Alight Series Trust N-CSRS Certified semi-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 811-08885

Hewitt Series Trust

(Exact name of registrant as specified in charter)

100 Half Day Road Lincolnshire, IL	60069
(Address of principal executive offices)	(Zip code)

Peter Ross, 100 Half Day Road, Lincolnshire, IL 60069

(Name and address of agent for service)

Registrant’s telephone number, including area code: (847) 295-5000

Date of fiscal year end: December 31, 2011

Date of reporting period: June 30, 2011

Item 1. Reports to Stockholders.

HEWITT SERIES TRUST

SHAREHOLDER EXPENSES (Unaudited)

As a shareholder of the Hewitt Money Market Fund (the “Fund”), you incur ongoing costs, including management fees and other fund expenses. The following example is intended to help you understand your ongoing costs (in dollars and cents) of investing in the Fund and to compare these costs with the ongoing costs of investing in other money market funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2011 to June 30, 2011.

Actual Expenses

The first line under the Fund in the table below provides information about actual account values and actual expenses. You may use the information in this line, 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 first line for the Fund under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line under the Fund in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line under the Fund in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Hewitt Money Market Fund	Beginning Account Value (1/1/11)		Ending Account Value (6/30/11)		Annualized Expense Ratio†			Expenses Paid During Period* (1/1/11 to 6/30/11)
Actual	$	1,000.00	$	1,000.10		0.28	%	$	1.39
Hypothetical (5% return before expenses)		1,000.00		1,023.40		0.28			1.40

† This ratio includes the Fund’s share of expenses charged to the corresponding Master Portfolio into which the Fund invests.

* Expenses are calculated using the Fund’s annualized expense ratio (as disclosed in the table), multiplied by the average account value for the period, multiplied by the number of days in the period (181 days) and divided by the number of days in the year (365 days) to reflect the one-half year period.

1

HEWITT MONEY MARKET FUND

STATEMENT OF ASSETS AND LIABILITIES

June 30, 2011 (Unaudited)

ASSETS
Investments:
In Money Market Master Portfolio (“Master Portfolio”), at fair value (Note 1)	$	498,224,632
Receivables:
Administration fees (Note 2)		202,749
Due from Hewitt Financial Services LLC (Note 2)		984
Total Assets		498,428,365
LIABILITIES
Payables:
Distribution to shareholders		21,561
Accrued Trustees fees		17,829
Accrued shareholder servicing fees		269,986
Other accrued expenses		123,449
Total Liabilities		432,825
NET ASSETS	$	497,995,540
Net assets consist of:
Paid-in capital	$	497,963,560
Undistributed net investment income		810
Accumulated net realized gain		31,170
NET ASSETS	$	497,995,540
Shares outstanding		497,961,839
Net asset value and offering price per share	$	1.00

See Notes to Financial Statements.

2

HEWITT MONEY MARKET FUND

STATEMENT OF OPERATIONS

For the Six Months Ended June 30, 2011 (Unaudited)

NET INVESTMENT INCOME ALLOCATED FROM MASTER PORTFOLIO
Interest	$	668,551
Expenses1		(154,498	)
Net investment income allocated from Master Portfolio		514,053
FUND EXPENSES (Note 2)
Administration fees		1,213,278
Shareholder servicing fees		551,970
Fund accounting & transfer agent fees		43,636
Legal fees		27,114
Audit fees		11,946
Printing costs		57,128
Registration costs		60,287
Trustees fees		26,862
Total fund expenses		1,992,221
Fees reimbursed by Hewitt Associates LLC (Note 2)		(1,518,412	)
Total Net Expenses		473,809
NET INVESTMENT INCOME		40,244
REALIZED GAIN (LOSS) ALLOCATED FROM MASTER PORTFOLIO
Net realized gain		15,723
Net gain on investments		15,723
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	55,967

¹ Net of investment advisory fee waivers by the Master Portfolio’s investment adviser in the amount of $69,189.

See Notes to Financial Statements.

3

HEWITT MONEY MARKET FUND

STATEMENTS OF CHANGES IN NET ASSETS

	For The Six Months Ended June 30, 2011 (Unaudited)			For The Year Ended December 31, 2010
INCREASE (DECREASE) IN NET ASSETS
Operations:
Net investment income	$	40,244		$	88,034
Net realized gain		15,723			35,799
Net increase in net assets resulting from operations		55,967			123,833
Distributions to shareholders:
From net investment income		(40,244	)		(88,035	)
From net realized gain		(14,948	)		—
Total distributions to shareholders		(55,192	)		(88,035	)
Capital share transactions (Note 3):
Net capital share transactions		94,145,211			82,443,205
Net increase (decrease) in net assets resulting from capital share transactions		94,145,211			82,443,205
Increase (decrease) in net assets		94,145,986			82,479,003
NET ASSETS:
Beginning of Period		403,849,554			321,370,551
End of Period	$	497,995,540		$	403,849,554
Undistributed net investment income included in net assets at end of period	$	810		$	810

See Notes to Financial Statements.

4

HEWITT MONEY MARKET FUND

FINANCIAL HIGHLIGHTS

(For a share outstanding throughout each period)

	Six Months Ended Jun. 30, 2011 (Unaudited)			Year Ended Dec. 31, 2010			Year Ended Dec. 31, 2009			Year Ended Dec. 31, 2008			Year Ended Dec. 31, 2007			Year Ended Dec. 31, 2006
Net asset value, beginning of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Income from investment operations:
Net investment income		0.00	1		0.00	1		0.00	1		0.02			0.04			0.04
Net realized gain (loss)		0.00	1		0.00	1		0.00	1		(0.00	)1		0.00	1		0.00	1
Total from investment operations		0.00			0.00			0.00			0.02			0.04			0.04
Less distributions from:
Net investment income		(0.00	)1		(0.00	)1		(0.00	)1		(0.02	)		(0.04	)		(0.04	)
Net realized gain		(0.00	)1		—			—			—			—			—
Total distributions		(0.00	)		(0.00	)		(0.00	)		(0.02	)		(0.04	)		(0.04	)
Net asset value, end of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total return		0.01	%2		0.02	%		0.07	%		2.00	%		4.48	%		4.22	%
Ratios/Supplemental data:
Net assets, end of period (000s)	$	497,996		$	403,850		$	321,371		$	343,696		$	268,290		$	183,047
Ratio of net expenses to average net assets3,4,5		0.28	%		0.31	%		0.48	%		0.96	%		0.95	%		0.95	%
Ratio of expenses to average net assets prior to waived fees and reimbursed expenses3,4		0.97	%		1.02	%		1.04	%		1.05	%		1.06	%		1.06	%
Ratio of net investment income to average net assets3,4,5		0.02	%		0.02	%		0.07	%		1.94	%		4.38	%		4.17	%
Ratio of net investment income (loss) to average net assets prior to waived fees and reimbursed expenses3,4		(0.67	)%		(0.68	)%		(0.49	)%		1.85	%		4.27	%		4.06	%

¹ Rounds to less than $0.01 or ($0.01).

² Not annualized.

³  Annualized for periods of less than one year. Ratios reflect the expenses of both the Fund and the Master Port-folio into which the Fund invests.

⁴ Ratios for the year ended December 31, 2009 and December 31, 2008 include 0.03% and 0.01%, respectively, of expenses associated with the Fund’s participation in the U.S. Treasury’s Temporary Guarantee Program.

⁵  Ratios for the year ended December 31, 2009 include waived fees in an amount sufficient to ensure that the seven day yield of the Fund does not fall below 0% (Note 2).

See Notes to Financial Statements.

5

HEWITT SERIES TRUST

NOTES TO FINANCIAL STATEMENTS (Unaudited)

1. Summary of Significant Accounting Policies

Hewitt Money Market Fund (the “Fund”) is a diversified series of Hewitt Series Trust (the “Trust”), an open-end management investment company registered under the Investment Company Act of 1940, as amended. The Trust was established as a Delaware statutory trust organized pursuant to a Declaration of Trust on July 7, 1998.

Under the Fund’s organizational documents, the officers and trustees are indemnified against certain liabilities that may arise out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

The following significant accounting policies are consistently followed by the Trust in the preparation of its financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of the financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Investment Policy and Security Valuation

The Fund’s investment in its Master Portfolio is valued pursuant to the pricing policy and procedures approved by the Board of Trustees of the Trust using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. Inputs may be based on independent market data (“observable inputs”) or they may be internally developed (“unobservable inputs”). The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under Accounting Standards Codification 820 are as follows:

• Level 1 – Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access at the measurement date;

• Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices or identical or similar assets or liabilities in markets that are not considered to be active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means;

• Level 3 – Inputs that are unobservable for the asset or liability.

The Fund invests all of its assets in the Money Market Master Portfolio (the “Master Portfolio”) of Master Investment Portfolio (“MIP”). The Master Portfolio has the same or substantially similar investment objective as the Fund. The value of the Fund’s investment in the Master Portfolio reflects the Fund’s interest in the net assets of the Master Portfolio (1.58% of total Master Portfolio assets as of June 30, 2011).

The determination of what constitutes an “observable” input may require significant judgment by the Fund. As of June 30, 2011, the Fund’s investment in the Master Portfolio was classified as Level 2. The level of a value determined

6

HEWITT SERIES TRUST

NOTES TO FINANCIAL STATEMENTS (Unaudited) – (continued)

for an investment within the fair value hierarchy is based upon the pricing transparency of the investment and does not necessarily correspond to the Fund’s perceived risk of its investment in the Master Portfolio, nor the level of the investments held within the Master Portfolio.

The Fund believes more relevant disclosure regarding fair value measurements relate to the investment portfolio of the Master Portfolio, which can be found in Note 1 of the Master Portfolio’s Notes to Financial Statements and are included elsewhere in this report.

The performance of the Fund is directly affected by the performance of the Master Portfolio. The financial statements of the Master Portfolio, including the Schedule of Investments, accompanied by an unaudited summarized tabular presentation, are included elsewhere in this report and should be read in conjunction with the Fund’s financial statements.

The Fund seeks to maintain a constant net asset value of $1.00 per share for each of the classes of shares. There is no assurance that the Fund will meet this objective.

Security Transactions and Income Recognition

The Fund records daily its proportionate interest in the net investment income and realized and unrealized gains and losses of the Master Portfolio.

Federal Income Taxes

The Fund is treated as a separate entity for federal income tax purposes. It is the policy of the Trust that the Fund continue to qualify as a regulated investment company by complying with the provisions under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies, and to distribute substantially all of its investment company taxable income and any net realized gains (after taking into account any capital loss carryforwards) sufficient to relieve it from all, or substantially all, federal income and excise taxes. Accordingly, no provision for federal taxes was required at June 30, 2011.

As of December 31, 2010, the tax year-end of the Fund, the Fund had no tax basis net capital loss carryforwards. The capital loss carryforwards utilized for the year ended December 31, 2010 amounted to $5,405.

Management has reviewed the tax positions as of June 30, 2011, inclusive of the prior three open tax return years, and has determined that no provision for income tax is required in the Fund’s financial statements.

Dividends and Distributions to Shareholders

Dividends to shareholders from net investment income of the Fund are declared daily and distributed monthly. Distributions to shareholders from capital gains, if any, are declared and distributed annually, generally in December.

Due to the timing of dividends and distributions and the differences in accounting for income and realized gains (losses) for financial statement and federal income tax purposes, the fiscal year in which amounts are distributed may differ from the year in which the income and realized gains (losses) were recorded by the Fund.

7

HEWITT SERIES TRUST

NOTES TO FINANCIAL STATEMENTS (Unaudited) – (continued)

2. Agreements and Other Transactions with Affiliates

Hewitt Associates LLC (“Hewitt Associates”) provides administrative services to the Fund. The Fund pays Hewitt Associates a monthly fee calculated at an annual rate of 0.55% of the Fund’s average daily net assets for these services. Hewitt Associates has contractually agreed to waive its fees or absorb expenses of the Fund in an amount equal to the greater of (A) the amount by which the total ordinary operating expenses (excluding interest, brokerage commissions and extraordinary expenses) on an annual basis, exceed 0.95% of the average daily net assets of the Fund or (B) an amount sufficient to ensure that the seven day yield of the Fund does not fall below 0%. Hewitt Associates may not modify or terminate this waiver agreement without approval of the Board of Trustees of the Trust. For the six months ended June 30, 2011, Hewitt Associates reimbursed the Fund $1,518,412 for expenses related to this agreement.

Hewitt Associates and BlackRock Institutional Trust Company, N.A. (“BTC”) have entered into a sub-adminis-tration agreement, pursuant to which BTC provides services to the Fund and its shareholders, including maintenance of books and records; preparation of reports; and other administrative support services. For the services under this sub-administration agreement, Hewitt Associates pays BTC a fee equal to 0.03% of the average daily net assets of the Fund.

Hewitt Financial Services LLC (“HFS”), an affiliate of Hewitt Associates, serves as the Distributor of the Fund. HFS does not receive a fee from the Fund for its distribution services.

HFS also serves as the Shareholder Servicing Agent for the Fund. As Shareholder Servicing Agent, HFS is responsible for maintaining records showing the number of shares of the Fund owned by investors who have purchased shares through HFS. In addition, HFS sends all shareholder communications relating to the Fund to shareholders or arranges for these materials to be sent. For these services, the Fund pays HFS a monthly fee calculated at an annual rate of 0.25% of the Fund’s average daily net assets.

The Fund pursues its investment objectives by investing in the Master Portfolio, which is a series of MIP. The Master Portfolio has the same investment objectives and substantially the same investment policies as the Trust. BlackRock Fund Advisors (“BFA”) serves as the Master Portfolio’s investment adviser. As such, the Trust does not itself have an investment adviser.

3. Capital Share Transactions

As of June 30, 2011, there was an unlimited number of shares of $0.001 par value capital stock authorized by the Fund. Transactions in capital shares of the Fund were as follows:

	Six Months Ended June 30, 2011 (Unaudited)						Year Ended December 31, 2010
	Shares			Amount			Shares			Amount
Shares Issued and Redeemed:
Shares sold		164,642,368		$	164,642,368			249,552,051		$	249,552,051
Shares issued in reinvestments of dividends		41,623			41,623			86,555			86,555
Shares redeemed		(70,538,780	)		(70,538,780	)		(167,195,401	)		(167,195,401	)
Net increase		94,145,211		$	94,145,211			82,443,205		$	82,443,205

8

HEWITT SERIES TRUST

NOTES TO FINANCIAL STATEMENTS (Unaudited) – (concluded)

4. Subsequent Events

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were available to be issued, and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.

9

HEWITT SERIES TRUST

PROXY VOTING (Unaudited)

The Fund filed with the Securities and Exchange Commission (the “Commission”) Form N-PX with the complete proxy voting record for the 12 months ended June 30, 2011. The Fund did not hold any voting securities and accordingly did not vote any proxies during the reporting period. Because the Fund invests exclusively in non-voting securities, the Fund is not required to describe the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities. The Form filed is available (i) without charge, upon request, by calling the Fund toll-free at 1-800-890-3200, and (ii) on the Commission’s website at (www.sec.gov).

10

HEWITT SERIES TRUST

ADDITIONAL INFORMATION (Unaudited)

The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the Commission’s website at www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

11

MONEY MARKET MASTER PORTFOLIO

PORTFOLIO INFORMATION

as of June 30, 2011 (Unaudited)

Portfolio Composition	Percent of Net Assets
Certificates of Deposit		38	%
Commercial Paper		26
Repurchase Agreements		11
Time Deposits		10
U.S. Treasury Obligations		7
U.S. Government Sponsored Agency Obligations		7
Corporate Notes		1
Total		100	%

12

MONEY MARKET MASTER PORTFOLIO

(Percentages shown are based on Net Assets)

SCHEDULE OF INVESTMENTS

June 30, 2011 (Unaudited)

Certificates of Deposit	Par (000)		Value
Yankeea
Australia & New Zealand Banking Group Ltd.,
0.29%, 7/07/11b	$	47,000	$	46,999,998
Bank of Montreal, Chicago:
0.18%, 9/28/11		70,000		70,000,000
0.29%, 11/22/11b		300,000		300,000,000
0.27%, 2/29/12b		100,000		100,000,000
Bank of Nova Scotia, Houston,
0.20%, 8/05/11		450,000		450,000,000
Bank of Tokyo-Mitsubishi UFJ Ltd., New York:
0.23%, 8/17/11		400,000		400,000,000
0.21%, 8/31/11		600,000		600,000,000
BNP Paribas S.A., New York:
0.25%, 8/09/11		200,000		200,000,000
0.33%, 9/01/11		500,000		500,000,000
0.45%, 12/12/11b		200,000		200,000,000
Canadian Imperial Bank of Commerce, New York,
0.24%, 7/18/11b		455,000		455,000,000
Credit Suisse, New York,
0.20%, 8/04/11		500,000		500,000,000
Deutsche Bank AG, New York,
0.28%, 10/05/11b		225,000		225,000,000
HSBC Bank:
0.55%, 2/22/12		175,000		175,011,401
0.53%, 2/28/12		200,000		200,013,374
Lloyds TSB Bank Plc, New York,
0.36%, 2/14/12b		256,640		256,640,000
Mizuho Corporate Bank, New York:
0.26%, 8/16/11		700,000		700,000,000
0.23%, 9/02/11		510,000		510,000,000

Certificates of Deposit	Par (000)		Value
Nordea Bank Finland Plc, New York:
0.18%, 8/10/11	$	550,000	$	550,000,000
0.19%, 8/11/11		45,000		45,000,000
Norinchukin Bank,
0.16%, 7/07/11		1,470,000		1,470,000,000
Royal Bank of Canada, New Yorkb:
0.25%, 10/14/11		170,000		170,000,000
0.28%, 5/03/12		325,000		325,000,000
Royal Bank of Scotland Plc, Connecticut,
0.52%, 9/19/11		460,000		460,000,000
Societe Generale, New York:
0.29%, 8/01/11		335,000		335,000,000
0.27%, 5/08/12b		57,500		57,500,000
0.26%, 5/23/12b		71,500		71,500,000
Sumitomo Mitsui Banking Corp., New York:
0.25%, 7/11/11		500,000		500,000,000
0.27%, 9/08/11		600,000		600,000,000
Toronto-Dominion Bank, New York,
0.22%, 8/22/11		120,000		120,000,000
UBS AG, Connecticutb:
0.29%, 8/11/11		315,000		315,000,000
0.35%, 10/04/11		217,785		217,785,000
0.35%, 10/11/11		245,745		245,745,000
0.23%, 11/10/11		158,500		158,500,000
Westpac Banking Corp., New York:
0.30%, 11/18/11		150,000		150,000,000
0.29%, 4/04/12b		74,000		74,000,331
0.28%, 6/11/12b		400,000		400,000,000
Total Certificates of Deposit – 38.5%				12,153,695,104

See Notes to Financial Statements.

13

MONEY MARKET MASTER PORTFOLIO

(Percentages shown are based on Net Assets)

SCHEDULE OF INVESTMENTS – (continued)

June 30, 2011 (Unaudited)

Commercial Paper	Par (000)		Value
Amsterdam Funding Corp.,
0.21%, 8/08/11c	$	47,750	$	47,739,415
Argento Variable Funding Co. Ltd.c,d:
0.19%, 8/22/11		121,475		121,441,662
0.46%, 9/12/11		177,000		176,834,898
ASB Finance Ltd., Londond:
0.24%, 8/02/11b		94,000		94,000,000
0.30%, 10/20/11c		70,000		69,935,250
BNP Paribas Finance Inc.,
0.08%, 7/07/11c		170,000		169,997,733
BNZ International Funding Ltd.d:
0.36%, 8/02/11c		145,000		144,953,600
0.33%, 11/10/11b		50,000		50,001,836
0.36%, 1/06/12b		100,000		100,005,054
0.35%, 1/13/12b		135,000		135,007,095
0.35%, 1/20/12b		45,500		45,502,470
0.36%, 2/02/12b		150,000		150,009,025
0.35%, 2/14/12b		150,000		150,009,663
0.33%, 4/16/12b		100,000		100,000,000
0.34%, 5/22/12b		75,000		75,003,493
0.35%, 5/31/12b		100,000		100,012,138
BPCE S.A.c,d:
0.43%, 7/05/11		245,000		244,988,295
0.30%, 10/17/11		150,000		149,865,000
Caisse d’Amortissement de la Dette Socialed:
0.22%, 9/28/11c		300,000		299,836,833
0.28%, 5/25/12b		650,000		649,935,790
Credit Agricole North America Inc.,
0.22%, 8/08/11c		450,000		449,895,500
Credit Suisse, New York,
0.20%, 8/18/11c		175,000		174,953,333
Grampian Funding LLCc,d:
0.46%, 9/09/11		100,000		99,910,556
0.45%, 9/19/11		95,000		94,905,000

	Par
Commercial Paper	(000)		Value
ING US Funding LLC,
0.20%, 8/02/11c	$	100,000	$	99,982,222
Kells Funding LLCd:
0.33%, 10/03/11c		50,000		49,956,917
0.30%, 12/12/11b		216,000		216,000,802
0.30%, 12/21/11b		140,000		140,000,000
0.29%, 1/06/12b		225,000		225,000,000
0.29%, 1/17/12c		125,000		124,798,611
0.28%, 3/02/12b		125,000		125,000,000
0.28%, 3/05/12b		218,000		218,000,000
0.28%, 3/07/12b		125,000		125,000,000
0.32%, 4/16/12b		50,000		50,000,000
0.32%, 4/17/12b		150,000		150,000,000
National Bank of Canada, New York,
0.17%, 9/16/11c		5,000		4,998,182
Nationwide Building Societyc,d:
0.36%, 7/21/11		191,000		190,961,800
0.36%, 7/27/11		80,000		79,979,200
Nordea North America Inc.c:
0.22%, 10/19/11		104,230		104,158,342
0.22%, 10/20/11		115,725		115,644,716
0.30%, 10/27/11		415,000		414,598,718
Northern Pines Funding LLC,
0.38%, 10/12/11b,d		195,000		195,000,000
Royal Bank of Scotland Group,
0.23%, 8/01/11c,d		150,000		149,970,292
Scaldis Capital LLC,
0.25%, 8/02/11c,d		70,000		69,984,445
Societe Generale North America Inc.,
0.24%, 8/01/11c		10,000		9,997,933

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

(Percentages shown are based on Net Assets)

SCHEDULE OF INVESTMENTS – (continued)

June 30, 2011 (Unaudited)

Commercial Paper	Par (000)		Value
Toyota Motor Credit Corp.c:
0.25%, 7/20/11	$	215,000	$	214,971,632
0.22%, 8/15/11		100,000		99,972,500
0.22%, 9/22/11		181,000		180,908,193
0.26%, 10/11/11		150,000		149,889,500
0.26%, 10/12/11		150,000		149,888,417
Westpac Banking Corp.,
0.30%, 10/12/11c,d		125,000		124,892,708
Westpac Securities NZ Ltd.d:
0.23%, 7/26/11c		185,000		184,970,451
0.38%, 10/03/11b		486,000		486,000,000
Total Commercial Paper – 26.5%				8,345,269,220
Corporate Notes
JPMorgan Chase Bank NA,
0.30%, 7/17/12b		250,725		250,725,000
Total Corporate Notes – 0.8%				250,725,000
Time Deposits
Barclays Bank Plc,
0.02%, 7/01/11		700,000		700,000,000
Natixis,
0.10%, 7/01/11		1,100,000		1,100,000,000
State Street Bank & Trust Co.,
0.01%, 7/01/11		1,252,000		1,252,000,000
Total Time Deposits – 9.7%				3,052,000,000
U.S. Government Sponsored Agency Obligations
Fannie Mae Variable Rate Notesb:
0.21%, 8/23/12		200,000		200,046,752
0.24%, 1/10/13		250,000		249,922,879

U.S. Government Sponsored Agency Obligations	Par (000)		Value
Federal Farm Credit Bank Variable Rate Notesb:
0.17%, 4/27/12	$	144,460	$	144,441,792
0.19%, 7/09/12		159,000		159,000,000
0.26%, 7/13/12		58,020		58,013,925
0.22%, 7/23/12		44,000		44,014,146
0.22%, 10/12/12		75,000		75,000,000
Federal Home Loan Bank Variable Rate Notes,
0.24%, 10/06/11b		187,000		186,979,802
Federal Home Loan Banks,
0.75%, 12/21/11		175,350		175,844,301
Freddie Mac Discount Notesc:
0.08%, 8/22/11		21,000		20,997,573
0.09%, 10/12/11		150,000		149,961,375
0.11%, 11/08/11		200,000		199,920,556
Freddie Mac Variable Rate Notesb:
0.07%, 1/13/12		280,000		279,908,809
0.15%, 2/16/12		110,000		109,972,066
Total U.S. Government Sponsored Agency Obligations – 6.5%				2,054,023,976
U.S. Treasury Obligations
U.S. Treasury Note:
1.00%, 10/31/11		390,000		390,982,734
0.88%, 1/31/12		1,450,000		1,456,387,539
1.38%, 5/15/12		450,000		454,409,308
Total U.S. Treasury Obligations – 7.3%				2,301,779,581

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

(Percentages shown are based on Net Assets)

SCHEDULE OF INVESTMENTS – (continued)

June 30, 2011 (Unaudited)

	Par
Repurchase Agreements	(000)		Value
Banc of America Securities LLC, 0.12%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $500,001,667, collateralized by non-U.S. government debt securities, 0.00% to 11.25%, 4/30/12 to 2/12/49, par and fair value of $589,044,536 and $525,000,000, respectively)	$	500,000	$	500,000,000
Banc of America Securities LLC, 0.37%, 8/4/11 (Purchased on 6/30/11 to be repurchased at $500,179,861, collateralized by non-U.S. government debt securities, 0.00 to 8.62%, 5/15/15 to 12/10/49, par and fair value of $864,559,002 and $535,000,001, respectively)		500,000		500,000,000
BNP Paribas Securities Corp., 0.12%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $425,001,417, collateralized by non-U.S. government debt securities, 3.00% to 9.25%, 2/1/12 to 4/15/24, par and fair value of $405,454,801 and $437,750,000, respectively)		425,000		425,000,000

	Par
Repurchase Agreements	(000)		Value
Citigroup Global Markets Inc., 0.22%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $69,000,422, collateralized by non-U.S. government debt securities, 0.00% to 7.88%, 9/1/20 to 10/17/48, par and fair value of $115,092,313 and $75,900,001, respectively)	$	69,000	$	69,000,000
Citigroup Global Markets Inc., 0.49%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $250,003,403, collateralized by non-U.S. government debt securities, 0.00% to 8.70%, 10/1/14 to 1/30/58, par and fair value of $365,900,885 and $273,853,558, respectively)		250,000		250,000,000
Citigroup Global Markets Inc., 0.52%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $190,002,744, collateralized by non-U.S. government debt securities, 0.00% to 8.00%, 11/15/11 to 4/1/57, par and fair value of $298,383,089 and $247,000,000, respectively)		190,000		190,000,000

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

(Percentages shown are based on Net Assets)

SCHEDULE OF INVESTMENTS – (continued)

June 30, 2011 (Unaudited)

	Par
Repurchase Agreements	(000)		Value
Citigroup Global Markets Inc., 0.70%, 9/1/11 (Purchased on 6/30/11 to be repurchased at $80,098,000, collateralized by U.S. government obligations, 0.59% to 4.50%, 1/25/37 to 3/20/40, par and fair value of $136,889,738 and $82,400,000, respectively)	$	80,000	$	80,000,000
Deutsche Bank Securities Inc., 0.01%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $380,000,106, collateralized by U.S. government obligations, 0.00% to 5.13%, 3/21/13 to 8/12/25, par and fair value of $375,793,000 and $387,600,274, respectively)		380,000		380,000,000
Deutsche Bank Securities Inc., 0.06%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $50,000,083, collateralized by U.S. government obligations, 6.50%, 10/1/39, par and fair value of $58,212,758 and $51,500,000, respectively)		50,000		50,000,000

	Par
Repurchase Agreements	(000)		Value
Greenwich Capital Markets, Inc., 0.17%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $80,000,378, collateralized by non-U.S. government debt securities, 1.88% to 3.00%, 11/16/11 to 11/15/12, par and fair value of $86,245,000 and $88,000,042, respectively)	$	80,000	$	80,000,000
HSBC Securities (USA) Inc., 0.10%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $100,000,278, collateralized by non-U.S. government debt securities, 1.50% to 8.38%, 11/16/11 to 6/2/41, par and fair value of $99,513,000 and $103,003,377, respectively)		100,000		100,000,000
JPMorgan Securities Inc., 0.23%, 7/7/11 (Purchased on 6/30/11 to be repurchased at $50,002,236, collateralized by non-U.S. government debt securities, 4.50% to 8.38%, 6/15/18 to 3/1/39, par and fair value of $43,011,000 and $51,502,033, respectively)		50,000		50,000,000

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

(Percentages shown are based on Net Assets)

SCHEDULE OF INVESTMENTS – (continued)

June 30, 2011 (Unaudited)

	Par
Repurchase Agreements	(000)		Value
JPMorgan Securities Inc., 0.37%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $320,003,289, collateralized by non-U.S. government debt securities, 1.86% to 12.00%, 8/10/11 to 3/1/33, par and fair value of $334,832,267 and $336,002,568, respectively)	$	320,000	$	320,000,000
Merrill Lynch & Co. Inc., 0.17%, 7/1/11 (Purchased on 6/30/11 to be repurchased at $100,000,472, collateralized by U.S. government obligations and non-U.S. government debt securities, 0.00% to 8.95%, 8/1/11 to 12/20/37, par and fair value of $132,137,767 and $103,958,141, respectively)		100,000		100,000,000
RBS Securities Inc., 0.09%, 7/1/11 (Purchased on 6/30/11 to be repurchased on $120,000,300, collateralized by U.S. government obligations, 4.00% to 4.50%, 1/25/39 to 2/25/39, par and fair value of $136,450,000 and $123,602,780, respectively)		120,000		120,000,000

	Par
Repurchase Agreements	(000)		Value
RBS Securities Inc., 0.77%, 10/3/11 (Purchased on 6/30/11 to be repurchased on $175,355,590, collateralized by non-U.S. government debt securities, 0.28% to 7.50%, 1/15/15 to 2/12/51, par and fair value of $483,902,848 and $192,500,676, respectively)	$	175,000	$	175,000,000
Total Repurchase Agreements – 10.7%				3,389,000,000
Total Investments – 100.0% (Cost: $31,546,492,881*)				31,546,492,881
Other Assets in Excess of Liabilities – 0.0%				12,079,458
Net Assets – 100.0%			$	31,558,572,339

*       Cost for federal income tax purposes.

a       Issuer is a U.S. branch of a foreign domiciled bank.

b       Variable rate security. Rate shown is as of report date.

c       Rate shown reflects the discount rate at the time of purchase.

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

• Fair Value Measurements – Various inputs are used in determining the fair value of investments. These inputs are categorized in three broad levels for financial reporting purposes as follows:

• Level 1 – price quotations in active markets/ exchanges for identical assets and liabilities

• Level 2 – other observable inputs (including, but not limited to: quoted prices for similar

See Notes to Financial Statements.

18

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

June 30, 2011 (Unaudited)

assets or liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market – corroborated inputs)

• Level 3 – unobservable inputs based on the best information available in the circumstances, to the extent observable inputs are not avail-able (including the Master Portfolio’s own assumptions used in determining the fair value of investments)

The categorization of a value determined for investments is based on the pricing transparency of

the investment and does not necessarily correspond to the Master Portfolio’s perceived risk of investing in those securities. For information about the Master Portfolio’s policy regarding valuation of investments and other significant accounting policies, please refer to Note 1 of the Master Portfolio’s Notes to Financial Statements. The following table summarizes the inputs used as of June 30, 2011 in determining the fair valuation of the Master Portfolio’s investments:

Valuation Inputs	Level 1		Level 2		Level 3		Total
Assets:
Investments in Securities:
Short-Term Securities1		—	$	31,546,492,881		—	$	31,546,492,881
Total		—	$	31,546,492,881		—	$	31,546,492,881

¹  See above Schedule of Investments for values in each security type.

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

STATEMENT OF ASSETS AND LIABILITIES

June 30, 2011 (Unaudited)

ASSETS
Investments at value – unaffiliated1	$	28,157,492,881
Repurchase agreements – unaffiliated2		3,389,000,000
Cash		643,664
Interest receivable		13,136,513
Total assets		31,560,273,058
LIABILITIES
Investment advisory fees payable		1,631,769
Professional fees payable		18,936
Trustees’ fees payable		50,014
Total liabilities		1,700,719
NET ASSETS	$	31,558,572,339
NET ASSETS CONSIST OF
Investors’ capital	$	31,558,572,339
1         Investments at cost – unaffiliated	$	28,157,492,881
2         Repurchase agreements at cost – unaffiliated	$	3,389,000,000

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

STATEMENT OF OPERATIONS

Six Months Ended June 30, 2011 (Unaudited)

INVESTMENT INCOME
Income	$	36,691,459
Total income		36,691,459
EXPENSES
Investment advisory		12,221,232
Professional		20,144
Independent Trustees		151,338
Total expenses		12,392,714
Less fees waived by advisor		(3,837,852	)
Total expenses after fees waived		8,554,862
NET INVESTMENT INCOME		28,136,597
REALIZED GAIN
Net realized gain from investments		812,774
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	28,949,371

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

STATEMENTS OF CHANGES IN NET ASSETS

	Six Months Ended June 30, 2011 (Unaudited)			Year Ended December 31, 2010
INCREASE (DECREASE) IN NET ASSETS:
Operations
Net investment income	$	28,136,597		$	49,216,953
Net realized gain		812,774			1,613,682
Net increase in net assets resulting from operations		28,949,371			50,830,635
Capital Transactions
Proceeds from contributions		29,347,870,420			62,142,807,899
Value of withdrawals		(17,825,804,097	)		(63,320,829,417	)
Net increase (decrease) in net assets derived from capital transactions		11,522,066,323			(1,178,021,518	)
NET ASSETS
Total increase (decrease) in net assets		11,551,015,694			(1,127,190,883	)
Beginning of period		20,007,556,645			21,134,747,528
End of period	$	31,558,572,339		$	20,007,556,645

See Notes to Financial Statements.

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MONEY MARKET MASTER PORTFOLIO

FINANCIAL HIGHLIGHTS

	Six Months Ended June 30, 2011			Year Ended December 31,
				2010			2009			2008			2007			2006
	(Unaudited)
Total Investment Return
Total investment return		0.11	%1		0.27	%		0.48	%		2.90	%2		5.40	%		5.13	%
Ratios to Average Net Assets
Total expenses		0.10	%3		0.10	%		0.10	%		0.10	%		0.10	%		0.10	%
Total expenses after fees waived		0.07	%3		0.07	%		0.07	%		0.07	%		0.07	%		0.08	%
Net investment income		0.23	%3		0.26	%		0.48	%		2.88	%		5.23	%		4.99	%
Supplemental Data
Net assets, end of period (000)	$	31,558,572		$	20,007,557		$	21,134,748		$	22,488,961		$	31,492,404		$	6,924,965

¹ Aggregate total investment return.

²  For the year ended December 31, 2008, 0.01% of the total return consists of purchases of securities by BFA at prices in excess of the securities’ then current fair value. Excluding these items, total return would have been 2.89%.

³ Annualized.

See Notes to Financial Statements.

23

MONEY MARKET MASTER PORTFOLIO

NOTES TO FINANCIAL STATEMENTS (Unaudited)

1. Organization and Significant Accounting Policies:

Master Investment Portfolio (“MIP”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as a diversified, open-end management investment company. MIP is organized as a Delaware statutory trust. The financial statements and these accompanying notes relate only to Money Market Master Portfolio (the “Master Portfolio”). The Master Portfolio’s financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”), which may require management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

The following is a summary of significant accounting policies followed by the Master Portfolio:

Valuation: US GAAP defines fair value as the price the Master Portfolio would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Master Portfolio’s investments are valued under the amortized cost method which approximates current market value in accordance with Rule 2a-7 of the 1940 Act. Under this method, investments are valued at cost when purchased and thereafter, a constant proportionate accretion and amortization of any discounts or premiums are recorded until the maturity of the security. The Master Portfolio seeks to maintain its net asset value per share at $1.00, although there is no assurance that it will be able to do so on a continuing basis.

Repurchase Agreements: The Master Portfolio may invest in repurchase agreements. In a repurchase agree-ment, the Master Portfolio purchases a security from a counterparty who agrees to repurchase the same security at a mutually agreed upon date and price. On a daily basis, the counterparty is required to maintain collateral subject to the agreement and in value no less than the agreed repurchase amount. The agreements are conditioned upon the collateral being deposited under the Federal Reserve book entry system or held in a segregated account by the Master Portfolio’s custodian or designated sub-custodians under tri-party repurchase agreements. In the event the counterparty defaults and the fair value of the collateral declines, the Master Portfolio could experience losses, delays and costs in liquidating the collateral.

Investment Transactions and Investment Income: For financial reporting purposes, investment transactions are recorded on the dates the transactions are entered into (the trade dates). For financial reporting purposes, contributions to and withdrawals from the Master Portfolio are accounted on a trade basis. Realized gains and losses on investment transactions are determined on the identified cost basis. Interest income, including amortization and accretion of premiums and discounts on debt securities, is recognized on the accrual basis.

Income Taxes: The Master Portfolio is classified as a partnership for federal income tax purposes. As such, each investor in the Master Portfolio is treated as the owner of its proportionate share of net assets, income, expenses and realized and unrealized gains and losses of the Master Portfolio. Therefore, no federal income tax provision is required. It is intended that the Master Portfolio’s assets will be managed so an investor in the Master Portfolio can satisfy the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended.

The Master Portfolio files US federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Master Portfolio’s US federal tax returns remains open for the four years ended December 31, 2010. The statutes of limitations on the Master Portfolio’s state and local tax returns may remain open for an additional year depending upon the jurisdiction. Management does not believe there are any uncertain tax positions that require recognition of a tax liability.

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MONEY MARKET MASTER PORTFOLIO

NOTES TO FINANCIAL STATEMENTS (Unaudited) – (continued)

Recent Accounting Standards: In May 2011, the Financial Accounting Standards Board issued amended guidance to improve disclosure about fair value measurements which will require the following disclosures for fair value measurements categorized as Level 3: quantitative information about the unobservable inputs and assumptions used in the fair value measurement, a description of the valuation policies and procedures and a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs and the interrelationships between those unobservable inputs. In addition, the amounts and reasons for all transfers in and out of Level 1 and Level 2 will be required to be disclosed. The amended guidance is effective for financial statements for fiscal years beginning after December 15, 2011, and interim periods within those fiscal years. Management is evaluating the impact of this guidance on the Master Portfolio’s financial statements and disclosures.

Other: Expenses directly related to the Master Portfolio are charged to the Master Portfolio.

2. Investment Advisory Agreement and Other Transactions with Affiliates:

The PNC Financial Services Group, Inc. (“PNC”) and Barclays Bank PLC (“Barclays”) are the largest stockholders of BlackRock, Inc. (“BlackRock”). Due to the ownership structure, PNC is an affiliate of the Master Portfolio for 1940 Act purposes, but Barclays is not.

MIP, on behalf of the Master Portfolio, entered into an Investment Advisory Agreement with BlackRock Fund Advisors (“BFA” or the “Manager”), the Master Portfolio’s investment advisor, an indirect, wholly owned subsidiary of BlackRock, to provide investment advisory and administration services. The Manager is responsible for the management of the Master Portfolio’s portfolio and provides the necessary personnel, facilities, equipment and certain other services necessary to the operations of the Master Portfolio. For such services, the Master Portfolio pays the Manager a monthly fee at an annual rate of 0.10% of the average daily value of the Master Portfolio’s net assets. The Manager has contractually agreed to waive 0.03% of its advisory fees through April 30, 2012. After giving effect to such contractual agreement, the advisory fee of 0.10% will be waived to 0.07%. The Manager has also voluntarily agreed to waive investment advisory fees to enable the Master Portfolio to maintain a minimum daily net investment income dividend. The Manager may discontinue the voluntary waiver at any time. For the six months ended June 30, 2011, the amount included in fees waived by advisor in the Statement of Operations is $3,666,370.

The fees and expenses of the trustees of MIP who are not “interested persons” of MIP, as defined in the 1940 Act (“Independent Trustees”), counsel to the Independent Trustees and the MIP’s independent registered public account-ing firm (together, the “independent expenses”) are paid directly by the Master Portfolio. The Manager has contractually agreed to cap the expenses of the Master Portfolio at the rate at which the Master Portfolio pays an advisory fee to the Manager by waiving the investment advisory fees paid by the Master Portfolio in an amount equal to the independent expenses, through April 30, 2012. The amounts waived are included in fees waived by advisor in the Statement of Operations. For the six months ended June 30, 2011, such waiver amounted to $171,482.

MIP entered into an administration services arrangement with BlackRock Institutional Trust Company, N.A. (“BTC”), which has agreed to provide general administration services. BTC is not entitled to compensation for providing administration services to the Master Portfolio, for so long as BTC is entitled to compensation for providing administration services to corresponding feeder funds that invest substantially all of their assets in the Master Portfolio, or BTC (or an affiliate) receives investment advisory fees from the Master Portfolio. BTC may delegate certain of its administration duties to sub-administrators.

25

MONEY MARKET MASTER PORTFOLIO

NOTES TO FINANCIAL STATEMENTS (Unaudited) – (concluded)

BTC has agreed to bear all costs of the Master Portfolio’s and MIP’s operations, other than brokerage expenses, advisory fees, 12b-1 distribution or service fees, independent expenses, litigation expenses, taxes or other extraordinary expenses.

Certain officers and/or trustees of MIP are officers and/or directors of BlackRock or its affiliates.

3. Concentration, Market and Credit Risk:

In the normal course of business, the Master Portfolio invests in securities and enter into transactions where risks exist due to fluctuations in the market (market risk) or failure of the issuer of a security to meet all of its obligations (issuer credit risk). The value of securities held by the Master Portfolio may decline in response to certain events, including those directly involving the issuers whose securities are owned by the Master Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency and interest rate and price fluctuations. Similar to issuer credit risk, the Master Portfolio may be exposed to counterparty credit risk, or the risk that an entity with which the Master Portfolio has unsettled or open transactions may fail to or be unable to perform on its commitments. The Master Portfolio manages counterparty risk by entering into transactions only with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties. Financial assets, which potentially expose the Master Portfolio to market, issuer and counterparty credit risks, consist principally of financial instruments and receivables due from counterparties. The extent of the Master Portfolio’s exposure to market, issuer and counterparty credit risks with respect to these financial assets is generally approximated by their value recorded in the Master Portfolio’s Statement of Assets and Liabilities, less any collateral held by the Master Portfolio.

Certain affiliates indirectly invest in the Master Portfolio through the SL Agency Shares of BlackRock Cash Funds. As of June 30, 2011, these affiliated investors represent a significant portion of the net assets of the Master Portfolio.

4. Subsequent Events:

Management has evaluated the impact of all subsequent events on the Master Portfolio through the date the financial statements were issued and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.

26

MONEY MARKET MASTER PORTFOLIO

DISCLOSURE OF INVESTMENT ADVISORY AGREEMENT

The Board of Trustees (the “Board,” the members of which are referred to as “Board Members”) of Master Investment Portfolio (the “Master Fund”) met on April 5, 2011 and May 17-18, 2011 to consider the approval of the Master Fund’s investment advisory agreement (the “Agreement”) with BlackRock Fund Advisors (“BlackRock”), the Master Fund’s investment advisor, on behalf of Money Market Master Portfolio (the “Master Portfolio”), a series of the Master Fund.

ACTIVITIES AND COMPOSITION OF THE BOARD

The Board consists of thirteen individuals, eleven of whom are not “interested persons” of the Master Fund as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Board Members”). The Board Members are responsible for the oversight of the operations of the Master Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Board Members have retained independent legal counsel to assist them in connection with their duties. The Co-Chairs of the Board are each Independent Board Members. The Board has established five standing committees: an Audit Committee, a Gov-ernance and Nominating Committee, a Compliance Committee, a Performance Oversight and Contract Committee and an Executive Committee, each of which is composed of Independent Board Members (except for the Executive Committee, which also has one interested Board Member) and is chaired by Independent Board Members. The Board also established an ad hoc committee, the Joint Product Pricing Committee, which consisted of Independent Board Members and directors/trustees of the boards of certain other BlackRock-managed funds, who were not “interested persons” of their respective funds.

THE AGREEMENT

Pursuant to the 1940 Act, the Board is required to consider the continuation of the Agreement on an annual basis. In connection with this process, the Board assessed, among other things, the nature, scope and quality of the services provided to the Master Portfolio by BlackRock, its personnel and its affiliates, including investment management, administrative and shareholder services, oversight of fund accounting and custody, marketing services, risk oversight, compliance program and assistance in meeting applicable legal and regulatory requirements.

The Board, acting directly and through its committees, considers at each of its meetings, and from time to time as appropriate, factors that are relevant to its annual consideration of the renewal of the Agreement, including the services and support provided by BlackRock to the Master Portfolio and its shareholders. Among the matters the Board considered were: (a) investment performance of an affiliated feeder fund that invests all of its investable assets in the Master Portfolio (the “representative feeder fund”) for one-, three- and five-year periods, as applicable, against peer funds, and applicable benchmarks, if any, as well as senior management’s and portfolio managers’ analysis of the reasons for any over performance or underperformance against peer funds and/or benchmarks, as applicable; (b) fees, including advisory, administration, if applicable, and other amounts paid to BlackRock and its affiliates by the Master Portfolio for services, such as transfer agency, marketing and distribution, call center and fund accounting; (c) the Master Portfolio’s operating expenses and how BlackRock allocates expenses to the Master Portfolio; (d) the resources devoted to, risk oversight of, and compliance reports relating to, implementation of the Master Portfolio’s investment objective, policies and restrictions; (e) the Master Fund’s compliance with its Code of Ethics and other compliance policies and procedures; (f) the nature, cost and character of non-investment management services provided by BlackRock and its affiliates; (g) BlackRock’s and other service providers’ internal controls and risk and compliance oversight mechanisms; (h) BlackRock’s implementation of the proxy voting policies approved by the Board; (i) execution quality of portfolio transactions; (j) BlackRock’s implementation of the Master Fund’s valuation and liquidity procedures; (k) an analysis of contractual and actual management fees for products with similar

27

MONEY MARKET MASTER PORTFOLIO

DISCLOSURE OF INVESTMENT ADVISORY AGREEMENT (continued)

investment objectives across the open-end fund, exchange traded fund (“ETF”), closed-end fund and institutional account product channels, as applicable; (l) BlackRock’s compensation methodology for its investment professionals and the incentives it creates; and (m) periodic updates on BlackRock’s business.

BOARD CONSIDERATIONS IN APPROVING THE AGREEMENT

The Approval Process: Prior to the April 5, 2011 meeting, the Board requested and received materials specifically relating to the Agreement. The Board is engaged in a process with BlackRock to review periodically the nature and scope of the information provided to better assist its deliberations. The materials provided in connection with the April meeting included (a) information independently compiled and prepared by Lipper, Inc. (“Lipper”) on fees and expenses of the Master Portfolio and the representative feeder fund and the investment performance of the representative feeder fund as compared with a peer group of funds as determined by Lipper (collectively, “Peers”); (b) information on the profitability of the Agreement to BlackRock and a discussion of fall-out benefits to BlackRock and its affiliates and significant shareholders; (c) a general analysis provided by BlackRock concerning investment management fees (a combination of the advisory fee and the administration fee, if any) charged to other clients, such as institutional clients, ETFs and closed-end funds, under similar investment mandates, as well as the performance of such other clients, as applicable; (d) the impact of economies of scale; (e) a summary of aggregate amounts paid by the Master Portfolio to BlackRock; (f) sales and redemption data regarding the Master Portfolio’s shares; and (g) if applicable, a comparison of management fees to similar BlackRock open-end funds, as classified by Lipper.

At an in-person meeting held on April 5, 2011, the Board reviewed materials relating to its consideration of the Agreement. As a result of the discussions that occurred during the April 5, 2011 meeting, and as a culmination of the Board’s year-long deliberative process, the Board presented BlackRock with questions and requests for additional information. BlackRock responded to these requests with additional written information in advance of the May 17-18, 2011 Board meeting.

At an in-person meeting held on May 17-18, 2011, the Board of the Master Fund, including the Independent Board Members, unanimously approved the continuation of the Agreement between BlackRock and the Master Fund with respect to the Master Portfolio for a one-year term ending June 30, 2012. In approving the continuation of the Agreement, the Board of the Master Fund considered: (a) the nature, extent and quality of the services provided by BlackRock; (b) the investment performance of the Master Portfolio and BlackRock; (c) the advisory fee and the cost of the services and profits to be realized by BlackRock and its affiliates from their relationship with the Master Portfolio; (d) economies of scale; (e) fall-out benefits to BlackRock as a result of its relationship with the Master Portfolio; and (f) other factors deemed relevant by the Board Members.

The Board also considered other matters it deemed important to the approval process, such as payments made to BlackRock or its affiliates relating to the distribution of Master Portfolio shares, services related to the valuation and pricing of portfolio holdings of the Master Portfolio, direct and indirect benefits to BlackRock and its affiliates and significant shareholders from their relationship with the Master Portfolio and advice from independent legal counsel with respect to the review process and materials submitted for the Board’s review. The Board noted the willingness of BlackRock personnel to engage in open, candid discussions with the Board. The Board did not identify any particular information as controlling, and each Board Member may have attributed different weights to the various items considered.

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MONEY MARKET MASTER PORTFOLIO

DISCLOSURE OF INVESTMENT ADVISORY AGREEMENT (continued)

A. Nature, Extent and Quality of the Services Provided by BlackRock

The Board, including the Independent Board Members, reviewed the nature, extent and quality of services provided by BlackRock, including the investment advisory services and the resulting performance of the Master Portfolio. The Board received information regarding the investment performance of the representative feeder fund. The Board met with BlackRock’s senior management personnel responsible for investment operations, including the senior investment officers. The Board also reviewed the materials provided by the Master Portfolio’s portfolio management team discussing the performance of the representative feeder fund and the Master Portfolio’s investment objective, strategies and outlook.

The Board considered, among other factors, the number, education and experience of BlackRock’s investment personnel generally and the Master Portfolio’s portfolio management team, investments by portfolio managers in the funds they manage, BlackRock’s portfolio trading capabilities, BlackRock’s use of technology, BlackRock’s com-mitment to compliance, BlackRock’s credit analysis capabilities, BlackRock’s risk analysis capabilities and Black-Rock’s approach to training and retaining portfolio managers and other research, advisory and management personnel. The Board engaged in a review of BlackRock’s compensation structure with respect to the Master Portfolio’s portfolio management team and BlackRock’s ability to attract and retain high-quality talent and create performance incentives.

In addition to advisory services, the Board considered the quality of the administrative and non-investment advisory services provided to the Master Portfolio. BlackRock and its affiliates and significant shareholders provide the Master Portfolio with certain administrative, transfer agency, shareholder and other services (in addition to any such services provided to the Master Portfolio by third parties) and officers and other personnel as are necessary for the operations of the Master Portfolio. In addition to investment advisory services, BlackRock and its affiliates provide the Master Portfolio with other services, including (i) preparing disclosure documents, such as the prospectus, the statement of additional information and periodic shareholder reports; (ii) assisting with daily accounting and pricing; (iii) overseeing and coordinating the activities of other service providers; (iv) organizing Board meetings and preparing the materials for such Board meetings; (v) providing legal and compliance support; and (vi) performing other administrative functions necessary for the operation of the Master Portfolio, such as tax reporting, fulfilling regulatory filing requirements and call center services. The Board reviewed the structure and duties of BlackRock’s fund administration, accounting, legal and compliance departments and considered BlackRock’s policies and procedures for assuring compliance with applicable laws and regulations.

B. The Investment Performance of the Master Portfolio and BlackRock

The Board, including the Independent Board Members, also reviewed and considered the performance history of the Master Portfolio. The Board noted that the Master Portfolio’s investment results correspond directly to the investment results of the representative feeder fund. In preparation for the April 5, 2011 meeting, the Board worked with BlackRock and Lipper to develop a template for, and was provided with, reports independently prepared by Lipper, which included a comprehensive analysis of the representative feeder fund performance. The Board also reviewed a narrative and statistical analysis of the Lipper data that was prepared by BlackRock, which analyzed various factors that affect Lipper’s rankings. In connection with its review, the Board received and reviewed information regarding the investment performance of the representative feeder fund as compared to funds in the representative feeder fund’s applicable Lipper category. The Board was provided with a description of the meth-odology used by Lipper to select peer funds. The Board and the Board’s Performance Oversight and Contract Committee regularly review and meet with Master Portfolio management to discuss the performance of the Master Portfolio throughout the year.

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MONEY MARKET MASTER PORTFOLIO

DISCLOSURE OF INVESTMENT ADVISORY AGREEMENT (continued)

The Board noted that, in general, the representative feeder fund performed better than its Peers in that the representative feeder fund’s performance was at or above the median of its Lipper Performance Universe in each of the one-, three- and five-year periods reported.

C. Consideration of the Advisory/Management Fees and the Cost of the Services and Profits to be Realized by BlackRock and its Affiliates from their Relationship with the Master Portfolio

The Board, including the Independent Board Members, reviewed the Master Portfolio’s contractual advisory fee ratio compared with the other funds in the representative feeder fund’s Lipper category. It also compared the representative feeder fund’s total expense ratio, as well as the Master portfolio’s actual advisory fee ratio, to those of other funds in the representative feeder fund’s Lipper category. The Board considered the services provided and the fees charged by BlackRock to other types of clients with similar investment mandates, including separately managed institutional accounts.

The Board received and reviewed statements relating to BlackRock’s financial condition and profitability with respect to the services it provided the Master Portfolio. The Board was also provided with a profitability analysis that detailed the revenues earned and the expenses incurred by BlackRock for services provided to the Master Portfolio. The Board reviewed BlackRock’s profitability with respect to the Master Portfolio and other funds the Board currently oversees for the year ended December 31, 2010 compared to available aggregate profitability data provided for the years ended December 31, 2009 and December 31, 2008. The Board reviewed BlackRock’s profitability with respect to other fund complexes managed by BlackRock and/or its affiliates. The Board reviewed BlackRock’s assumptions and methodology of allocating expenses in the profitability analysis, noting the inherent limitations in allocating costs among various advisory products. The Board recognized that profitability may be affected by numerous factors including, among other things, fee waivers and expense reimbursements by BlackRock, the types of funds managed, expense allocations and business mix, and the difficulty of comparing profitability as a result of those factors.

The Board noted that, in general, individual fund or product line profitability of other advisors is not publicly available. The Board considered BlackRock’s operating margin, in general, compared to the operating margin for leading investment management firms whose operations include advising open-end funds, among other product types. That data indicates that operating margins for BlackRock, in general and with respect to its registered funds, are generally consistent with margins earned by similarly situated publicly traded competitors. In addition, the Board considered, among other things, certain third party data comparing BlackRock’s operating margin with that of other publicly-traded asset management firms. That third party data indicates that larger asset bases do not, in themselves, translate to higher profit margins.

In addition, the Board considered the cost of the services provided to the Master Portfolio by BlackRock, and BlackRock’s and its affiliates’ profits relating to the management and distribution of the Master Portfolio and the other funds advised by BlackRock and its affiliates. As part of its analysis, the Board reviewed BlackRock’s methodology in allocating its costs to the management of the Master Portfolio. The Board also considered whether BlackRock has the financial resources necessary to attract and retain high quality investment management personnel to perform its obligations under the Agreement and to continue to provide the high quality of services that is expected by the Board.

The Board noted that the contractual advisory fee ratio of the Master Portfolio was lower than or equal to the median contractual advisory fee ratio paid by the representative feeder fund’s Peers, in each case before taking into account any expense reimbursements or fee waivers. The Board noted that BlackRock has contractually agreed to waive advisory fees for the Master Portfolio. The Board also noted that BlackRock has voluntarily agreed to waive a portion of its fees and/or reimburse operating expenses to enable the representative feeder fund and the Master

30

MONEY MARKET MASTER PORTFOLIO

DISCLOSURE OF INVESTMENT ADVISORY AGREEMENT (continued)

Portfolio to maintain a minimum level of daily net investment income. This waiver and/or reimbursement may be discontinued at any time without notice.

D. Economies of Scale

The Board, including the Independent Board Members, considered the extent to which economies of scale might be realized as the assets of the Master Portfolio increase. The Board also considered the extent to which the Master Portfolio benefits from such economies and whether there should be changes in the advisory fee rate or structure in order to enable the Master Portfolio to participate in these economies of scale, for example through the use of breakpoints in the advisory fee based upon the asset level of the pertinent Master Portfolio.

E. Other Factors Deemed Relevant by the Board Members

The Board, including the Independent Board Members, also took into account other ancillary or “fall-out” benefits that BlackRock or its affiliates and significant shareholders may derive from their respective relationships with the Master Portfolio, both tangible and intangible, such as BlackRock’s ability to leverage its investment professionals who manage other portfolios and risk management personnel, an increase in BlackRock’s profile in the investment advisory community, and the engagement of BlackRock’s affiliates and significant shareholders as service providers to the Master Portfolio, including for administrative, transfer agency, distribution and securities lending services. The Board also considered BlackRock’s overall operations and its efforts to expand the scale of, and improve the quality of, its operations. The Board also noted that BlackRock may use and benefit from third party research obtained by soft dollars generated by certain registered fund transactions to assist in managing all or a number of its other client accounts. The Board further noted that BlackRock’s funds may invest in affiliated ETFs without any offset against the management fees payable by the funds to BlackRock.

In connection with its consideration of the Agreement, the Board also received information regarding Black-Rock’s brokerage and soft dollar practices. The Board received reports from BlackRock which included information on brokerage commissions and trade execution practices throughout the year.

CONCLUSION

The Board of the Master Fund, including the Independent Board Members, unanimously approved the con-tinuation of the Agreement between BlackRock and the Master Fund, with respect the Master Portfolio, for a one-year term ending June 30, 2012. As part of its approval, the Board of the Master Fund considered the detailed review of BlackRock’s fee structure, as it applies to the Master Fund, conducted by the ad hoc Joint Product Pricing Committee. Based upon its evaluation of all of the aforementioned factors in their totality, the Board of the Master Fund, including the Independent Board Members, was satisfied that the terms of the Agreement were fair and reasonable and in the best interest of the Master Portfolio and its shareholders. In arriving at its decision to approve the Agreement, the Board of the Master Fund did not identify any single factor or group of factors as all-important or controlling, but considered all factors together, and different Board Members may have attributed different weights to the various factors considered. The Independent Board Members were also assisted by the advice of independent legal counsel in making this determination. The contractual fee arrangements for the Master Portfolio reflect the results of several years of review by the Board Members and predecessor Board Members, and discussions between such Board Members (and predecessor Board Members) and BlackRock. As a result, the Board Members’ conclusions may be based in part on their consideration of these arrangements in prior years.

31

MONEY MARKET MASTER PORTFOLIO

OFFICERS AND TRUSTEES

Ronald W. Forbes, Co-Chair of the Board and Trustee

Rodney D. Johnson, Co-Chair of the Board and Trustee

David O. Beim, Trustee

Richard S. Davis, Trustee

Henry Gabbay, Trustee

Dr. Matina S. Horner, Trustee

Herbert I. London, Trustee

Cynthia A. Montgomery, Trustee

Joseph P. Platt, Trustee

Robert C. Robb, Jr., Trustee

Toby Rosenblatt, Trustee

Kenneth L. Urish, Trustee

Frederick W. Winter, Trustee

John M. Perlowski, President and Chief Executive Officer

Richard Hoerner, CFA, Vice President

Brendan Kyne, Vice President

Simon Mendelson, Vice President

Christopher Stavrakos, CFA, Vice President

Neal Andrews, Chief Financial Officer

Jay Fife, Treasurer

Brian Kindelan, Chief Compliance Officer and Anti-Money Laundering Officer

Ira P. Shapiro, Secretary

Investment Advisor

BlackRock Fund Advisors

San Francisco, CA 94105

Custodian

State Street Bank and Trust Company

Boston, MA 02101

Transfer Agent

State Street Bank and Trust Company

Boston, MA 02101

Accounting Agent

State Street Bank and Trust Company

Boston, MA 02101

Distributor

SEI Investments Distribution Co.

Oaks, PA 19456

Legal Counsel

Sidley Austin LLP

New York, NY 10019

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

New York, NY 10017

Address of the Funds

c/o the Distributor

One Freedom Valley Drive

Oaks, PA 19456

32

Notes:

Notes:

(THIS PAGE INTENTIONALLY LEFT BLANK)

TABLE OF CONTENTS

	Page
HEWITT MONEY MARKET FUND
Shareholder Expenses		1
Statement of Assets and Liabilities		2
Statement of Operations		3
Statements of Changes in Net Assets		4
Financial Highlights		5
Notes to Financial Statements		6
Proxy Voting		10
Additional Information		11
MONEY MARKET MASTER PORTFOLIO
Portfolio Information		12
Schedule of Investments		13
Statement of Assets and Liabilities		20
Statement of Operations		21
Statements of Changes in Net Assets		22
Financial Highlights		23
Notes to Financial Statements		24
Disclosure of Investment Advisory Agreement		27
Officers and Trustees		32

Item 2. Code of Ethics.

Not applicable to this filing.

Item 3. Audit Committee Financial Expert.

Not applicable to this filing.

Item 4. Principal Accountant Fees and Services.

Not applicable to this filing.

Item 5. Audit Committee of Listed Registrants.

Not applicable to this filing.

Item 6. Schedule of Investments.

The information required by this Item 6 is included as part of the report to shareholders under Item 1 of this Form N-CSR.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to the Registrant.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to the Registrant.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers.

Not applicable to the Registrant.

Item 10. Submission of Matters to a Vote of Security Holders.

The Registrant does not have, and has not previously had, procedures by which shareholders may recommend nominees to the Board of Trustees of Hewitt Series Trust.

Item 11. Controls and Procedures.

(a) Based on an evaluation of the disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, the “Disclosure Controls”) as of a date within 90 days prior to the filing date (the “Filing Date”) of this Form N-CSR (the “Report”), the Registrant’s principal executive and principal financial officers have concluded that the Disclosure Controls are effectively designed to ensure that information required to be disclosed by the registrant in the Report is recorded, processed, summarized and reported by the Filing Date, including ensuring that information required to be disclosed in the Report is accumulated and communicated to the registrant’s management, including the registrant’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

(b) There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.

Item 12. Exhibits.

(a) (1)    Not applicable.

(2) Certifications pursuant to Rule 30a-2 under the Investment Company Act of 1940 (17 CFR 270.30a-2), attached hereto as Exhibits (a)(2)(i) and (a)(2)(ii)

(3) Not applicable.

(b) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, attached hereto as Exhibit (b)

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.

Hewitt Series Trust
By:	/s/ Andrea W. Armstrong
	Andrea W. Armstrong
	President

Date: 8/29/11

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/ Andrea W. Armstrong
	Andrea W. Armstrong
	President

Date: 8/29/11

By:	/s/ Douglas S. Keith
	Douglas S. Keith
	Treasurer and Chief Financial Officer

Date: 8/29/11