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		99.95%

As disclosed in the Portfolio of Investments, certain Funds own shares of various VC I or VC II Funds and securities issued by AIG or an affiliate thereof. During the year ended August 31, 2014, transactions in these securities were as follows:

Aggressive Growth Lifestyle Fund

Security	Income		Capital Gain Distribution Received		Market Value at 08/31/2013		Cost of Purchases†		Proceeds from Sales		Realized Gain/(Loss)			Change in Unrealized Gain/(Loss)			Market Value at 08/31/2014
VALIC Co. I Blue Chip Growth Fund	$	37,440	$	843,658	$	15,571,594	$	10,046,389	$	199,997	$	127,967		$	3,904,465		$	29,450,418
VALIC Co. I Capital Conservation Fund		—		—		2,809,271		—		2,849,784		(79,205	)		119,718			—
VALIC Co. I Dividend Value Fund		696,364		—		35,871,613		1,011,921		17,403,629		5,438,440			(853,960	)		24,064,385
VALIC Co. I Emerging Economies Fund		359,344		—		46,391,922		1,666,602		27,122,468		1,469,883			3,813,564			26,219,503
VALIC Co. I Foreign Value Fund		403,656		—		4,928,408		27,573,374		—		—			1,801,445			34,303,227
VALIC Co. I Global Real Estate Fund		1,362,710		1,646,601		23,014,801		5,031,833		833,641		291,433			1,018,077			28,522,503
VALIC Co. I Government Securities Fund		75,540		12,365		3,719,993		237,295		463,863		(26,380	)		87,644			3,554,689
VALIC Co. I Inflation Protected Fund		—		—		—		1,192,862		—		—			43,087			1,235,949
VALIC Co. I International Equities Index Fund		588,514		—		13,780,707		18,360,425		2,497,986		517,062			1,651,850			31,812,058
VALIC Co. I International Growth Fund		206,571		—		8,373,834		13,702,937		1,478,233		343,241			985,340			21,927,119
VALIC Co. I Mid Cap Index Fund		257,569		962,979		17,701,350		9,305,012		4,576,906		561,511			2,602,748			25,593,715
VALIC Co. I Mid Cap Strategic Growth Fund		17,836		42,454		1,570,734		4,646,141		930		207			297,521			6,513,673
VALIC Co. I Nasdaq-100 Index Fund		119,872		76,909		11,668,115		3,374,027		1,030,886		238,607			3,784,983			18,034,846
VALIC Co. I Science & Technology Fund		19,930		—		11,777,358		2,590,808		177,245		80,065			4,226,814			18,497,800
VALIC Co. I Small Cap Index Fund		282,227		521,269		9,192,314		14,096,403		5,108,248		1,001,292			549,945			19,731,706
VALIC Co. I Small Cap Special Values Fund		74,823		—		9,320,743		343,456		2,998,308		1,346,419			696,126			8,708,436
VALIC Co. I Stock Index Fund		943,990		1,323,309		59,256,437		41,218,123		50,178,684		10,341,305			971,241			61,608,422
VALIC Co. I Value Fund		30,101		—		2,177,328		68,845		785,529		164,884			167,072			1,792,600

130

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Aggressive Growth Lifestyle Fund (continued)

Security	Income		Capital Gain Distribution Received		Market Value at 08/31/2013		Cost of Purchases†		Proceeds from Sales		Realized Gain/(Loss)			Change in Unrealized Gain/(Loss)			Market Value at 08/31/2014
VALIC Co. II Capital Appreciation Fund	$	66,760	$	—	$	13,103,356	$	406,495	$	596,153	$	363,315		$	2,755,341		$	16,032,354
VALIC Co. II Core Bond Fund		514,775		198,318		25,725,128		7,635,563		5,283,043		(80,808	)		1,049,365			29,046,205
VALIC Co. II High Yield Bond Fund		621,744		—		7,253,388		7,355,340		1,201,319		151,963			225,844			13,785,216
VALIC Co. II International Opportunities Fund		72,860		—		—		7,364,798		—		—			(112,528	)		7,252,270
VALIC Co. II Large Cap Value Fund		74,934		—		5,853,055		175,056		216,163		53,345			1,182,079			7,047,372
VALIC Co. II Mid Cap Growth Fund		5,197		669,519		5,030,289		3,145,394		529,652		114,622			(72,303	)		7,688,350
VALIC Co. II Mid Cap Value Fund		89,479		1,785,282		32,852,458		2,019,048		10,286,936		5,660,398			(507,160	)		29,737,808
VALIC Co. II Small Cap Growth Fund		—		622,477		5,551,477		2,687,399		454,163		76,855			(263,002	)		7,598,566
VALIC Co. II Small Cap Value Fund		165,140		1,758,858		19,763,862		2,117,055		6,622,807		1,544,562			(107,998	)		16,694,674
VALIC Co. II Strategic Bond Fund		644,330		170,122		6,874,055		12,305,019		4,178,981		30,073			644,256			15,674,422
	$	7,731,706	$	10,634,120	$	399,133,590	$	199,677,620	$	147,075,554	$	29,731,056		$	30,661,574		$	512,128,286

† Includes reinvestment of distributions paid.

Conservative Growth Lifestyle Fund

Security	Income		Capital Gain Distribution Received		Market Value at 08/31/2013		Cost of Purchases†		Proceeds from Sales		Realized Gain/(Loss)			Change in Unrealized Gain/(Loss)			Market Value at 08/31/2014
VALIC Co. I Blue Chip Growth Fund	$	14,997	$	337,943	$	5,370,549	$	4,519,524	$	56,118	$	19,618		$	1,453,317		$	11,306,890
VALIC Co. I Capital Conservation Fund		162,563		78,996		7,164,672		644,523		1,720,379		(13,634	)		139,969			6,215,151
VALIC Co. I Dividend Value Fund		205,993		—		10,484,054		359,102		7,397,747		2,271,888			(1,000,969	)		4,716,328
VALIC Co. I Emerging Economies Fund		136,692		—		19,596,314		671,849		12,433,843		478,945			1,672,722			9,985,987
VALIC Co. I Foreign Value Fund		159,233		—		2,449,978		9,079,610		—		—			726,636			12,256,224
VALIC Co. I Global Real Estate Fund		424,170		512,536		7,129,294		1,558,480		221,904		60,836			342,729			8,869,435
VALIC Co. I Government Securities Fund		124,514		20,381		5,657,400		367,252		284,042		(11,754	)		105,453			5,834,309
VALIC Co. I Inflation Protected Fund		228,454		60,483		11,573,465		2,245,602		212,107		12,277			445,425			14,064,662
VALIC Co. I International Equities Index Fund		199,145		—		2,660,734		10,481,776		2,229,131		287,203			256,231			11,456,813
VALIC Co. I International Growth Fund		78,589		—		1,700,495		5,526,166		—		—			390,158			7,616,819
VALIC Co. I Mid Cap Index Fund		97,966		366,267		7,904,928		3,674,183		1,754,116		211,915			1,155,330			11,192,240
VALIC Co. I Mid Cap Strategic Growth Fund		5,662		13,478		—		1,998,778		—		—			37,586			2,036,364
VALIC Co. I Nasdaq-100 Index Fund		29,237		18,758		2,882,445		882,454		376,493		87,325			887,168			4,362,899
VALIC Co. I Science & Technology Fund		6,321		—		2,434,433		2,321,915		89,860		42,299			1,124,153			5,832,940
VALIC Co. I Small Cap Index Fund		107,363		198,301		4,114,871		4,635,593		3,143,608		616,193			72,841			6,295,890
VALIC Co. I Small Cap Special Values Fund		14,759		—		1,742,403		126,737		86,088		26,021			375,265			2,184,338
VALIC Co. I Stock Index Fund		347,376		486,961		23,292,588		24,241,730		28,473,974		4,062,379			94,254			23,216,977
VALIC Co. I Value Fund		4,760		—		630,666		7,218		537,793		111,420			(51,392	)		160,119
VALIC Co. II Capital Appreciation Fund		13,200		—		2,708,287		74,087		242,309		149,031			493,232			3,182,328
VALIC Co. II Core Bond Fund		1,147,216		441,967		58,654,875		29,227,956		20,279,518		(919,067	)		3,118,497			69,802,743
VALIC Co. II High Yield Bond Fund		1,337,797		—		19,557,688		8,520,197		996,814		95,531			830,935			28,007,537
VALIC Co. II International Opportunities Fund		18,118		—		—		1,841,973		—		—			(28,123	)		1,813,850
VALIC Co. II Large Cap Value Fund		20,328		—		1,977,776		156,823		588,033		134,318			234,947			1,915,831
VALIC Co. II Mid Cap Growth Fund		1,401		180,466		951,926		1,288,716		149,042		32,394			(54,693	)		2,069,301
VALIC Co. II Mid Cap Value Fund		30,571		609,960		10,901,811		743,499		3,189,259		1,428,969			297,204			10,182,224
VALIC Co. II Small Cap Growth Fund		—		107,130		389,094		1,104,758		82,690		7,398			(116,911	)		1,301,649
VALIC Co. II Small Cap Value Fund		27,447		292,318		5,104,937		386,131		3,170,489		778,477			(307,045	)		2,792,011
VALIC Co. II Strategic Bond Fund		1,974,622		521,357		45,312,021		9,736,163		3,252,321		503,630			1,775,445			54,074,938
	$	6,918,494	$	4,247,302	$	262,347,704	$	126,422,795	$	90,967,678	$	10,473,612		$	14,470,364		$	322,746,797

† Includes reinvestment of distributions paid.

131

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Moderate Growth Lifestyle Fund

Security	Income		Capital Gain Distribution Received		Market Value at 08/31/2013		Cost of Purchases†		Proceeds from Sales		Realized Gain/(Loss)			Change in Unrealized Gain/(Loss)			Market Value at 08/31/2014
VALIC Co. I Blue Chip Growth Fund	$	45,529	$	1,025,919	$	17,783,041	$	13,448,935	$	143,322	$	65,906		$	4,675,137		$	35,829,697
VALIC Co. I Capital Conservation Fund		197,482		95,965		10,666,301		917,808		4,079,436		(33,804	)		218,469			7,689,338
VALIC Co. I Dividend Value Fund		750,853		—		36,614,182		1,130,582		18,981,979		5,957,816			(1,225,874	)		23,494,727
VALIC Co. I Emerging Economies Fund		442,798		—		57,395,301		2,384,264		33,661,013		1,787,339			4,772,998			32,678,889
VALIC Co. I Foreign Value Fund		483,580		—		6,760,162		34,754,286		—		—			2,298,367			43,812,815
VALIC Co. I Global Real Estate Fund		1,576,136		1,904,490		26,284,043		6,124,078		608,503		296,132			1,224,746			33,320,496
VALIC Co. I Government Securities Fund		217,201		35,553		9,913,876		747,374		540,291		(30,514	)		196,006			10,286,451
VALIC Co. I Inflation Protected Fund		205,673		54,451		10,304,771		2,895,541		113,339		6,566			435,405			13,528,944
VALIC Co. I International Equities Index Fund		836,034		—		17,980,869		31,647,784		8,658,484		1,342,719			1,287,047			43,599,935
VALIC Co. I International Growth Fund		254,559		—		7,961,691		15,535,142		325,535		75,540			1,376,748			24,623,586
VALIC Co. I Mid Cap Index Fund		297,539		1,112,412		22,172,499		10,942,011		1,568,569		192,438			3,909,391			35,647,770
VALIC Co. I Mid Cap Strategic Growth Fund		20,605		49,046		1,287,865		6,216,030		24,770		4,881			275,255			7,759,261
VALIC Co. I Nasdaq-100 Index Fund		142,025		91,122		13,723,443		3,203,541		240,928		63,684			4,782,279			21,532,019
VALIC Co. I Science & Technology Fund		25,435		—		14,605,507		3,880,651		60,797		26,360			5,419,525			23,871,246
VALIC Co. I Small Cap Index Fund		369,511		682,482		12,300,419		18,295,232		7,640,129		1,497,578			612,862			25,065,962
VALIC Co. I Small Cap Special Values Fund		76,835		—		8,938,350		708,103		2,079,891		928,383			1,109,320			9,604,265
VALIC Co. I Stock Index Fund		1,260,859		1,767,505		73,877,475		62,812,584		73,423,302		13,347,728			855,415			77,469,900
VALIC Co. I Value Fund		28,974		—		2,664,157		64,398		1,477,668		304,868			36,955			1,592,710
VALIC Co. II Capital Appreciation Fund		75,283		—		14,338,867		543,719		130,183		77,639			3,371,402			18,201,444
VALIC Co. II Core Bond Fund		2,118,506		816,158		98,644,313		35,595,795		15,190,002		(54,749	)		3,956,353			122,951,710
VALIC Co. II High Yield Bond Fund		1,833,219		—		23,130,051		16,328,496		1,914,992		200,279			1,004,114			38,747,948
VALIC Co. II International Opportunities Fund		90,026		—		—		7,637,274		—		—			(119,487	)		7,517,787
VALIC Co. II Large Cap Value Fund		78,683		—		5,941,002		437,188		202,959		50,002			1,238,684			7,463,917
VALIC Co. II Mid Cap Growth Fund		6,174		795,437		5,698,725		4,043,992		582,074		125,967			(103,265	)		9,183,345
VALIC Co. II Mid Cap Value Fund		120,121		2,396,655		42,817,839		2,915,063		12,448,384		7,366,242			(625,187	)		40,025,573
VALIC Co. II Small Cap Growth Fund		—		608,615		4,946,689		3,128,109		399,414		34,122			(264,685	)		7,444,821
VALIC Co. II Small Cap Value Fund		153,011		1,629,669		20,559,468		2,044,610		8,700,090		2,093,256			(454,292	)		15,542,952
VALIC Co. II Strategic Bond Fund		2,148,370		567,231		38,889,074		20,250,945		1,204,450		191,420			1,936,919			60,063,908
	$	13,855,021	$	13,632,710	$	606,199,980	$	308,633,535	$	194,400,504	$	35,917,798		$	42,200,607		$	798,551,416

† Includes reinvestment of distributions paid.

Note 4 — Purchases and Sales of Investment Securities

The cost of purchases and proceeds from sales and maturities of long-term investments during the year ended August 31, 2014 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	$	181,311,794	$	147,075,554	$	—	$	—
Capital Appreciation		35,462,991		35,672,384		—		—
Conservative Growth Lifestyle		115,256,999		90,967,678		—		—
Core Bond		886,379,856		806,109,469		704,471,117		639,717,292
High Yield Bond		215,771,755		138,669,938		—		—
International Opportunities		409,444,912		412,803,836		—		—
Large Cap Value		111,532,317		116,775,940		—		—
Mid Cap Growth		279,163,915		264,469,313		—		—
Mid Cap Value		255,896,652		336,164,256		—		—
Moderate Growth Lifestyle		281,145,804		194,400,504		—		—
Small Cap Growth		73,302,300		71,556,985		—		—
Small Cap Value		248,397,709		263,881,576		700,806		660,000
Socially Responsible		152,111,021		190,131,710		5,000,000		5,000,000
Strategic Bond		859,205,493		817,420,352		236,130,559		228,266,770

132

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Note 5 — Federal Income Taxes

The following details 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 by temporary book/tax differences primarily arising from wash sales, post October losses, investments in passive foreign investment companies, treatment of deferred compensation, late year ordinary losses, straddles, investments in partnerships, treatment of defaulted securities and derivative transactions.

The information in the following table is presented on the basis of cost for Federal Income Tax purposes at August 31, 2014

Fund	Identified Cost of Investments Owned		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Aggressive Growth Lifestyle	$	436,087,529	$	80,009,512	$	(3,968,755	)	$	76,040,757
Capital Appreciation		66,303,605		21,249,577		(317,428	)		20,932,149
Conservative Growth Lifestyle		301,405,870		23,207,806		(1,866,879	)		21,340,927
Core Bond		963,377,212		20,233,450		(3,939,001	)		16,294,449
High Yield Bond		419,952,098		17,365,335		(7,042,251	)		10,323,084
International Opportunities		497,185,733		100,926,936		(14,068,063	)		86,858,873
Large Cap Value		173,097,022		50,097,821		(1,687,181	)		48,410,640
Mid Cap Growth		152,681,702		17,439,959		(3,116,485	)		14,323,474
Mid Cap Value		720,040,682		260,461,861		(6,565,304	)		253,896,557
Moderate Growth Lifestyle		707,328,931		95,273,280		(4,050,795	)		91,222,485
Money Market		170,699,606		—		—			—
Small Cap Growth		115,262,195		23,216,830		(7,599,029	)		15,617,801
Small Cap Value		480,616,270		112,903,390		(16,246,715	)		96,656,675
Socially Responsible		614,105,416		197,536,021		(3,293,503	)		194,242,518
Strategic Bond		752,823,666		21,097,767		(8,468,713	)		12,629,054

The tax character of distributions paid may differ from the Statement of Changes in Net Assets due to short-term gains treated as ordinary income distributions for tax purposes. The tax basis distributable earnings at August 31, 2014 and the tax character of distributions paid during they year ended August 31, 2014 were as follows:

	Distributable Earnings							Tax Distributions
Fund	Ordinary Income		Long- Term Gains/ Capital and Other Losses			Unrealized Appreciation (Depreciation)@		Ordinary Income		Long-Term Capital Gains
Aggressive Growth Lifestyle	$	10,015,465	$	36,393,527		$	76,040,757	$	5,633,754	$	3,054,279
Capital Appreciation		272,960		(667,686	)		20,932,149		366,049		—
Conservative Growth Lifestyle		12,368,253		9,535,583			21,340,927		9,716,705		4,100,935
Core Bond		21,848,211		(35,629	)		16,294,449		20,149,056		3,719,865
High Yield Bond		21,224,432		(26,334,290	)		10,321,579		19,808,145		—
International Opportunities		7,671,663		(124,758,755	)		86,675,119		7,277,253		—
Large Cap Value		2,757,320		(59,300,402	)		48,410,640		2,408,346		—
Mid Cap Growth		5,454,990		17,636,410			14,323,474		3,684,162		10,037,194
Mid Cap Value		10,351,283		84,674,152			253,894,844		3,091,142		56,373,098
Moderate Growth Lifestyle		18,139,636		43,143,104			91,222,485		16,065,393		12,265,353
Money Market II		1,863		(278,143	)		—		18,269		—
Small Cap Growth		420,828		11,884,694			15,617,801		3,069,905		6,217,603
Small Cap Value		14,050,540		58,508,730			96,656,686		20,660,300		38,540,440
Socially Responsible		8,356,671		(23,885,951	)		194,242,518		8,877,502		—
Strategic Bond		33,663,602		1,806,930			12,602,500		30,465,101		3,797,512

@ 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, 2013 were as follows:

	Tax Distributions
Fund	Ordinary Income		Long-Term Capital Gains
Aggressive Growth Lifestyle	$	4,428,478	$	—
Capital Appreciation		273,434		—
Conservative Growth Lifestyle		4,440,622		3,708,358
Core Bond		24,934,900		2,414,931
High Yield Bond		17,421,859		—
International Opportunities		10,343,419		—

133

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

	Tax Distributions
Fund	Ordinary Income		Long-Term Capital Gains
Large Cap Value	$	2,012,482	$	—
Mid Cap Growth		130,631		1,567,556
Mid Cap Value		3,119,387		—
Moderate Growth Lifestyle		7,680,482		7,772,482
Money Market II		17,900		—
Small Cap Growth		—		7,237,663
Small Cap Value		2,336,976		7,955,107
Socially Responsible		8,741,440		—
Strategic Bond		27,317,176		3,980,546

As of August 31, 2014, for Federal income tax purposes, the Funds indicated below have capital loss carryforwards, which expire in the year indicated, which are available to offset future capital gains, if any:

	Capital Loss Carryforward†				Unlimited†
Fund	2017		2018		ST		LT
Aggressive Growth Lifestyle	$	—	$	—	$	—	$	—
Capital Appreciation		—		667,686		—		—
Conservative Growth Lifestyle		—		—		—		—
Core Bond		—		—		—		35,629
High Yield Bond		—		26,334,290		—		—
International Opportunities		—		124,758,755		—		—
Large Cap Value		13,365,251		45,935,151		—		—
Mid Cap Growth		—		—		—		—
Mid Cap Value		—		—		—		—
Moderate Growth Lifestyle		—		—		—		—
Money Market II		278,143		—		—		—
Small Cap Growth		—		—		—		—
Small Cap Value		—		—		—		—
Socially Responsible		—		23,885,951		—		—
Strategic Bond		—		—		—		—

† On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. The changes are generally effective for taxable years beginning after the date of enactment. Under the Act, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after the date of enactment for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term losses rather than being considered all short-term as under previous law.

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

Fund	Capital Loss Carryforward Utilized
Aggressive Growth Lifestyle	$	—
Capital Appreciation		9,287,528
Conservative Growth Lifestyle		—
Core Bond		—
High Yield Bond		2,074,322
International Opportunities		51,779,872
Large Cap Value		24,341,332
Mid Cap Growth		—
Mid Cap Value		—
Moderate Growth Lifestyle		—
Money Market II		3,813
Small Cap Growth		—
Small Cap Value		—
Socially Responsible		59,378,261
Strategic Bond		—

134

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

Under the current tax law, capital losses realized after October 31 and late year ordinary losses may be deferred and treated as occurring on the first day of the following year. For the fiscal year ended August 31, 2014, the Funds elected to defer late year ordinary losses and post October capital losses as follows:

Fund	Deferred Late Year Ordinary Loss		Deferred Post-October Short-Term Capital  Loss		Deferred Post-October Long-Term Capital  Loss
Aggressive Growth Lifestyle	$	—	$	—	$	—
Capital Appreciation		—		—		—
Conservative Growth Lifestyle		—		—		—
Core Bond		—		—		625,206
High Yield Bond		—		—		—
International Opportunities		—		—		—
Large Cap Value		—		—		—
Mid Cap Growth		577,341		—		—
Mid Cap Value		—		—		—
Moderate Growth Lifestyle		—		—		—
Money Market II		—		—		—
Small Cap Growth		595,006		—		—
Small Cap Value		—		—		—
Socially Responsible		—		—		—
Strategic Bond		—		—		—

For the year ended August 31, 2014, 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, foreign capital gains tax, partnership sales, disposition of passive foreign investment companies securities, distribution reclasses, sales of contingent payment debt instruments, fair fund payments, 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	$	1,408,628		$	(1,408,628	)	$	—
Capital Appreciation		1,382			(1,382	)		—
Conservative Growth Lifestyle		811,760			(811,760	)		—
Core Bond		1,915,637			(1,915,637	)		—
High Yield Bond		634,636			(634,636	)		—
International Opportunities		(2,502	)		2,502			—
Large Cap Value		156			(156	)		—
Mid Cap Growth		238,608			(238,608	)		—
Mid Cap Value		(2,599	)		2,599			—
Moderate Growth Lifestyle		2,021,928			(2,021,928	)		—
Money Market II		—			—			—
Small Cap Growth		751,784			(751,784	)		—
Small Cap Value		256,659			(256,659	)		—
Socially Responsible		91			(91	)		—
Strategic Bond		(1,417,474	)		1,417,474			—

Note 6 — Capital Share Transactions

Transactions in capital shares of each class of each Fund were as follows:

	Aggressive Growth Lifestyle												Capital Appreciation
	For the year ended August 31, 2014						For the year ended August 31, 2013						For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		5,312,915		$	60,672,814			6,686,155		$	66,081,617			530,162		$	7,936,110			658,980		$	7,718,439
Reinvested dividends		754,169			8,688,033			471,616			4,428,478			24,918			366,049			24,926			273,434
Shares redeemed		(2,276,432	)		(25,985,601	)		(2,432,223	)		(23,887,011	)		(533,978	)		(7,961,858	)		(657,156	)		(7,748,611	)
Net increase (decrease)		3,790,652		$	43,375,246			4,725,548		$	46,623,084			21,102		$	340,301			26,750		$	243,262

135

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

	Conservative Growth Lifestyle												Core Bond
	For the year ended August 31, 2014						For the year ended August 31, 2013						For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		4,658,795		$	60,332,672			8,083,898		$	98,521,522			20,630,749		$	225,040,721			29,317,730		$	323,066,644
Reinvested dividends		1,086,292			13,817,640			688,840			8,148,980			2,187,802			23,868,921			2,477,340			27,349,831
Shares redeemed		(2,766,588	)		(35,746,516	)		(3,969,183	)		(48,539,397	)		(9,744,877	)		(106,801,764	)		(15,400,498	)		(172,962,670	)
Net increase (decrease)		2,978,499		$	38,403,796			4,803,555		$	58,131,105			13,073,674		$	142,107,878			16,394,572		$	177,453,805
	High Yield Bond												International Opportunities
	For the year ended August 31, 2014						For the year ended August 31, 2013						For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		9,347,766		$	73,669,111			12,677,988		$	97,622,829			2,815,032		$	43,705,488			2,335,665		$	31,701,189
Reinvested dividends		2,529,776			19,808,145			2,326,016			17,421,859			468,291			7,277,253			826,152			10,343,419
Shares redeemed		(3,660,135	)		(29,004,015	)		(7,484,341	)		(57,830,577	)		(3,495,458	)		(53,480,083	)		(6,652,512	)		(86,741,344	)
Net increase (decrease)		8,217,407		$	64,473,241			7,519,663		$	57,214,111			(212,135	)	$	(2,497,342	)		(3,490,695	)	$	(44,696,736	)
	Large Cap Value												Mid Cap Growth
	For the year ended August 31, 2014						For the year ended August 31, 2013						For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		676,522		$	10,912,016			1,759,527		$	22,821,556			2,692,078		$	28,583,502			1,239,921		$	11,587,152
Reinvested dividends		146,404			2,408,346			167,567			2,012,482			1,462,832			13,721,356			205,841			1,698,187
Shares redeemed		(1,221,278	)		(19,881,774	)		(1,844,918	)		(24,297,047	)		(1,622,168	)		(16,719,946	)		(4,748,239	)		(42,041,390	)
Net increase (decrease)		(398,352	)	$	(6,561,412	)		82,176		$	536,991			2,532,742		$	25,584,912			(3,302,477	)	$	(28,756,051	)
	Mid Cap Value												Moderate Growth Lifestyle
	For the year ended August 31, 2014						For the year ended August 31, 2013						For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		1,003,285		$	24,230,539			3,865,409		$	72,167,204			7,866,117		$	119,215,315			10,338,490		$	141,105,325
Reinvested dividends		2,490,127			59,464,240			171,584			3,119,387			1,884,947			28,330,746			1,184,136			15,452,964
Shares redeemed		(4,628,540	)		(113,244,995	)		(4,451,176	)		(90,660,720	)		(2,103,273	)		(31,771,418	)		(2,549,950	)		(34,812,534	)
Net increase (decrease)		(1,135,128	)	$	(29,550,216	)		(414,183	)	$	(15,374,129	)		7,647,791		$	115,774,643			8,972,676		$	121,745,755
	Money Market II												Small Cap Growth
	For the year ended August 31, 2014						For the year ended August 31, 2013						For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		66,853,797		$	66,853,797			77,063,382		$	77,063,382			1,505,200		$	26,235,149			1,076,871		$	15,564,509
Reinvested dividends		18,269			18,269			17,900			17,900			623,323			9,287,508			589,867			7,237,663
Shares redeemed		(82,111,025	)		(82,111,025	)		(78,709,031	)		(78,709,031	)		(1,460,726	)		(24,571,780	)		(1,359,114	)		(19,015,830	)
Net increase (decrease)		(15,238,959	)	$	(15,238,959	)		(1,627,749	)	$	(1,627,749	)		667,797		$	10,950,877			307,624		$	3,786,342
	Small Cap Value												Socially Responsible
	For the year ended August 31, 2014						For the year ended August 31, 2013						For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount			Shares			Amount			Shares			Amount
Shares sold		1,002,396		$	17,183,239			3,297,019		$	44,891,555			712,133		$	11,918,108			496,224		$	6,718,383
Reinvested dividends		3,777,967			59,200,740			795,985			10,292,083			516,434			8,877,502			700,998			8,741,440
Shares redeemed		(3,308,871	)		(57,210,008	)		(4,099,660	)		(60,972,696	)		(3,663,969	)		(61,792,800	)		(9,990,591	)		(133,728,119	)
Net increase (decrease)		1,471,492		$	19,173,971			(6,656	)	$	(5,789,058	)		(2,435,402	)	$	(40,997,190	)		(8,793,369	)	$	(118,268,296	)

136

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

	Strategic Bond
	For the year ended August 31, 2014						For the year ended August 31, 2013
	Shares			Amount			Shares			Amount
Shares sold		5,328,835		$	61,800,255			11,050,967		$	129,399,292
Reinvested dividends		2,971,606			34,262,613			2,714,460			31,297,722
Shares redeemed		(5,549,987	)		(64,426,066	)		(5,428,017	)		(62,995,063	)
Net increase (decrease)		2,750,454		$	31,636,802			8,337,410		$	97,701,951

Note 7 — Expense Reductions

Through expense offset arrangements resulting from broker commission recapture, a portion of the expenses of the Funds set forth below have been reduced. For the year ended August 31, 2014, the amount of expense reductions received by each Fund used to offset non-affiliated expenses were as follows:

Fund	Amount
Capital Appreciation	$	5,613
International Opportunities		566
Large Cap Value		20,982
Mid Cap Growth		18,747
Mid Cap Value		8,343
Small Cap Growth		4,825
Small Cap Value		33,625

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 investments 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 August 31, 2014, the Funds had 28.1%, 35.5%, and 3.9%, respectively, of their 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 Opportunities Fund. At August 31, 2014, the International Opportunities Fund had 20.6% and 15.5% of its net assets invested in equity securities domiciled in United Kingdom and Japan, respectively.

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 August 31, 2014, the Strategic Bond Fund had 31.3% of its net assets invested in such securities.

Note 9 — Line of Credit

The Series and VCI have established a $85 million committed and a $40 million uncommitted line of credit with State Street Bank and Trust Company, the Funds’ custodian. Interest is currently payable at the higher of the Federal Funds Rate plus 125 basis points or the overnight London Interbank Offered Rate plus 125 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 10 basis points per annum on the daily unused portion of the committed line of credit which is included in other expenses on the Statements of Operations. Borrowings under the line of credit will commence when the respective Fund’s cash shortfall exceeds $100,000.

137

VALIC Company II

NOTES TO FINANCIAL STATEMENTS — (continued)

For the year ended August 31, 2014, the following Funds had borrowings:

Fund	Days Outstanding		Interest Charges		Average Debt Utilized		Weighted Average Interest
International Opportunities		31	$	486	$	415,537		1.36	%
Large Cap Value		18		124		148,679		1.35	%
Mid Cap Growth		2		33		443,913		1.35	%
Small Cap Growth		1		16		417,583		1.35	%

At August 31, 2014, the International Opportunities Fund had $203,601 in borrowings outstanding at an interest rate of 1.34%.

Note 10 — Interfund Lending Agreement

Pursuant to the exemptive relief granted by the SEC, 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 year ended August 31, 2014, none of the Funds participated in this program.

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. The affiliated funds involved in such transactions must have a common investment adviser or investment advisers which are affiliated persons of each other, 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. No brokerage commission or fee (except for customary transfer fees), or other remuneration is paid in connection with such transactions.

For the year ended August 31, 2014, the following Funds engaged in security transactions with affiliated Funds:

Fund	Cost of Purchases		Proceeds from Sales		Realized Gain/ Loss
International Opportunities	$	493,631	$	720,224	$	116,243

For the year ended August 31, 2014, the following Funds incurred brokerage commissions with affiliated brokers which are affiliates of a sub-advisor:

Affiliated Broker	International Opportunities		Small Cap Value		Mid Cap Growth
UBS AG	$	28,137	$	—	$	—
J.P. Morgan Clearing Corp.		—		29		—
Wells Fargo Securities, LLC		—		—		1,245

Note 12 — Unfunded Loan Commitments

At August 31, 2014, the Strategic Bond Fund had the following unfunded loan commitment which could be extended at the option of the Borrower:

Borrower	Type		Maturity Date		Principal Amount		Value
SI Organization, Inc		Delayed Draw		7/15/2015	$	120,910	$	121,364

138

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,
	2014			2013			2012			2011			2010			2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	10.30		$	9.22		$	8.44		$	7.41		$	6.96		$	12.82		$	10.92		$	9.37		$	8.01		$	7.51
Income (loss) from investment operations:
Net investment income (loss)(d)		0.18			0.11			0.14			0.19			0.22			0.05			0.07			0.05			0.05			0.05
Net realized and unrealized gain (loss) on investments and foreign currencies		1.77			1.10			0.79			1.02			0.35			3.08			1.88			1.55			1.35			0.54
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		1.95			1.21			0.93			1.21			0.57			3.13			1.95			1.60			1.40			0.59
Distributions from:
Net investment income		(0.11	)		(0.13	)		(0.15	)		(0.18	)		(0.12	)		(0.07	)		(0.05	)		(0.05	)		(0.04	)		(0.09	)
Net realized gain on securities		(0.10	)		–			–			–			–			–			–			–			–			–
Total distributions		(0.21	)		(0.13	)		(0.15	)		(0.18	)		(0.12	)		(0.07	)		(0.05	)		(0.05	)		(0.04	)		(0.09	)
Net asset value at end of period	$	12.04		$	10.30		$	9.22		$	8.44		$	7.41		$	15.88		$	12.82		$	10.92		$	9.37		$	8.01
TOTAL RETURN(a)		19.03	%		13.21	%		11.15	%		16.33	%		8.11	%		24.43	%		17.93	%		17.13	%		17.41	%		7.79	%
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)		0.85	%		0.85	%		0.85	%		0.85	%		0.85	%
Ratio of expenses to average net assets(c)		0.14	%(e)		0.15	%(e)		0.16	%(e)		0.18	%(e)		0.20	%(e)		0.99	%		1.01	%		1.07	%		1.03	%		1.08	%
Ratio of expense reductions to average net assets		–			–			–			–			–			0.01	%		0.01	%		0.01	%		–			–
Ratio of net investment income (loss) to average net assets(b)		1.56	%(e)		1.11	%(e)		1.62	%(e)		2.26	%(e)		2.92	%(e)		0.31	%		0.58	%		0.53	%		0.48	%		0.56	%
Ratio of net investment income (loss) to average net assets(c)		1.52	%(e)		1.06	%(e)		1.55	%(e)		2.18	%(e)		2.81	%(e)		0.17	%		0.42	%		0.32	%		0.29	%		0.33	%
Portfolio turnover rate		32	%		41	%		44	%		62	%		43	%		44	%		44	%		119	%		52	%		61	%
Number of shares outstanding at end of period (000’s)		42,546			38,755			34,029			21,941			16,549			5,491			5,470			5,443			4,674			5,069
Net assets at the end of period (000’s)	$	512,113		$	399,133		$	313,655		$	185,211		$	122,655		$	87,214		$	70,095		$	59,413		$	43,798		$	40,601

^(a)  Total return includes, 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.

See Notes to Financial Statements

139

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,
	2014			2013			2012			2011			2010			2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	12.13		$	12.02		$	11.22		$	10.31		$	9.60		$	10.69		$	11.41		$	10.90		$	10.68		$	9.96
Income (loss) from investment operations:
Net investment income (loss)(d)		0.29			0.26			0.29			0.34			0.39			0.24			0.23			0.30			0.38			0.42
Net realized and unrealized gain (loss) on investments and foreign currencies		1.31			0.32			0.86			0.87			0.63			0.44			(0.43	)		0.56			0.13			0.82
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		1.60			0.58			1.15			1.21			1.02			0.68			(0.20	)		0.86			0.51			1.24
Distributions from:
Net investment income		(0.26	)		(0.24	)		(0.27	)		(0.30	)		(0.31	)		(0.20	)		(0.32	)		(0.30	)		(0.29	)		(0.52	)
Net realized gain on securities		(0.35	)		(0.23	)		(0.08	)		–			–			(0.08	)		(0.20	)		(0.05	)		–			–
Total distributions		(0.61	)		(0.47	)		(0.35	)		(0.30	)		(0.31	)		(0.28	)		(0.52	)		(0.35	)		(0.29	)		(0.52	)
Net asset value at end of period	$	13.12		$	12.13		$	12.02		$	11.22		$	10.31		$	11.09		$	10.69		$	11.41		$	10.90		$	10.68
TOTAL RETURN(a)		13.34	%		4.93	%		10.50	%		11.82	%		10.69	%		6.44	%		(1.95	)%		8.08	%		4.89	%		12.95	%
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)		0.15	%(e)		0.16	%(e)		0.18	%(e)		0.20	%(e)		0.23	%(e)		0.80	%		0.84	%		0.86	%		0.88	%		0.90	%
Ratio of expense reductions to average net assets		–			–			–			–			–			–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		2.26	%(e)		2.12	%(e)		2.59	%(e)		3.05	%(e)		3.93	%(e)		2.24	%		2.12	%		2.79	%		3.65	%		4.23	%
Ratio of net investment income (loss) to average net assets(c)		2.22	%(e)		2.06	%(e)		2.51	%(e)		2.95	%(e)		3.81	%(e)		2.21	%		2.05	%		2.70	%		3.53	%		4.10	%
Portfolio turnover rate		31	%		53	%		36	%		66	%		40	%		169	%		175	%		177	%		161	%		178	%
Number of shares outstanding at end of period (000’s)		24,601			21,622			16,819			10,665			8,001			85,364			72,290			55,895			39,745			22,810
Net assets at the end of period (000’s)	$	322,764		$	262,360		$	202,134		$	119,710		$	82,508		$	946,699		$	772,784		$	637,701		$	433,168		$	243,578

^(a)  Total return includes, 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.

See Notes to Financial Statements

140

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 Opportunities Fund
	Year Ended August 31,															Year Ended August 31,
	2014			2013			2012			2011			2010			2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	7.63		$	7.64		$	7.28		$	7.36		$	6.78		$	13.78		$	11.87		$	12.47		$	11.23		$	10.95
Income (loss) from investment operations:
Net investment income (loss)(d)		0.41			0.44			0.46			0.56			0.60			0.16			0.14			0.20			0.16			0.11
Net realized and unrealized gain (loss) on investments and foreign currencies		0.28			(0.03	)		0.45			(0.05	)		0.60			1.75			2.04			(0.59	)		1.21			0.33
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		0.69			0.41			0.91			0.51			1.20			1.91			2.18			(0.39	)		1.37			0.44
Distributions from:
Net investment income		(0.39	)		(0.42	)		(0.55	)		(0.59	)		(0.62	)		(0.19	)		(0.27	)		(0.21	)		(0.13	)		(0.16	)
Net realized gain on securities		–			–			–			–			–			–			–			–			–			–
Total distributions		(0.39	)		(0.42	)		(0.55	)		(0.59	)		(0.62	)		(0.19	)		(0.27	)		(0.21	)		(0.13	)		(0.16	)
Net asset value at end of period	$	7.93		$	7.63		$	7.64		$	7.28		$	7.36		$	15.50		$	13.78		$	11.87		$	12.47		$	11.23
TOTAL RETURN(a)		9.10	%		5.46	%		13.18	%		7.00	%		18.42	%		13.88	%		18.58	%		(2.95	)%		12.14	%		4.04	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.96	%		0.96	%		0.96	%		0.96	%		0.97	%		1.00	%		1.00	%		1.00	%		1.00	%		1.00	%
Ratio of expenses to average net assets(c)		0.99	%		1.01	%		1.02	%		1.03	%		1.06	%		1.21	%		1.31	%		1.31	%		1.28	%		1.26	%
Ratio of expense reductions to average net assets		–			–			–			–			–			0.00	%		–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		5.25	%		5.77	%		6.26	%		7.48	%		8.44	%		1.05	%		1.08	%		1.70	%		1.18	%		0.94	%
Ratio of net investment income (loss) to average net assets(c)		5.22	%		5.73	%		6.20	%		7.42	%		8.35	%		0.84	%		0.76	%		1.39	%		0.91	%		0.69	%
Portfolio turnover rate		37	%		34	%		38	%		47	%		47	%		72	%		62	%		164	%		66	%		126	%
Number of shares outstanding at end of period (000’s)		53,018			44,801			37,281			36,022			35,452			37,851			38,063			41,554			46,945			48,205
Net assets at the end of period (000’s)	$	420,459		$	341,751		$	284,818		$	262,380		$	261,050		$	586,631		$	524,503		$	493,207		$	585,357		$	541,326

^(a)  Total return includes, 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.

See Notes to Financial Statements

141

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,
	2014			2013			2012			2011			2010			2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	14.51		$	11.67		$	10.41		$	9.26		$	9.37		$	9.76		$	8.45		$	7.93		$	6.28		$	5.79
Income (loss) from investment operations:
Net investment income (loss)(d)		0.22			0.19			0.15			0.11			0.14			(0.05	)		0.00			0.00			(0.02	)		(0.02	)
Net realized and unrealized gain (loss) on investments and foreign currencies		3.04			2.81			1.22			1.18			(0.07	)		1.33			1.42			0.52			1.67			0.51
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		3.26			3.00			1.37			1.29			0.07			1.28			1.42			0.52			1.65			0.49
Distributions from:
Net investment income		(0.19	)		(0.16	)		(0.11	)		(0.14	)		(0.18	)		(0.01	)		(0.01	)		–			–			–
Net realized gain on securities		–			–			–			–			–			(0.90	)		(0.10	)		–			–			–
Total distributions		(0.19	)		(0.16	)		(0.11	)		(0.14	)		(0.18	)		(0.91	)		(0.11	)		–			–			–
Net asset value at end of period	$	17.58		$	14.51		$	11.67		$	10.41		$	9.26		$	10.13		$	9.76		$	8.45		$	7.93		$	6.28
TOTAL RETURN(a)		22.55	%		26.02	%		13.30	%		13.84	%		0.61	%		13.86	%		17.06	%		6.56	%		26.27	%		8.46	%
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)		0.88	%		0.91	%		0.93	%		0.93	%		0.93	%		1.17	%		1.18	%		1.18	%		1.19	%		1.15	%
Ratio of expense reductions to average net assets		0.01	%		0.01	%		0.02	%		0.01	%		0.00	%		0.01	%		0.01	%		0.03	%		0.02	%		0.01	%
Ratio of net investment income (loss) to average net assets(b)		1.31	%		1.40	%		1.33	%		0.98	%		1.41	%		(0.47	)%		0.02	%		0.02	%		(0.32	)%		(0.33	)%
Ratio of net investment income (loss) to average net assets(c)		1.24	%		1.30	%		1.21	%		0.86	%		1.29	%		(0.79	)%		(0.30	)%		(0.31	)%		(0.66	)%		(0.63	)%
Portfolio turnover rate		54	%		53	%		62	%		65	%		224	%		175	%		112	%		131	%		206	%		76	%
Number of shares outstanding at end of period (000’s)		12,597			12,995			12,913			14,543			15,751			16,118			13,586			16,888			20,333			26,012
Net assets at the end of period (000’s)	$	221,453		$	188,508		$	150,682		$	151,360		$	145,778		$	163,273		$	132,584		$	142,785		$	161,271		$	163,364

^(a)  Total return includes, 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.

See Notes to Financial Statements

142

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,
	2014			2013			2012			2011			2010			2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	21.66		$	17.31		$	15.28		$	13.61		$	12.71		$	13.93		$	13.10		$	12.04		$	10.81		$	10.12
Income (loss) from investment operations:
Net investment income (loss)(d)		0.05			0.07			0.06			0.04			0.08			0.28			0.21			0.24			0.30			0.37
Net realized and unrealized gain (loss) on investments and foreign currencies		5.06			4.35			2.05			1.74			0.97			1.99			1.04			1.06			1.23			0.55
Net increase from payments by affiliates		–			–			–			–			–			–			–			–			–			–
Total income (loss) from investment operations		5.11			4.42			2.11			1.78			1.05			2.27			1.25			1.30			1.53			0.92
Distributions from:
Net investment income		(0.08	)		(0.07	)		(0.08	)		(0.11	)		(0.15	)		(0.20	)		(0.21	)		(0.24	)		(0.30	)		(0.23	)
Net realized gain on securities		(1.54	)		–			–			–			–			(0.39	)		(0.21	)		–			–			–
Total distributions		(1.62	)		(0.07	)		(0.08	)		(0.11	)		(0.15	)		(0.59	)		(0.42	)		(0.24	)		(0.30	)		(0.23	)
Net asset value at end of period	$	25.15		$	21.66		$	17.31		$	15.28		$	13.61		$	15.61		$	13.93		$	13.10		$	12.04		$	10.81
TOTAL RETURN(a)		23.97	%		25.64	%		13.85	%		12.98	%		8.21	%		16.46	%		9.76	%		11.00	%		14.20	%		9.07	%
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)		1.05	%		1.08	%		1.11	%		1.15	%		1.11	%		0.13	%(e)		0.14	%(e)		0.16	%(e)		0.17	%(e)		0.18	%(e)
Ratio of expense reductions to average net assets		0.00	%		0.00	%		0.01	%		0.02	%		0.02	%		–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		0.22	%		0.37	%		0.39	%		0.23	%		0.54	%		1.84	%(e)		1.55	%(e)		1.99	%(e)		2.47	%(e)		3.45	%(e)
Ratio of net investment income (loss) to average net assets(c)		0.22	%		0.34	%		0.33	%		0.13	%		0.48	%		1.81	%(e)		1.50	%(e)		1.93	%(e)		2.41	%(e)		3.37	%(e)
Portfolio turnover rate		29	%		46	%		70	%		108	%		81	%		27	%		36	%		36	%		58	%		34	%
Number of shares outstanding at end of period (000’s)		38,551			39,686			40,101			40,315			33,097			51,152			43,504			34,532			23,286			17,832
Net assets at the end of period (000’s)	$	969,591		$	859,611		$	694,095		$	615,965		$	450,578		$	798,521		$	606,185		$	452,347		$	280,436		$	192,841

^(a)  Total return includes, 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.

See Notes to Financial Statements

143

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,
	2014			2013			2012			2011			2010			2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	16.11		$	13.47		$	12.87		$	10.20		$	9.31
Income (loss) from investment operations:
Net investment income (loss)(d)		0.00			0.00			0.00			0.00			0.00			(0.14	)		(0.09	)		(0.07	)		(0.10	)		(0.08	)
Net realized and unrealized gain (loss) on investments and foreign currencies		0.00			0.00			0.00			(0.00	)		0.00			1.68			3.92			1.66			2.77			0.97
Net increase from payments by affiliates		–			–			–			0.00			0.00			–			–			–			–			–
Total income (loss) from investment operations		0.00			0.00			0.00			0.00			0.00			1.54			3.83			1.59			2.67			0.89
Distributions from:
Net investment income		(0.00	)		(0.00	)		(0.00	)		(0.00	)		(0.00	)		–			–			–			–			–
Net realized gain on securities		–			–			–			–			–			(1.38	)		(1.19	)		(0.99	)		–			–
Total distributions		(0.00	)		(0.00	)		(0.00	)		(0.00	)		(0.00	)		(1.38	)		(1.19	)		(0.99	)		–			–
Net asset value at end of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	16.27		$	16.11		$	13.47		$	12.87		$	10.20
TOTAL RETURN(a)		0.01	%		0.01	%		0.01	%		0.01	%(e)		0.01	%(e)		10.33	%		31.19	%		13.13	%		26.18	%		9.56	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets(b)		0.15	%		0.20	%		0.19	%		0.20	%		0.37	%		1.16	%		1.16	%		1.16	%		1.16	%		1.16	%
Ratio of expenses to average net assets(c)		0.63	%		0.65	%		0.65	%		0.65	%		0.64	%		1.26	%		1.31	%		1.33	%		1.32	%		1.36	%
Ratio of expense reduction to average net assets		–			–			–			–			–			0.00	%		0.01	%		0.01	%		0.01	%		0.01	%
Ratio of net investment income (loss) to average net assets(b)		0.01	%		0.01	%		0.01	%		0.01	%		0.01	%		(0.83	)%		(0.65	)%		(0.52	)%		(0.76	)%		(0.83	)%
Ratio of net investment income (loss) to average net assets(c)		(0.47	)%		(0.44	)%		(0.45	)%		(0.44	)%		(0.26	)%		(0.93	)%		(0.80	)%		(0.69	)%		(0.92	)%		(1.03	)%
Portfolio turnover rate		N/A			N/A			N/A			N/A			N/A			63	%		68	%		63	%		79	%		80	%
Number of shares outstanding at end of period (000’s)		170,830			186,069			187,696			214,677			214,151			7,001			6,333			6,026			6,124			4,681
Net assets at the end of period (000’s)	$	170,575		$	185,810		$	187,430		$	214,407		$	213,807		$	113,907		$	102,025		$	81,161		$	78,839		$	47,757

^(a)  Total return includes, 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.

See Notes to Financial Statements

144

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,
	2014			2013			2012			2011			2010			2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	15.83		$	12.68		$	12.41		$	10.27		$	9.88		$	14.84		$	12.53		$	10.92		$	9.34		$	8.93
Income (loss) from investment operations:
Net investment income (loss)(d)		0.09			0.13			0.07			0.04			0.06			0.22			0.21			0.16			0.13			0.12
Net realized and unrealized gain (loss) on investments and foreign currencies		2.70			3.33			0.71			2.23			0.43			3.74			2.31			1.60			1.57			0.44
Net increase from payments by affiliates		–			–			0.00			–			–			–			–			–			–			–
Total income (loss) from investment operations		2.79			3.46			0.78			2.27			0.49			3.96			2.52			1.76			1.70			0.56
Distributions from:
Net investment income		(0.17	)		(0.07	)		(0.12	)		(0.13	)		(0.10	)		(0.24	)		(0.21	)		(0.15	)		(0.12	)		(0.15	)
Net realized gain on securities		(1.80	)		(0.24	)		(0.39	)		–			–			–			–			–			–			–
Total distributions		(1.97	)		(0.31	)		(0.51	)		(0.13	)		(0.10	)		(0.24	)		(0.21	)		(0.15	)		(0.12	)		(0.15	)
Net asset value at end of period	$	16.65		$	15.83		$	12.68		$	12.41		$	10.27		$	18.56		$	14.84		$	12.53		$	10.92		$	9.34
TOTAL RETURN(a)		18.39	%		27.78	%		6.58	%(f)		22.06	%		4.96	%		26.82	%		20.40	%		16.34	%		18.19	%(e)		6.23	%
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)		1.03	%		1.05	%		1.08	%		1.07	%		1.14	%		0.61	%		0.62	%		0.63	%		0.63	%		0.63	%
Ratio of expense reductions to average net assets		0.01	%		0.01	%		0.01	%		0.01	%		0.01	%		–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		0.54	%		0.91	%		0.58	%		0.33	%		0.52	%		1.29	%		1.56	%		1.39	%		1.19	%		1.20	%
Ratio of net investment income (loss) to average net assets(c)		0.46	%		0.81	%		0.46	%		0.21	%		0.33	%		1.25	%		1.49	%		1.33	%		1.12	%		1.13	%
Portfolio turnover rate		47	%		81	%		96	%		116	%		132	%		26	%		39	%		44	%		81	%		98	%
Number of shares outstanding at end of period (000’s)		33,516			32,045			32,052			32,626			33,825			36,604			39,040			47,833			60,129			72,022
Net assets at the end of period (000’s)	$	558,170		$	507,366		$	406,471		$	404,748		$	347,417		$	679,235		$	579,372		$	599,500		$	656,395		$	672,566

^(a)  Total return includes, 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 gains realized on the disposal of investments in violation of investment restrictions.

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

See Notes to Financial Statements

145

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,
	2014			2013			2012			2011			2010
PER SHARE DATA
Net asset value at beginning of period	$	11.23		$	11.78		$	11.31		$	11.22		$	10.29
Income (loss) from investment operations:
Net investment income (loss)(d)		0.48			0.46			0.49			0.60			0.60
Net realized and unrealized gain (loss) on investments and foreign currencies		0.62			(0.44	)		0.58			0.09			0.85
Net increase from payments by affiliates		–			–			–			–			–
Total income (loss) from investment operations		1.10			0.02			1.07			0.69			1.45
Distributions from:
Net investment income		(0.44	)		(0.46	)		(0.60	)		(0.60	)		(0.52	)
Net realized gain on securities		(0.12	)		(0.11	)		–			–			–
Total distributions		(0.56	)		(0.57	)		(0.60	)		(0.60	)		(0.52	)
Net asset value at end of period	$	11.77		$	11.23		$	11.78		$	11.31		$	11.22
TOTAL RETURN(a)		9.89	%		0.03	%		9.97	%		6.36	%		14.51	%
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets		0.88	%		0.89	%(b)		0.89	%(b)		0.89	%(b)		0.89	%(b)
Ratio of expenses to average net assets		0.88	%		0.91	%(c)		0.93	%(c)		0.95	%(c)		0.95	%(c)
Ratio of expense reductions to average net assets		–			–			–			–			–
Ratio of net investment income (loss) to average net assets(b)		4.11	%		4.00	%		4.39	%		5.33	%		5.65	%
Ratio of net investment income (loss) to average net assets(c)		4.11	%		3.98	%		4.35	%		5.27	%		5.59	%
Portfolio turnover rate		150	%		164	%		191	%		144	%		141	%
Number of shares outstanding at end of period (000’s)		64,149			61,398			53,061			44,277			41,249
Net assets at the end of period (000’s)	$	755,092		$	689,403		$	624,863		$	500,792		$	462,619

^(a)  Total return includes, 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.

See Notes to Financial Statements

146

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 (the “Series’’) at August 31, 2014, the results of each of their operations for the year then ended and the changes in each of their net assets for the two years then ended and the financial highlights for each of the five years 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 audits 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, 2014 by correspondence with the custodian, transfer agent, and brokers, and the application of alternative auditing procedures where securities purchased had not been received, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Houston, Texas

October 24, 2014

147

VALIC Company II

APPROVAL OF ADVISORY AGREEMENTS (unaudited)

Approval at August 2014 Meeting

At an in-person meeting held on August 4-5, 2014, the Board of Trustees (the “Board”) of VALIC Company II (“VC II”), 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 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 of VC II (collectively, the “Sub-advisory Agreements”): Janus Capital Management, LLC (“Janus”), Perkins Investment Management, LLC (“Perkins”), J.P. Morgan Investment Management, Inc. (“JPMIM”), Massachusetts Financial Services Company (“MFS”), Metropolitan West Capital Management, LLC (“Metropolitan West”), PineBridge Investments, LLC (“PineBridge”), Robeco Investment Management, Inc. (“Robeco”), SunAmerica Asset Management, LLC (“SAAMCo”), The Boston Company Asset Management, Inc. (“TBCAM”), Tocqueville Asset Management, LP (“Tocqueville”), UBS Global Asset Management (“UBS”), and Wellington Management Company, LLP (“Wellington”) (collectively referred to as the “Sub-advisers”). The Advisory Agreement and Sub-advisory Agreements are collectively referred to as the “Advisory Contracts.” Prior to the August 4-5, 2014 meeting at which the Advisory Contracts were approved, the Board also discussed and considered information regarding the proposed continuation of the Advisory Contracts at an in-person meeting held on July 15, 2014.

In connection with the approval of the Advisory Contracts, the Board received materials relating 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 advisory fee and sub-advisory fees charged in connection with VALIC’s and the Sub-advisers’ management of each series of VC II (each a “Fund,” and collectively, 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 “Subadvisory Expense Group/Universe”), as selected by an independent third-party provider of investment company data; (3) 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”); (4) the costs of services and the benefits potentially derived by VALIC, the Sub-advisers and their respective affiliates; (5) a comparison of advisory fee schedules and performance with respect to other mutual funds and accounts with similar investment strategies and/or objectives to the Funds, as applicable, and which are advised or managed by VALIC or SAAMCo, an affiliated Sub-Adviser; (6) whether the Funds will benefit from possible economies of scale from engaging VALIC and the Sub-advisers; (7) the profitability of VALIC, the Sub-advisers and their respective affiliates, including amounts retained by VALIC after payment of sub-advisory fees; (8) the terms of the Advisory Contracts; (9) information regarding VALIC’s and the Sub-advisers’ compliance and regulatory history; and (10) information about the services VALIC provides in connection with the oversight of the Sub-advisers.

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 an executive session at an in-person special meeting held on July 15, 2014 and executive sessions held during the August 2014 meeting during which such independent counsel provided guidance to the Independent Trustees. The continuation of all Advisory Contracts were approved at the August 2014 meeting for a one-year term beginning September 1, 2014 and ending August 31, 2015.

Nature, Extent and Quality of Services. The Board considered the nature, extent and quality 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 knowledge of VALIC’s management and the quality of the performance of VALIC’s duties, through Board meetings, discussions and reports during the preceding year and through VALIC’s long history of service to VC II. The Board considered that VALIC is responsible for the management of the day-to-day operations of VC II, 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 VC II is subject to the oversight of the Board, and must be made in accordance with the investment objectives, policies and restrictions set forth in VC II’s prospectus and statement of additional information. The Board noted that VALIC monitors the performance of the Funds and from time-to-time recommends Sub-adviser changes and/or other changes designed to improve the performance of the Funds.

The Board noted that VALIC personnel meet on a regular basis to discuss the performance of VC II, 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 Advisory Agreement with respect to each Fund. The Board also considered VALIC’s risk management processes.

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 VC II 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-adviser’s 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 and considered each Sub-adviser’s risk management processes.

The Board reviewed VALIC’s and SAAMCo’s compliance program and personnel. The Board noted that SAAMCo is an affiliated company of VALIC and serves as the administrator to the Funds, as well as sub-advises certain VC II Funds. 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 the 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.

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/Universe and Subadvisor Expense Universe and, in some cases as noted below, the Subadvisor Expense Group. The Board 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

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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 SAAMCo 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 each of the Funds.

The Sub-advisers provided and the Board also considered expense information of comparable accounts managed by the Sub-advisers, as applicable, which accounts may include 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. Expense ratio data included in the independent third-party report was based on unaudited data from the semi-annual report dated February 28, 2014.

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, 2014, and that the benchmark information provided by management was for the period ended June 30, 2014. It was also noted that the Board regularly reviews the performance of the Funds throughout the year. The Board further noted that, while it monitors performance of the Funds closely, it generally attaches more importance to performance over relatively long periods of time, typically three to five years. The Board considered the following expense and performance information in its evaluation of each Fund:

• Aggressive Growth Lifestyle Fund (sub-advised by PineBridge). The Fund’s total net expenses were equal to the median of its Expense Group and above the median of its Expense Universe. The Fund’s actual management fees were equal to the median of its Expense Group and above the median of its Expense Universe. The Fund’s sub-advisory fees were above the median of its Subadvisory Expense Universe. The Board took into account management’s discussion of the Fund’s expenses and noted that the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer benchmark for the one-, three- and five-year periods. The Fund also outperformed its blended benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was above the medians of its Performance Group/Universe for the one-, three- and five-year periods.

• Capital Appreciation Fund (sub-advised by TBCAM). The Fund’s total net expenses were below the medians of is Expense Group/Universe. The Fund’s actual management fees were below the medians of its Expense Group/Universe. The Fund’s sub-advisory fees were equal to the medians of its Subadvisory Expense Group/Universe. The expense limitation on total expenses was also extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer benchmark for the one- and three-year periods and underperformed its Lipper peer benchmark for the five-year period. The Fund outperformed its benchmark for the one-year period and underperformed its benchmark for the three- and five-year periods. In addition, the Fund’s performance was above the medians of the its Performance Group/Universe for the one- and three-year periods and below the medians of its Performance Group/Universe for the five-year period. The Board took into account that the Fund’s long-term performance reflects, in part, the performance of the Fund’s previous sub-adviser.

• Conservative Growth Lifestyle Fund (sub-advised by PineBridge). The Fund’s total net expenses were below the median of its Expense Group and equal to the median of its Expense Universe. The Fund’s actual management fees were above the medians of the Fund’s Expense Group/Universe. The Board took into account management’s discussion of the Fund’s expenses and noted the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Board considered the following performance information in its evaluation. The Fund outperformed its Lipper peer benchmark and its blended benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was above the medians of its Performance Group/Universe for the one-, three- and five-year periods.

• Core Bond Fund (sub-advised by PineBridge). The Fund’s total net expenses were below the medians of its Expense Group/Universe. The Fund’s actual management fees were below the medians of its Expense Group/Universe. The Fund’s sub-advisory fees were above the median of its Subadvisory Expense Group and equal to the median of its Subadvisory Expense Universe. The expense limitation on total expenses was also extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer benchmark for the one-, three- and five-year periods. The Fund also outperformed its benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was above the medians of its Performance Group/Universe for the one-, three- and five-year periods.

• High Yield Bond Fund (sub-advised by Wellington). The Fund’s total net expenses were below the median of its Expense Group and above the median of its Expense Universe. The Fund’s actual management fees were below the median of the its Expense Group and above the median of its Expense Universe. The Fund’s sub-advisory fees were below the median of the Fund’s Subadvisory Expense Group and above the median of its Subadvisory Expense Universe. The Board took into account management’s discussion of the Fund’s expenses and noted that the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Board also considered the following performance information in its evaluation. The Fund underperformed its Lipper peer index for the one- and three-year periods and outperformed its Lipper peer index for the five-year period. The Fund underperformed its benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was below the medians of its Performance Group/Universe for the one-, three-, and five-year periods. The Board took into account management’s discussion of the Fund’s performance, including management’s continued monitoring of the Fund.

• International Opportunities Fund (sub-advised by MFS and UBS). The Fund’s total net expenses were below the medians of its Expense Group/Universe. The Fund’s actual management fees were below the median of its Expense Group and above the median of its Expense Universe. The Fund’s sub-advisory fees were above the medians of its Subadvisory Expense Group/Universe. The Board took into account management’s discussion of the Fund’s expenses and noted that the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Fund underperformed its Lipper peer index for the one-, three- and five-year periods. The Fund also underperformed its benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was below the medians of its Performance Group/Universe for the one-, three-, and five-year periods. The Board considered

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that MFS and UBS began managing the Fund in June 2012 and December 2011, respectively, and that performance prior to that time reflected the performance of the previous manager. The Board took account of management’s discussion of the Fund’s performance.

• Large-Cap Value Fund (sub-advised by Janus/Perkins and TBCAM). The Fund’s total net expenses were below the medians of its Expense Group/Universe. The Fund’s actual management fees were below the median of its Expense Group/Universe. The Fund’s sub-advisory fees were below the medians of its Subadvisory Expense Group/Universe. The expense limitation on total expenses was also extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer benchmark for the one-year period and underperformed its Lipper peer benchmark for the three- and five-year periods. In addition, the Fund underperformed its benchmark for the one-, three- and five-year periods. The Fund’s performance was above the median of its Performance Group for the one-year period, equal to the median for the three-year period, and below the median for the five-year period. In addition, the Fund’s performance was above the median of its Performance Universe for the one-year period and below the median for the three- and five-year periods. The Board took into account management’s discussion of the Fund’s performance.

• Mid-Cap Growth Fund (sub-advised by Wells Capital). The Fund’s total net expenses were below the medians of its Expense Group/Universe. The Fund’s actual management fees were below the medians of its Expense Group/Universe. The Fund’s sub-advisory fees were above the medians of its Subadvisory Expense Group/Universe. The expense limitation on total expenses was also extended contractually through December 31, 2015.

The Fund’s performance was below the medians of the Fund’s Performance Group/Universe, and the Fund underperformed its Lipper peer index, for the one-, three- and five-year periods. In addition, the Fund underperformed its benchmark for the one-, three- and five-year periods. The Board took into account that Wells Capital replaced the Fund’s previous sub-adviser in December 2013, and as a result, this performance largely reflects that of the Fund’s previous sub-adviser. The Board also took into account management’s discussion of the Fund’s performance.

• Mid-Cap Value Fund (sub-advised by Wellington, Tocqueville, and Robeco). The Fund’s total net expenses were equal to the median of its Expense Group and below the median of its Expense Universe. The Fund’s actual management fees were below the medians of its Expense Group/Universe. The Fund’s sub-advisory fees were above the medians of its Subadvisory Expense Group/Universe. The expense limitation on total expenses was also extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer index for the one-year period and underperformed its Lipper peer index for the three- and five-year periods. The Fund underperformed its benchmark for the one-, three- and five-year periods. Performance was above the median of the Fund’s Performance Group for the one-year period and below the median for the three- and five-year periods. In addition, the Fund’s performance was above the median of its Performance Universe for the one- and three-year periods and below the median for the five-year period. The Board took into account management’s discussion of the Fund’s performance, including management’s continued monitoring of the Fund.

• Moderate Growth Lifestyle Fund (sub-advised by PineBridge). The Fund’s total net expenses were below the median of its Expense Group and equal to the median of its Expense Universe. The Fund’s actual management fees were equal to the median of the Fund’s Expense Group and above the median of its Expense Universe. The Fund’s sub-advisory fees were above the median of its Subadvisory Expense Universe. The Board took into account management’s discussion of the Fund’s expenses and noted that the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer index for the one-, three- and five-year periods. The Fund also outperformed its blended benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was above the medians of its Performance Group/Universe for the one-, three- and five-year periods.

• Money Market II Fund (sub-advised by SAAMCo). The Fund’s total net expenses were equal to the median of its Expense Group and below the median of its Expense Universe. The Fund’s actual management fees were above the median of its Expense Group and below the median of its Expense Universe. The Fund’s sub-advisory fees were below the median of its Expense Universe. The Board took into account management’s discussion of the Fund’s expenses and noted that the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer index for the one- and three-year periods and equaled the performance of its Lipper peer index for the five-year period. The Fund underperformed its benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was equal to the median of its Performance Group for the one-, three-, and five-year periods. The Fund’s performance was above the median of its Performance Universe for the one-year period and equal to the median of its Performance Universe for the three- and five-year periods. The Board took into account management’s discussion of the Fund’s performance and noted the relatively narrow range of returns in the Performance Group/Universe.

• Small-Cap Growth Fund (sub-advised by JPMIM). The Fund’s total net expenses were below the median of its Expense Group and above the median of its Expense Universe. The Fund’s actual management fees were above the medians of the Fund’s Expense Group/Universe. The Fund’s sub-advisory fees were above the medians of its Subadvisory Expense Group/Universe. The Board took into account management’s discussion of the Fund’s expenses and noted that the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer index for the one- and five-year periods and underperformed its Lipper peer index for the three-year period. The Fund underperformed its benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was above the median of its Performance Group for the one-, three-, and five-year periods. 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.

• Small-Cap Value Fund (sub-advised by JPMIM and Metropolitan West). The Fund’s total net expenses were below the medians of its Expense Group/Universe. The Fund’s actual management fees were below the medians of its Expense Group/Universe. The Fund’s sub-advisory fees were below the median of its Subadvisory Expense Universe and equal to the median of its Subadvisory Expense Group. The expense limitation on total expenses was also extended contractually through December 31, 2015.

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• The Fund underperformed its Lipper peer index for the one-, three- and five-year periods. The Fund outperformed its benchmark for the one-year period and underperformed its benchmark for the three- and five-year periods. In addition, the Fund’s performance was below the medians of its Performance Group/Universe for the one-, three- and five-year periods. The Board took into account management’s discussion of the Fund’s performance, including management’s continued monitoring of the Fund, and also noted that the Fund’s long-term performance, in part, reflects that of the Fund’s previous sub-adviser, which was replaced in December 2012.

• Socially Responsible Fund (sub-advised by SAAMCo). The Fund’s total net expenses were below the medians of its Expense Group/Universe. The Fund’s actual management fees were below the medians of its Expense Group/Universe. The Fund’s sub-advisory fees were also below the medians of its Subadvisory Expense Group/Universe. The expense limitation on total expenses was also extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer index for the one-, three- and five-year periods. The Fund also outperformed its benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was above the medians of its Performance Group/Universe for the one-, three- and five-year periods.

• Strategic Bond Fund (sub-advised by PineBridge). The Fund’s total net expenses were below the median of its Expense Group and above the median of its Expense Universe. The Fund’s actual management fees were below the medians of the Fund’s Expense Group/Universe. The Fund’s sub-advisory fees were above the medians of its Subadvisory Expense Group/Universe. The Board took into account management’s discussion of the Fund’s expenses and noted that the expense limitation on total expenses was extended contractually through December 31, 2015.

• The Fund outperformed its Lipper peer index for the one-, three- and five-year periods. The Fund also outperformed its benchmark for the one-, three- and five-year periods. In addition, the Fund’s performance was above 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 Fund’s performance was above the median of its Performance Universe for the one-, three- and five-year periods.

The Board considered management’s discussion of each Fund’s expenses and performance and concluded that each Fund’s overall performance was satisfactory in light of the circumstances or was being appropriately addressed by management. The Board further 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.

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) 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, or its affiliates, will receive benefits in addition to the advisory fee to be paid by the Funds, which include transfer agency fees, administrative services fees, sub-advisory fees, and shareholder services fees. The Board considered that the transfer agency fees are paid by the Funds for the provision of recordkeeping and shareholder services to contract owners and participants. The transfer agency services are provided at cost, and the payment for such services is allocated to each Fund based on the number of accounts serviced. The Board also considered that VC II pays SAAMCo, an affiliate of VALIC, an annual fee 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, and the Funds’ custodian, State Street Bank and Trust Company, for calculation of the daily net asset value. It was also noted that SAAMCo receives sub-advisory fees for those Funds for which it serves as sub-adviser. 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, including the amounts paid by VALIC to the Sub-advisers, 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, transfer agent and as shareholder servicing agent.¹ The Board noted that VALIC, on or about September 1, 2014, would be transferring its responsibilities as the Funds’ transfer agent to an affiliate, VALIC Retirement Services Company. 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.

¹  The Board noted that VALIC, on or about September 1, 2014, would be transferring its responsibilities as the Funds’ transfer agent to an affiliate, VALIC Retirement Services Company.

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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 allow 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 the 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 if 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 concluded that the terms of each of the Advisory Contracts were reasonable.

Compliance. The Board reviewed VALIC’s and the Sub-advisers’ compliance personnel and 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 Funds 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. Each Trustee may have contributed different weight to the various factors. Based upon the materials reviewed, the representations made 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.

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TRUSTEES AND OFFICERS INFORMATION — August 31, 2014 (unaudited)

Name, Age and Address*	Position Held With VALIC Complex	Term of Office and Length of Time Served(4)		Principal Occupation(s) During Past 5 Years	Number of Funds in Fund Complex Overseen by Director(2)		Other Directorships Held by Trustee(3)
Independent Directors
Thomas J. Brown Age: 68	Trustee		2005- Present	Retired.		49	Trustee, Virtus Series Fund (2011-Present).
Dr. Judith L. Craven Age: 69	Trustee		1998- Present	Retired Administrator.		78	Director, Hilton Hotels (1998-2011); 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 Age: 75	Chairman and Trustee(5)		2001- Present	Retired.		78	Director, Boston Options Exchange (2001-2011).
Dr. Timothy J. Ebner Age: 65	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). President-Elect, Association of Medical School Neuroscience Department Chairpersons (2011-Present).		49	Trustee, Minnesota Medical Foundation (2003-Present).
Judge Gustavo E. Gonzales, Jr. Age: 74	Trustee		1998- Present	Attorney At Law, Criminal Defense and General Practice (2005-Present) Formerly, Municipal Court Judge, Dallas, TX (1995-2004)		49	None.
Kenneth J. Lavery Age: 64	Trustee		2001- Present	Retired.		49	None.
Dr. John E. Maupin, Jr. Age: 68	Trustee		1998- Present	Retired.		49	Director, LifePoint Hospitals, Inc. (1999-Present); Director, HealthSouth Corp. (2004-Present); and Director, Regions Financial Corp. (2007-Present).
Interested Directors
Peter A. Harbeck(1) Age: 60	Trustee		2001- Present	President, CEO and Director, SAAMCo (1995-Present); Director, AIG Capital Services, Inc. (“ACS”) (1993-Present); Chairman, President and CEO, Advisor Group, Inc. (2004-Present)		139	None.
Officers
Kurt Bernlohr Age: 53	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
John Packs Age: 58	Vice President and Senior Investment Officer		2001- Present	Senior Investment Officer, VALIC (2001-Present).		N/A	N/A

153

VALIC Company II

TRUSTEES AND OFFICERS INFORMATION — August 31, 2014 (unaudited) — (continued)

Name, Age and Address*	Position Held With VALIC Complex	Term of Office and Length of Time Served(4)		Principal Occupation(s) During Past 5 Years	Number of Funds in Fund Complex Overseen by Director(2)		Other Directorships Held by Trustee(3)
Officers
Gregory R. Kingston Age: 48	Treasurer and Principal Financial Officer		2000- Present	Senior Vice President (2014-Present) and Vice President (2001-2014), SAAMCo.		N/A	N/A
Nori L. Gabert Age: 61	Vice President, Chief Legal Officer and Secretary		2000- Present	Vice President and Deputy General Counsel, SAAMCo (2005-Present).		N/A	N/A
Gregory N. Bressler Age: 47	Vice President		2005- Present	Senior Vice President and General Counsel, SAAMCo (2005-Present).		N/A	N/A
Katherine Stoner Age: 58	Vice President, Chief Compliance Officer		2011- Present	Vice President, SAAMCo (May 2011-Present); Vice President, The Variable Annuity Life Insurance Company (“VALIC”) and Western National Life Insurance Company (“WNL”) (2006-Present); Deputy General Counsel and Secretary, VALIC and WNL (2007-Present); Vice President, VALIC Financial Advisors, Inc. and VALIC Retirement Services Company (2010-Present).		N/A	N/A
Matthew J. Hackethal Age: 42	Anti-Money Laundering (“AML”) Compliance Officer		2007- Present	Chief Compliance Manager, SAAMCo (2006-Present); AML Compliance Officer, SunAmerica Fund Complex (2006-Present).		N/A	N/A
Thomas M. Ward Age: 47	Vice President		2008- Present	Vice President (2009-Present) and Director (2005-2009), VALIC; Vice President, 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 Specialty Series (7 funds), SunAmerica Equity Funds (2 funds), SunAmerica Income Funds (4 funds), SunAmerica Money Market Funds, Inc. (1 fund), SunAmerica Senior Floating Rate Fund, Inc. (1 fund), SunAmerica Series, Inc. (6 portfolios), Anchor Series Trust (8 portfolios), Seasons Series Trust (21 portfolios), SunAmerica Series Trust (40 portfolios), VALIC Company I (34 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.

154

VALIC Company II

SHAREHOLDERS TAX INFORMATION — August 31, 2014 (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, 2014.

The information and distributions reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2014, which will be made available after the end of the calendar year.

During the year ended August 31, 2014, 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	$	3,054,279	$	155,006	$	2,428,371		35.21	%
Capital Appreciation		—		—		—		100.00
Conservative Growth Lifestyle		4,100,935		54,875		821,053		6.84
Core Bond		3,719,865		—		—		0.28
High Yield Bond		—		—		—		—
International Opportunities		—		702,922		12,480,248		0.03
Large Cap Value		—		—		—		100.00
Mid Cap Growth		10,037,194		—		—		27.18
Mid Cap Value		56,373,098		—		—		100.00
Moderate Growth Lifestyle		12,265,353		192,173		2,975,417		15.08
Money Market II		—		—		—		—
Small Cap Growth		6,217,603		—		—		15.18
Small Cap Value		38,540,440		—		—		35.38
Socially Responsible		—		—		—		100.00
Strategic Bond		3,797,512		—		—		0.13

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

155

VALIC Company II

COMPARISONS: FUNDS VS. INDEXES (unaudited)

In the following pages, we have included graphs that compare each 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 contracts or variable life insurance policies (collectively, the “Contracts”), qualifying employer-sponsored retirement plans (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.

156

VALIC Company II Aggressive Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

For the twelve-months ended August 31, 2014, the Aggressive Growth Lifestyle Fund returned 19.03%, compared to 25.25% for the S&P 500^® Index and 18.41% for the Blended Index. The Blended Index is comprised of the Russell 3000^® Index (54%), the MSCI EAFE Index (net) (13%), the Barclays U.S. Aggregate Bond Index (25%) and the FTSE European Public Real Estate Association (“EPRA”)/National Association of Real Estate Investment Trusts (“NAREIT”) Developed Index (8%).

The Aggressive Growth Lifestyle Fund invests in a combination of funds, also known as ‘fund of funds’. The Fund does not select specific sectors, securities, or countries and thus these factors do not influence performance. Rather, the key indicators of performance are asset allocation and manager selection. Over the past twelve months, the Fund’s asset allocation was a positive contributor to performance. Fund selection on the other hand was a detractor from performance.

The Fund began the twelve month period with an overweight to both US equities and international equities, and underweights to both global real estate and fixed income. The first allocation shift during the twelve month period was a reduction of emerging market equity exposure to gain more access to developed markets (US, Europe, Japan). The Fund began reducing US equity exposure in November, and made a significant reduction in US equity exposure in favor of international equities in April. The twelve month period closed with a small overweight to US equities, a larger overweight to international equities, and underweights to both global real estate and fixed income.

The three Underlying Funds that provided the largest contribution to returns were Strategic Bond Fund, Small Cap Special Values Fund, and International Growth Fund. The three largest detractors from performance were Dividend Value Fund, Mid Cap Value Fund, and Mid Cap Growth Fund.

157

VALIC Company II Aggressive Growth Lifestyle Fund

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

For the year ended August 31, 2014, the Aggressive Growth Lifestyle Fund returned 19.03% compared to 25.25% for the S&P 500^® Index and 18.41% for the Blended Index.

* The S&P 500^® Index 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 Fund’s Blended Index consists of the Russell 3000^® Index (54%), MSCI EAFE Index (net) (13%), the Barclays U.S. Aggregate Bond Index (25%) and the FTSE/EPRA NAREIT Developed Index (8%).

*** The MSCI EAFE Index (net) 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 Index consists of 22 developed market country indices. The net index approximates the minimum possible dividend reinvestment and assumes that the dividend is reinvested after the deduction of withholding tax, applying the rate to non-resident individuals who do not benefit from double taxation treaties.

**** The Barclays U.S. Aggregate Bond Index is an unmanaged index that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage- and asset-backed securities and commercial mortgage-backed securities.

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

†† The FTSE EPRA/NAREIT Developed Index is a global market capitalization weighted index composed of listed real estate securities in the North American, European and Asian real estate markets.

Average Annual Total Return
1 Year	5 Years	10 Years
19.03%	13.50%	9.19%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

158

VALIC Company II Capital Appreciation Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

A discussion with The Boston Company Asset Management, LLC

The Capital Appreciation Fund posted a return of 24.43% for the twelve-month period ended August 31, 2014, compared to a return of 26.29% for the Russell 1000^® Growth Index.

Stock selection accounted for the underperformance, due mostly to poor selection within the industrials and consumer staples sectors. Sector allocation, however, was positive for the period, driven mostly by an overweight allocation to healthcare and an underweight allocation to telecommunication services.

Among individual holdings, Illumina, Inc., Under Armour, Inc. Class A., and Gilead Sciences, Inc. contributed the most to performance. The main detractors included LinkedIn Corp., Class A., Whole Foods Market, Inc., and PVH Corp.

For the year ended August 31, 2014, the Capital Appreciation Fund returned 24.43% compared to 26.29% 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
24.43%	16.82%	7.78%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

159

VALIC Company II Conservative Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

For the twelve-months ended August 31, 2014, the Conservative Growth Lifestyle Fund returned 13.34%, compared to 25.25% for the S&P 500^® Index and 11.38% for the Blended Index. The Blended Index is comprised of the Russell 3000^® Index (24%), the MSCI EAFE Index (net) (8%), the Barclays U.S. Aggregate Bond Index (65%) and the FTSE European Public Real Estate Association (“EPRA”)/National Association of Real Estate Investment Trusts (“NAREIT”) Developed Index (3%).

The Fund invests in a combination of funds, also known as ‘fund of funds’. The Fund does not select specific sectors, securities, or countries and thus these factors do not influence performance. Rather, the key indicators of performance are asset allocation and manager selection. Over the past twelve months, asset allocation was a positive contributor to returns. Additionally, a modest positive contribution came from fund selection.

The Fund began the twelve month period with an overweight to both US equities and international equities, a neutral global real estate allocation, and an underweight to fixed income. US equity exposure was increased on a glide path to a peak in November. In December, the Fund began to move some allocations away from US equity toward international developed markets. That shift was accelerated in April. The twelve month period closed with an overweight to both US equities and international equities, a neutral global real estate allocation, and an underweight to fixed income.

The three Underlying Funds that provided the largest contribution to returns were Strategic Bond Fund, Core Bond Fund, and Capital Conservation Fund. The three largest detractors from performance were Dividend Value Fund, High Yield Bond Fund, and Mid Cap Index Fund.

160

VALIC Company II Conservative Growth Lifestyle Fund

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

For the year ended August 31, 2014, the Conservative Growth Lifestyle Fund returned 13.34% compared to 25.25% for the S&P 500^® Index and 11.38% for the Blended Index.

* The S&P 500^® Index 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 Fund’s Blended Index consists of the Russell 3000^® Index (24%), MSCI EAFE Index (net) (8%), the Barclays U.S. Aggregate Bond Index (65%) and the FTSE EPRA/NAREIT Developed Index (3%).

*** The MSCI EAFE Index (net) 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 Index consists of 22 developed market country indices. The net index approximates the minimum possible dividend reinvestment and assumes that the dividend is reinvested after the deduction of withholding tax, applying the rate to non-resident individuals who do not benefit from double taxation treaties.

**** The Barclays U.S. Aggregate Bond Index is an unmanaged index that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage- and asset-backed securities and commercial mortgage-backed securities.

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

†† The FTSE EPRA/NAREIT Developed Index is a global market capitalization weighted index composed of listed real estate securities in the North American, European and Asian real estate markets.

Average Annual Total Return
1 Year	5 Years	10 Years
13.34%	10.22%	7.37%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

161

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 6.44% for the twelve-month period ended August 31, 2014, compared to a return of 5.66% for the Barclays U.S. Aggregate Bond Index.

Sector selection benefitted the portfolio over the course of the year. Overweight allocations to basic industry, banking and communications sectors were the greatest contributors. Overweight allocations to the sovereign, cash and MBS 30 yr. sectors detracted from performance.

Security selection was the primary source of excess returns during the year. Selections made in the banking and communications sectors were the largest contributors. Conversely, selections in the MBS 30yr and MBS 15 yr. sectors were the largest detractors.

Top performing securities included Citigroup, Inc. 5.88% due 02/22/2033, Verizon Communications, Inc. 6.40% due 09/15/2033 and Rabobank 5.75% due 12/01/2043. Amongst the largest detractors on a relative basis were Green Field Energy Services, Inc. 13.25% due 11/15/2016, Bolivarian Republic of Venezuela 11.95% due 08/05/2031 and Telecom Italia Capital SA 7.18% due 06/18/2019.

The Fund’s longer duration position versus its benchmark contributed positively during the year as longer term interest rates declined.

For the year ended August 31, 2014, the Core Bond Fund returned 6.44% compared to 5.66% for the Barclays U.S. Aggregate Bond Index.

* The Barclays U.S. Aggregate Bond Index is an unmanaged index that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage- and asset-backed securities and commercial mortgage-backed securities.

Average Annual Total Return
1 Year	5 Years	10 Years
6.44%	5.97%	4.94%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

162

VALIC Company II High Yield Bond Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

A discussion with Wellington Management Company, LLP

The High Yield Bond Fund posted a return of 9.10% for the twelve-month period ended August 31, 2014, compared to its benchmark, the Citigroup High-Yield Market Index, which returned 10.15%.

At the end of August, the credit spread (yield over treasuries) on the Citigroup High-Yield Market Index was 403 basis points over Treasuries, tightening 85 basis points during the twelve month period ended August 31, 2014. During the period, the best performing sectors of the Citigroup High-Yield Market Index were paper & forest products, broadcast/outdoor, and airlines. The worst performing sectors were wireless, gaming, and restaurants.

Security selection contributed to relative performance, while sector allocation detracted from relative performance of the Fund over the 12-month period. Security selection was strong in the financial services and home construction sectors. These results were partially offset by weak security selection in the media non-cable and energy sectors. In terms of sector allocation, an overweight to the wireless sector and a modest cash position in a rising market detracted from performance. During the period, quality segment performance was mixed. An underweight allocation to BB-rated loans detracted from relative performance, as higher quality loans outperformed their lower quality counterparts.

Top individual contributors included First Data Holdings, Inc. 14.50% due 09/24/2019, Transeastern Properties, Inc. 12.25% due 07/31/2013 and Texas Competitive Electric Holdings Co. LLC 4.46% due 10/10/2017. Among the largest detractors were NII Capital Corp. 8.88% due 12/15/2019, Intelsat SA 5.75% due 05/01/2016 and Savient Pharmaceuticals, Inc. 4.75% due 02/01/2018.

For the year ended August 31, 2014, the High Yield Bond Fund returned 9.10% compared to 10.15% 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 U.S 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
9.10%	10.50%	7.08%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

163

VALIC Company II International Opportunities Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

The International Opportunities Fund posted a return of 13.88% for the twelve-month period ended August 31, 2014, compared to a return of 18.68% for the Morgan Stanley Capital International (“MSCI”) Europe, Australasia, and Far East (“EAFE”) Small Cap Index (net).

A discussion with Massachusetts Financial Services Company – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio underperformed the Fund benchmark.

Stock selection within the industrial goods & services sector hindered results relative to the benchmark. Stock selection in both the financial services and the special products and services sectors were additional large detractors from relative performance.

Significant individual detractors included positions in Croda International PLC and VTech Holdings, Ltd. Not owning Vestas Wind Systems also detracted from relative results.

The combination of stock selection and an underweight position in the leisure sector benefited relative performance. Additional strong contributors included stock selection in both the utilities and communications and the health care sectors.

During the reporting period, the portfolio’s relative currency exposure, resulting primarily from differences between the portfolio’s and the benchmark’s exposures to holdings of securities denominated in foreign currencies, also contributed to relative performance.

Individual holdings Federal Bank Ltd., Next PLC, and Bunzl PLC were sizeable contributors to relative returns.

A discussion with UBS Global Asset Management, Inc. – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio underperformed the Fund benchmark.

Stock selection within financials, industrials, and information technology were key detractors from performance from a sector perspective. Overall sector allocation weighed on relative performance as well. From a country basis, stock selection within Japan was a large detractor. Selection in Denmark and Germany also weighed on performance during the period. Key individual detractors included Kobe Steel, Ltd., Cosmos Pharmaceutical Corp., and Tadano, Ltd.

Stock selection in energy, consumer staples, and health care contributed positively to performance over the time period. From a country perspective, an allocation to non-benchmark country Canada was a strong contributor. Stock selection within Ireland and Norway also boosted performance. Key individual contributors included Jazz Pharmaceuticals PLC, Shimizu Corp., and Parex Resources, Inc.

For the year ended August 31, 2014, the International Opportunities Fund returned 13.88% compared to 18.68% for the MSCI EAFE Small Cap Index (net).

* The MSCI EAFE Small Cap Index (net) is an unmanaged index considered representative of small-cap stocks of Europe, Australasia and the Far East. The net index approximates the minimum possible dividend reinvestment and assumes that the dividend is reinvested after the deduction of withholding tax, applying the rate to non-resident individuals who do not benefit from double taxation treaties.

Average Annual Total Return
1 Year	5 Years	10 Years
13.88%	8.86%	7.71%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

164

VALIC Company II Large Cap Value Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

The Large Cap Value Fund posted a return of 22.55% for the twelve-month period ended August 31, 2014, compared to a return of 24.43% for the Russell 1000^® Value Index.

A discussion with Janus Capital Management, LLC and Perkins Investment Management, LLC – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio underperformed the Fund’s benchmark.

Over the twelve-month period, stock selection within information technology and consumer discretionary and a significant cash weighting detracted the most from relative performance.

Stock selection in energy was a significant contributor. An overweight in information technology and an underweight in utilities also added to relative performance.

Individually, Jacobs Engineering Group, Inc. detracted the most from performance, followed by Ensco PLC, Class A and Exelon Corp. Jacobs Engineering and Ensco remained in the portfolio at the end of the period, but the Exelon position was liquidated.

Merck & Co. Inc. and McKesson Corp. were top performers, followed by General Dynamics Corp.

A discussion with The Boston Company Asset Management, LLC – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio outperformed the Fund’s benchmark.

Over the twelve-month period, stock selection was especially strong in financials, utilities, and consumer staples for the portfolio and added to performance. An overweight in information technology and underweights in telecommunication services and utilities also added to performance.

Stock selection in the consumer discretionary, information technology and health care sectors were detractors from relative performance.

Top individual contributors included McKesson Corp., Delta Air Lines Inc., and Ameriprise Financial, Inc.

The major individual detractors were Cisco Systems Inc., PVH Corp., and the portfolio’s lack of exposure to Intel Corp.

For the year ended August 31, 2014, the Large Cap Value Fund returned 22.55% as compared to 24.43% 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
22.55%	14.92%	7.10%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

165

VALIC Company II Mid Cap Growth Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

The Mid Cap Growth Fund posted a return of 13.86% for the twelve-month period ended August 31, 2014, compared to a return of 23.67% for the Russell Midcap^® Growth Index.

A discussion with Wells Capital Management, Inc.

Effective December 9, 2013, Wells Capital Management became the sub-adviser to the Fund.

For the period December 9, 2013, to August 31, 2014, the Mid Cap Growth Fund underperformed the Russell Midcap^® Growth Index.

Stock selection was the main driver behind the underperformance. Among individual holdings, Salix Pharmaceuticals, Ltd., United Rentals, Inc., and Under Armour, Inc. contributed the most to performance. DigitalGlobe, Inc., Intercontinental Exchange, Inc., and Lumber Liquidators Holdings, Inc. detracted from overall performance.

On a relative basis, overweight allocations in healthcare and telecom services contributed to performance. Information technology, consumer discretionary, industrials and financials were the largest relative detracting sectors for the portfolio due to stock selection.

A discussion with Columbia Management Advisors, LLC

Effective December 9, 2013 Columbia Asset Management ceased to be a sub-adviser to the Fund.

For the period beginning September 1, 2013, and ending December 9, 2013, the Fund underperformed it’s benchmark, the Russell Midcap^® Growth Index.

Both sector allocation (predominately consumer, industrials and utilities) and stock selection (mostly within the healthcare sector) contributed to the underperformance of the Fund.

Among individual holdings, Delta Air Lines, Inc., Constellation Brands, Inc., and Pandora Media, Inc. contributed the most to performance. Detractors included: ARIAD Pharmaceuticals, Inc., CommVault Systems, Inc., and Catamaran Corp.

For the year ended August 31, 2014, the Mid Cap Growth Fund returned 13.86% compared to 23.67% 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 high forecasted growth values. The stocks are also members of the Russell 1000^® Growth Index.

Average Annual Total Return
1 Year	5 Years	10 Years
13.86%	14.23%	8.51%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

166

VALIC Company II Mid Cap Value Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

The Mid Cap Value Fund posted a return of 23.97% for the twelve-month period ended August 31, 2014, compared to a return of 27.20% for the Russell Midcap^® Value Index.

A discussion with Wellington Management Company, LLP – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio underperformed the Fund benchmark.

Overall, stock selection detracted from relative performance. Strong stock selection in the information technology and utilities sectors was offset by weak selection in the energy, consumer discretionary, and health care sectors. Sector allocation contributed to relative results, aided by an overweight to the information technology sector and underweights to the utilities and financials sectors.

Top individual relative detractors included Cobalt International Energy, Inc. and GNC Holdings, Inc. The decision not to hold Micron Technology, an Index component and significant performer during the period, also detracted from relative performance. Top relative individual contributors to performance included Avago Technologies, LTD, Skyworks Solutions, Inc. and NXP Semiconductor NV.

A discussion with Tocqueville Asset Management, LP – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio significantly underperformed the Fund benchmark.

Relative to the benchmark index, the portfolio’s lack of exposure to the health care sector was a negative, as it was among the top performing sectors during the fiscal year. Also, the portfolio’s cash position hindered performance. Other detractors included stock selection in the consumer discretionary, financials, and industrials sectors.

Some of the highest contributions to performance came from a significant underweight to financials, a heavy overweight to industrials, and a minimal exposure to the utilities sector.

The largest positive individual contributors to the portfolio’s performance during the year included PolyOne Corp., Fairchild Semiconductor International, Inc., and Dover Corp. The largest detractors included Molycorp, Inc., Knowles Corp., and Brady Corp., Class A.

A discussion with Robeco Investment Management, Inc. – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio outperformed the Fund benchmark, due to both security selection and sector allocation. Stock selection outperformance was led by consumer services, consumer non-durables, and capital goods sectors.

A lack of exposure to the strong performing transportation sector was the largest area of weakness for the period. Stock selection in technology and energy were other significant detractors.

Notable individual contributors included McKesson Corp. (healthcare sector), Lear Corp. (consumer durables), and Constellation Brands, Inc. Class A (consumer non-durables). Some of the largest individual detractors from performance included not owning strong performers Micron Technology (technology), Forest Laboratories Inc. (healthcare), and Alcoa Inc. (basic industries).

167

VALIC Company II Mid Cap Value Fund

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

For the year ended August 31, 2014, the Mid Cap Value Fund returned 23.97% compared to 27.20% for the Russell Midcap^® Value Index.

* The Russell Midcap^® Value Index measures the performance of the mid-cap value segment of the U.S. equity universe. It includes those Russell Midcap Index companies with lower price-to-book ratios and lower forecasted growth values. The Russell Midcap^® Value Index is constructed to provide a comprehensive and unbiased barometer of the mid-cap value market. The index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true mid-cap value market.

Average Annual Total Return
1 Year	5 Years	10 Years
23.97%	16.74%	9.67%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

168

VALIC Company II Moderate Growth Lifestyle Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

A discussion with PineBridge Investments, LLC

For the twelve-months ended August 31, 2014, the Moderate Growth Lifestyle Fund returned 16.46%, compared to 25.25% for the S&P 500^® Index and 14.92% for the Blended Index. The Blended Index is comprised of the Russell 3000^® Index (40%), the MSCI EAFE Index (net) (10%), the Barclays U.S. Aggregate Bond Index (45%) and the FTSE European Public Real Estate Association (“EPRA”)/National Association of Real Estate Investment Trusts (“NAREIT”) Developed Index (5%).

The Fund invests in a combination of funds, also known as ‘fund of funds’. The Fund does not select specific sectors, securities, or countries and thus these factors do not influence performance. Rather, the key indicators of performance are asset allocation and manager selection. Over the past twelve months, asset allocation was a positive contributor. Fund selection on the other hand produced a modest detraction from returns.

The Fund began the twelve month period with an overweight to both US equities and international equities, a slight underweight in global real estate, and an underweight to fixed income. A shift was made in September to significantly reduce the Fund’s allocation to emerging markets in favor of international developed market equities and growth-oriented bonds. In April, the US equity exposure was reduced in favor of international equities. The twelve month period closed with an overweight to both US equities and international equities, a slight underweight in global real estate, and an underweight to fixed income.

The three Underlying Funds that provided the largest contribution to returns were Strategic Bond Fund, Core Bond Fund, and Small Cap Special Values Fund. The three largest detractors from performance were Dividend Value Fund, Mid Cap Value Fund, and Mid Cap Growth Fund.

169

VALIC Company II Moderate Growth Lifestyle Fund

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

For the year ended August 31, 2014, the Moderate Growth Lifestyle Fund returned 16.46% compared to 25.25% for the S&P 500^® Index and 14.92% for the Blended Index.

* The S&P 500^® Index 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 Blended Index consists of the Russell 3000^® Index (40%), MSCI EAFE Index (net) (10%), the Barclays U.S. Aggregate Bond Index (45%) and the FTSE EPRA/NAREIT Developed Index (5%).

*** The MSCI EAFE Index (net) 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 Index consists of 22 developed market country indices. The net index approximates the minimum possible dividend reinvestment and assumes that the dividend is reinvested after the deduction of withholding tax, applying the rate to non-resident individuals who do not benefit from double taxation treaties.

**** The Barclays U.S. Aggregate Bond Index is an unmanaged index that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage- and asset-backed securities and commercial mortgage-backed securities.

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

†† The FTSE EPRA/NAREIT Developed Index is a global market capitalization weighted index composed of listed real estate securities in the North American, European and Asian real estate markets.

Average Annual Total Return
1 Year	5 Years	10 Years
16.46%	12.06%	8.37%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

170

VALIC Company II Money Market II Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

A discussion with SunAmerica Asset Management, LLC

The Money Market II Fund posted a return of 0.01% for the twelve-month period ended August 31, 2014, compared to a return of 0.04% for the Citigroup 3 month Treasury Bill Index.

The Federal Open Market Committee (FOMC) maintained a Fed Funds target rate of 0.00% to 0.25% throughout the twelve-month period ended August 31, 2014. Information received since the Federal Open Market Committee met in June indicates that growth in economic activity rebounded in the second quarter. Labor market conditions improved, with the unemployment rate declining further. However, a range of labor market indicators suggests that there remains significant underutilization of labor resources. Household spending appears to be rising moderately and business fixed investment is advancing, while the recovery in the housing sector remains slow. Fiscal policy is restraining economic growth, although the extent of restraint is diminishing. Inflation has moved somewhat closer to the Committee’s longer-run objective. Longer-term inflation expectations have remained stable. When the Committee decides to begin to remove policy accommodation, it is expected to take a balanced approach consistent with its longer-run goals of maximum employment and inflation of 2 percent.

Security selection was the primary driver of performance relative to the benchmark. Sector selection was flat relative to the benchmark index. The Fund maintained an approximate 48% weight in US government securities and 2% weight in cash equivalents. The remainder of the Fund composition was certificates of deposit (CD) , Yankee CD’s, commercial paper, and corporate bonds.

Average Annual Total Return
1 Year	5 Years	10 Years
0.01%	0.01%	1.48%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

171

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 posted a return of 10.33% for the twelve-month period ended August 31, 2014, compared to a return of 17.30% for the Russell 2000^® Growth Index.

Stock selection was the primary driver of underperformance during the period. Stock selection in the technology and consumer discretionary sectors detracted from performance, while stock selection in the producer durables and health care sectors contributed to performance. Sector allocation was slightly negative for the period, due mostly to the underweight exposure to the materials and consumer staples sectors as well as an overweight allocation to the technology sector.

At the stock level, the Fund’s biggest contributors to performance were positions in Puma Biotechnology Inc., Spirit Airlines, Inc., and Envestnet Inc. The Fund’s largest detractors were positions in Gigamon, Inc., Rally Software Dev Corp., and Reachlocal, Inc.

For the year ended August 31, 2014, the Small Cap Growth Fund returned 10.33% compared to 17.30% 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
10.33%	17.75%	8.36%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

172

VALIC Company II Small Cap Value Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

The Small Cap Value Fund posted a return of 18.39% for the twelve-month period ended August 31, 2014, compared to a return of 18.10% for the Russell 2000^® Value Index.

A discussion with J.P. Morgan Investment Management Inc. – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio outperformed the Fund benchmark.

Strong stock selection in the semiconductors, basic materials, and telecommunications sectors contributed the most to results. Alternatively, stock selection in the consumer cyclicals, finance, and retail sectors significantly detracted from performance.

Sector weightings were kept close to those of the benchmark, but sector allocation still added modestly to performance.

At the individual stock level, positions in Rite Aid Corp., a retail drugstore chain in the U.S., Penn Virginia Corp., an independent oil and gas company, and electronics manufacturer Spansion, Inc. were the largest contributors.

Large individual detractors from performance included Forest Oil Corp., an independent oil and gas company, Ocwen Financial Corp., a financial services holding company, and hhgregg, Inc., a specialty retailer.

A discussion with Metropolitan West Capital Management, LLC. – regarding their portion of the Fund (the “portfolio”)

During the period, the portfolio outperformed the Fund benchmark.

During the period, security selection accounted for a majority of the outperformance. Sector weightings also enhanced relative performance.

Stock selection in the industrials, financials and information technology sectors added the most value relative to the Russell 2000^® Value Index. Top individual contributors included industrials holding AerCap Holdings N.V., financials position Jones Lang LaSalle Inc., and VeriFone Systems, Inc. in the information technology sector.

Security selection in consumer staples, consumer discretionary, and energy subtracted the most value relative to the benchmark. Large individual detractors included consumer discretionary holding DSW Inc. Class A, energy position Energy XXI (Bermuda) Limited, and Jabil Circuit Inc., in information technology.

For the year ended August 31, 2014, the Small Cap Value Fund returned 18.39% compared to 18.10% 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
18.39%	15.61%	8.30%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

173

VALIC Company II Socially Responsible Fund

COMPARISON: FUND VS. INDEX (unaudited)

MANAGEMENT OVERVIEW

A discussion with SunAmerica Asset Management, LLC

The Socially Responsible Fund posted a return of 26.82% for the twelve-month period ended August 31, 2014, compared to its benchmark, the S&P 500^® Index, which returned 25.25%.

The Socially Responsible Fund is passively managed to track the S&P 500^® Index, while investing in socially compliant companies. In addition to the social screening, there will be performance discrepancies due to trading, cash, and pricing effects. The Fund’s social criteria screen eliminates companies that participate in the alcohol, firearms, gambling, tobacco, nuclear power, weapons, labor/employee relations and environmental performance industries.

Stock selection was the primary cause of outperformance during the fiscal period, and was positive in nine out of the ten S&P 500^® industry groups, particularly among consumer discretionary, healthcare, and technology companies. Underweight exposure to the energy group had a beneficial impact as well. Gains were offset, however, by sector investments among materials companies.

Several technology stocks assisted performance during the fiscal period, particularly Apple Inc., Microsoft Corp., Google Inc., Class A, and Intel Corp. Johnson and Johnson, the pharmaceutical company, rounded out the list of top contributors during the fiscal period. Primary detractors included Deere & Company, Whole Foods Market, Inc., Coach, Inc., BB&T Corporation, and Avon Products, Inc.

For the year ended August 31, 2014, the Socially Responsible Fund returned 26.82% compared to 25.25% for the S&P 500^® Index.

* The S&P 500^® Index 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.

Average Annual Total Return
1 Year	5 Years	10 Years
26.82%	17.40%	8.50%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

174

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 9.89% for the twelve-month period ended August 31, 2014, compared to its benchmark, the Barclays U.S. Aggregate Bond Index, which returned 5.66%.

Sector selection benefitted the portfolio over the course of the year. Overweight allocations to sovereign debt as well as basic industry and communications sectors were the greatest contributors. The Fund also benefitted from an underweight allocation to treasury securities as non-treasury “spread sectors” outperformed.

Security selection was the primary source of excess returns during the year. Selections made among sovereign debt as well as in banking, communications, consumer non-cyclical and basic industry sectors were the largest contributors.

Top performing securities included Argentina 8.28% due 12/31/2033, Italy 5.00% due 03/01/2022 and Linn Energy, LLC 6.25% due 11/01/2019. Amongst the largest detractors on a relative basis were Green Field Energy Services, Inc. 13.25% due 11/15/2016, Harrah’s Operating Co. 10.75% due 02/01/2016 and Global A&T Electronics 10.00% due 02/01/2019.

A longer duration position versus the benchmark also contributed positively during the year as longer term interest rates declined.

For the year ended August 31, 2014, the Strategic Bond Fund returned 9.89% compared to 5.66% for the Barclays U.S. Aggregate Bond Index.

* The Barclays U.S. Aggregate Bond Index is an unmanaged index that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage- and asset-backed securities and commercial mortgage-backed securities.

Average Annual Total Return
1 Year	5 Years	10 Years
9.89%	8.02%	6.69%

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. Charges imposed by the Variable Contracts, Plans or IRAs that invest in the Fund are not included in the Fund’s returns.

175

VALIC Company II

SUPPLEMENTS TO PROSPECTUS (unaudited)

Filed under Rule 497(e)

SUNAMERICA SERIES TRUST

VALIC COMPANY I

VALIC COMPANY II

(the “Funds”)

SUPPLEMENT DATED MARCH 3, 2014 TO THE

PROSPECTUSES AND STATEMENTS OF ADDITIONAL INFORMATION

The following provides notification of the name change for the distributor of the Funds:

Effective February 28, 2014, SunAmerica Capital Services, Inc. (“SACS”) will change its name to AIG Capital Services, Inc. All references to SunAmerica Capital Services, Inc. and SACS will be replaced with AIG Capital Services, Inc. in Prospectuses and Statements of Additional Information.

Filed under Rule 497(e)

Registration No. 333-53589

VALIC COMPANY II

Supplement to the Prospectus

dated January 1, 2014, as supplemented to date

Small Cap Growth Fund.

Effective immediately, in the Fund Summary in the Investment Adviser section, the chart is revised with respect to J.P. Morgan Investment Management Inc. The portfolio management disclosure pertaining to Mr. Christopher M.V. Jones is hereby deleted in its entirety.

Please retain this supplement for future reference.

Date: May 9, 2014

176

VALIC Company II

SUPPLEMENTS TO PROSPECTUS (unaudited) — (continued)

Filed under Rule 497(e)

Registration No. 333-53589

VALIC COMPANY II

Supplement to the Prospectus

dated January 1, 2014, as supplemented to date

Effective immediately, in the section titled “FUND SUMMARY” for the Socially Responsible Fund under the heading “Investment Adviser,” the portfolio manager disclosure for SunAmerica Asset Management, LLC (“SAAMCo”) is hereby deleted in its entirety and replaced with the following:

Name	Portfolio Manager of the Portfolio Since		Title
Timothy Campion		2012		Lead Portfolio Manager
Kara Murphy		2013		Co-Portfolio Manager
Andrew Sheridan		2013		Co-Portfolio Manager

In the section titled “MANAGEMENT,” the last paragraph of the portfolio management disclosure for SAAMCo is deleted in its entirety and replaced with the following:

The Socially Responsible Fund is managed by a team consisting of Timothy Campion, Kara Murphy and Andrew Sheridan, with Mr. Campion serving as team leader. Mr. Campion is a Vice President, Portfolio Manager and Quantitative Analyst at SAAMCo. He is responsible for the management and trading of a wide variety of domestic equity index funds. Mr. Campion joined SAAMCo in 2012. Prior to joining SAAMCo, he was Vice President and Portfolio Manager at PineBridge Investments LLC since 1999. Ms. Murphy is the Chief Investment Officer of SAAMCo. Previously, Ms. Murphy was the Director of Research and a senior research analyst covering the financial sector. Before joining SAAMCo, Ms. Murphy held research positions at Chilton Investment Company and Morgan Stanley Investment Management. Her investment experience dates from 2000. Mr. Sheridan, the Vice President, Portfolio Manager and Senior Research Analyst, joined SAAMCo in 2003. In addition to his portfolio management responsibilities, Mr. Sheridan is a member of the SAAMCo research team, covering the technology industry.

Please retain this supplement for future reference.

Dated: October 27, 2014

177

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

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

J.P. Morgan Investment Management Inc.

270 Park Avenue

New York, New York 10017

Janus Capital Management, LLC

151 Detroit Street

Denver, Colorado 80206

Massachusetts Financial Services Company

111 Huntington Avenue

Boston, MA 02199

Metropolitan West Capital Management, LLC

610 Newport Center Drive, Suite 100

Newport Beach, CA 92660

PineBridge Investments, LLC

399 Park Avenue

New York, New York 10022

Robeco Investment Management, Inc.

909 Third Avenue, 32nd Floor

New York, New York 10022

SunAmerica Asset Management, LLC

Haborside Financial Center

3200 Plaza 5

Jersey City, New Jersey 07311

The Boston Company Asset Management, LLC

BNY Mellon Center

201 Washington St.

Boston, Massachusetts 02108

Tocqueville Asset Management LP

40 West 57th Street, 19th Floor

New York, New York 10019

UBS Global Asset Management (Americas), Inc.

1285 Avenue of the Americas

New York, NY 10019

Wellington Management Co., LLP

280 Congress Street

Boston, Massachusetts 02210

Wells Capital Management, Inc.

525 Market St.

10th Floor

San Francisco, CA 94105

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

Katherine Stoner,

Vice President and Chief Compliance Officer

Thomas M. Ward,

Vice President

John E. Smith Jr,

Assistant Treasurer

Shawn Parry,

Assistant Treasurer

Louis O. Ducote II,

Assistant Secretary

Shana L. Walker,

Assistant Secretary

Matthew J. Hackethal,

Anti-Money Laundering Compliance Officer

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.

178

Go paperless Sign up for Personal Deliver-e today! CLICK VALIC.com CALL 1-800-448-2542 VISIT your VALIC financial advisor

Go paperless Together we can make a difference Sign up for Personal Deliver-e® to get: Convenience. See your account statements, certain regulatory documents and transaction confirmations online, print as you wish. Days faster than paper delivery through the mail. Security. Password-protected documents online are more secure than paper. Eco-friendly delivery. Less paper, less waste. One more way that together we can make a difference. Ready to go paperless? >  Visit our website at VALIC.com •Select “Access Your Account” under Links to Login •Follow the registration instructions >  You can also enroll by contacting our Client Care Center at 1-800-448-2542 We know privacy is important to you, so please be assured that your e-mail address and other information you share with us is kept private and never sold. Review our Privacy Policy online for more information. Securities and investment advisory services are offered by VALIC Financial Advisors, Inc., member FINRA and an SEC-registered investment advisor. VALIC represents The Variable Annuity Life Insurance Company and its subsidiaries, VALIC Financial Advisors, Inc. and VALIC Retirement Services Company.

Copyright © The Variable Annuity Life Insurance Company. All rights reserved. VC 10855 (12/2010) 79619 EE

VALIC Online — Account Access

You will need to create an online security profile with a unique user ID and password. With your PIN, you can also access your account via the 24-hour VALIC automated phone line at 1-800-448-2542.	Manage your account online! >  Print and download account transaction confirmations and tax statements >  View transaction history and download it to Quicken using Direct ConnectSM >  Use the Account Aggregation feature to display information from other accounts in addition to your VALIC accounts >  Easily manage your personal profile to update your contact information (phone, address, email), update your beneficiaries, reset your password, and more
	With VALIC Online you can initiate account transactions including: >  Allocation changes >  Transfer money among investment options >  Rebalance account to your desired allocation mix >  Change contributions
	Start exploring VALIC Online today!
	>  Visit VALIC.com >  Click “Register for online access” >  Click “Register for individual access,” and follow the steps to create a security profile
	PersonalDeliver-e®enrollment is easy!
	>  Go to VALIC.com and log in >  Select “My profile” on the right side of the “My summary” page >  Click on “Email delivery” on the right side of the “My profile” page >  Complete the last three steps on the “PersonalDeliver-e®” page >  You can also enroll by contacting our Client Care Center at 1-800-448-2542
Easy and secure
Sign up for PersonalDeliver-e® today!	Please note: The email notification will apply only to certain VALIC annuity contracts. This feature is provided by VALIC free of charge, though you may have to pay Internet service provider fees to access the Internet or to receive emails.
CLICK VALIC.com CALL 1-800-448-2542 VISIT your VALIC financial advisor	Sign up today at VALIC.com We know privacy is important to you, so please be assured that your email address and other information you share with us is kept private and never sold. Review our Privacy Policy online for more information. Annuity contracts are issued by The Variable Annuity Life Insurance Company and distributed by its affiliate, AIG Capital Services, Inc., member FINRA.
	VALIC represents The Variable Annuity Life Insurance Company and its subsidiaries, VALIC Financial Advisors, Inc. and VALIC Retirement Services Company.
	Copyright © The Variable Annuity Life Insurance Company. All rights reserved. VC 23800 (06/2014) J93566 EE

VALIC Company II P.O. Box 3206 Houston, TX 77253-3206 PRST STD U.S. POSTAGE PAID LANCASTER, PA PERMIT NO. 1765

VC 11288 (08/2014) 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 ended 2014, 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, the Chairman of the registrant’s Audit Committee, qualifies as an audit committee financial expert, as defined in instructions to Item 3(b) 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:

	2013		2014
(a) Audit Fees	$	367,690	$	382,400
(b) Audit-Related Fees	$	0	$	0
(c) Tax Fees	$	0	$	0
(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.

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:

	2013		2014
(b) Audit-Related Fees	$	0	$	0
(c) Tax Fees	$	0	$	0
(d) All Other Fees	$	168,700	$	370,415

All other fees are for professional services rendered by the registrant’s principal accountant for services associated with issuing a SSAE16 report and Third Party Assurance report.

(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 2013 and 2014 were $206,540 and $542,947, 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 7, 2014

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 7, 2014

By:	/s/ Gregory R. Kingston
	Gregory R. Kingston
	Treasurer

Date: November 7, 2014