Alight Series Trust N-CSR Certified annual shareholder report (management investment company)

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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)

4 Overlook Point    Lincolnshire, IL                    60069            

(Address of principal executive offices)        (Zip code)

Jim M. Flynn 4 Overlook Point 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, 2014

Date of reporting period:   January 1, 2014 to December 31, 2014

Item 1. Reports to Stockholders.

HEWITT SERIES TRUST

SHAREHOLDER EXPENSES

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 July 1, 2014 to December 31, 2014.

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 (7/1/14)		Ending Account Value (12/31/14)		Annualized Expense Ratio†			Expenses Paid During Period* (7/1/14 to 12/31/14)
Actual	$	1,000.00	$	1,000.17		0.21	%	$	1.06
Hypothetical (5% return before expenses)		1,000.00		1,024.15		0.21			1.07

† 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 (184 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

December 31, 2014

ASSETS
Investment:
In Money Market Master Portfolio (“Master Portfolio”), at fair value (Note 1)	$	834,599,546
Receivables:
Administration fees (Note 3)		378,346
Total Assets		834,977,892
LIABILITIES
Payables:
Accrued trustees fees		9,096
Accrued shareholder servicing fees		481,280
Other accrued expenses		181,670
Total Liabilities		672,046
NET ASSETS	$	834,305,846
Net assets consist of:
Paid-in capital	$	834,298,238
Undistributed net investment income		257
Accumulated net realized gain		7,351
NET ASSETS	$	834,305,846
Shares outstanding		834,297,126
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 Year Ended December 31, 2014

NET INVESTMENT INCOME ALLOCATED FROM MASTER PORTFOLIO
Interest	$	1,874,053
Expenses1		(581,286	)
Net investment income allocated from Master Portfolio		1,292,767
FUND EXPENSES (Note 3)
Administration fees		4,567,142
Shareholder servicing fees		2,076,676
Registration costs		148,123
Printing costs		135,000
Fund accounting fees and transfer agent fees		96,005
Trustees fees		80,996
Legal fees		65,004
Audit fees		26,008
Total fund expenses		7,194,954
Fees reimbursed by Hewitt Associates LLC (Note 3)		(6,048,791	)
Total net expenses		1,146,163
NET INVESTMENT INCOME		146,604
REALIZED GAIN (LOSS) ALLOCATED FROM MASTER PORTFOLIO
Net realized gain		60,749
Net realized gain on investments		60,749
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	207,353

¹ Net of investment advisory fee waivers by the Master Portfolio’s investment adviser in the amount of $12,924.

See Notes to Financial Statements.

3

HEWITT MONEY MARKET FUND

STATEMENTS OF CHANGES IN NET ASSETS

	For the Year Ended December 31, 2014			For the Year Ended December 31, 2013
INCREASE (DECREASE) IN NET ASSETS
Operations:
Net investment income	$	146,604		$	126,169
Net realized gain		60,749			86,906
Net increase in net assets resulting from operations		207,353			213,075
Distributions to shareholders:
From net investment income		(146,604	)		(126,022	)
From net realized gain		(56,296	)		(90,400	)
Total distributions to shareholders		(202,900	)		(216,422	)
Capital share transactions (Note 5):
Net capital share transactions		(1,206,614	)		145,715,886
Net increase (decrease) in net assets resulting from capital share transactions		(1,206,614	)		145,715,886
Increase (Decrease) in net assets		(1,202,161	)		145,712,539
NET ASSETS:
Beginning of Year		835,508,007			689,795,468
End of Year	$	834,305,846		$	835,508,007
Undistributed net investment income included in net assets at end of year	$	257		$	257

See Notes to Financial Statements.

4

HEWITT MONEY MARKET FUND

FINANCIAL HIGHLIGHTS

(For a share outstanding throughout each year)

	Year Ended Dec. 31,  2014			Year Ended Dec. 31,  2013			Year Ended Dec. 31,  2012			Year Ended Dec. 31,  2011			Year Ended Dec. 31,  2010
Net asset value, beginning of year	$	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		0.00	1		0.00	1
Net realized gain (loss)		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			0.00			0.00
Less distributions from:
Net investment income		(0.00	)1		(0.00	)1		(0.00	)1		(0.00	)1		(0.00	)1
Net realized gain		(0.00	)1		(0.00	)1		(0.00	)1		(0.00	)1		–
Total distributions		(0.00	)		(0.00	)		(0.00	)		(0.00	)		(0.00	)
Net asset value, end of year	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total return		0.02	%		0.03	%		0.03	%		0.03	%		0.02	%
Ratios/Supplemental data:
Net assets, end of year (000s)	$	834,305		$	835,508		$	689,795		$	553,776		$	403,850
Ratio of net expenses to average net assets2		0.21	%3		0.24	%3		0.32	%3		0.27	%3		0.31	%3
Ratio of expenses to average net assets prior to waived fees and reimbursed expenses2		0.97	%		0.98	%		0.97	%		0.98	%		1.02	%
Ratio of net investment income to average net assets2		0.02	%3		0.02	%3		0.02	%3		0.02	%3		0.02	%3
Ratio of net investment income (loss) to average net assets prior to waived fees and reimbursed expenses2		(0.74	)%		(0.72	)%		(0.63	)%		(0.70	)%		(0.68	)%

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

²  Ratios reflect the expenses of both the Fund and the Master Portfolio into which the Fund invests.

³  Ratios for the year ended December 31, 2010, 2011, 2012, 2013 and 2014 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

1. Organization

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.

2. Significant Accounting Policies

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. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

Investment Policy and Security Valuation

U.S. GAAP defines fair value as the price the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. The Fund’s policy is to fair value its financial instruments at market value. The Fund records its investment in the Money Market Master Portfolio (the “Master Portfolio”) of Master Investment Portfolio (“MIP”) at fair value based on the Fund’s proportionate interest in the net assets of the Master Portfolio. Valuation of securities held by the Master Portfolio is discussed in Note 2 of the Master Portfolio’s Notes to Financial Statements, which are included elsewhere in this report.

The Fund invests all of its assets in the Master Portfolio. 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 (2.04% of total Master Portfolio net assets as of December 31, 2014).

The determination of what constitutes an “observable” input may require significant judgment by the Fund. As of December 31, 2014, the Fund’s investment in the Master Portfolio was classified as Level 2. The level of a value determined 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 2 of the Master Portfolio’s Notes to Financial Statements and are included elsewhere in this report.

6

HEWITT SERIES TRUST

NOTES TO FINANCIAL STATEMENTS – (continued)

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. There is no assurance that the Fund will meet this objective.

Security Transactions and Income Recognition

For financial reporting purposes, contributions to and withdrawals from the Master Portfolio are accounted on a trade date basis. The Fund records daily its proportionate share of its Master Portfolio’s income, expenses and realized gains and losses. In addition, the Fund accrues its own expenses. Income, expenses and realized gains and losses are allocated daily to the share class based on its relative net assets.

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.

3. 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 year ended December 31, 2014, Hewitt Associates reimbursed the Fund $6,048,791 for expenses related to this agreement.

Under the Administration Agreement, the Fund will be obligated to reimburse Hewitt for any fees waived and expenses absorbed, but only if the reimbursement is made within three years from the date waived or absorbed and only to the extent that the reimbursement does not cause the total ordinary operating expenses of the Fund to exceed its expense limitation. The expense limitations of the Fund may not be modified or terminated without the approval of the Board of Trustees. For the year ended December 31, 2014, no reimbursement was required for any fees waived or expenses absorbed related to this agreement.

7

HEWITT SERIES TRUST

NOTES TO FINANCIAL STATEMENTS – (continued)

Hewitt Associates and BlackRock Advisors, LLC (“BAL”) have entered into a sub-administration agreement, pursuant to which BAL 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 BAL 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.

4. Income Tax Information

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 December 31, 2014.

As of December 31, 2014, the tax year end of the Fund, the Fund had no tax basis net capital loss carryforward.

Management has reviewed the tax positions as of December 31, 2014, 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. The statute of limitations on the Fund’s U.S. federal tax returns remains open for each of the three years ended December 31, 2014. The statutes of limitations on the Fund’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.

5. Principal Risks

On July 23, 2014, the U.S. Securities and Exchange Commission adopted amendments to money market fund regulations, which structurally change the way certain money market funds will be required to operate. These amendments are generally not effective until sometime in 2016, but when implemented may affect the Master Portfolios’ operations and return potential.

8

HEWITT SERIES TRUST

NOTES TO FINANCIAL STATEMENTS – (concluded)

6. Capital Share Transactions

As of December 31, 2014, 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:

	Year Ended December 31, 2014						Year Ended December 31, 2013
	Shares			Amount			Shares			Amount
Shares Issued and Redeemed:
Shares sold		321,143,223		$	321,143,223			399,095,187		$	399,095,187
Shares issued in reinvestments of dividends		202,900			202,900			186,324			186,324
Shares redeemed		(322,552,737	)		(322,552,737	)		(253,565,625	)		(253,565,625	)
Net increase (decrease)		(1,206,614	)	$	(1,206,614	)		145,715,886		$	145,715,886

7. 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

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hewitt Series Trust and the Shareholders of

Hewitt Money Market Fund:

In our opinion, the accompanying statement of assets and liabilities 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 Hewitt Money Market Fund (the “Fund”), comprising Hewitt Series Trust, at December 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

/s/PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

February 23, 2015

10

HEWITT SERIES TRUST

PROXY VOTING

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 December 31, 2014. 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).

11

HEWITT SERIES TRUST

ADDITIONAL INFORMATION

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 Fund’s 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.

12

HEWITT SERIES TRUST

TRUSTEES AND OFFICERS INFORMATION LIST (Unaudited)

Name, Address and Year of Birth	Position(s), Date of Election	Principal Occupation(s) During Past Five Years	Other Directorships Held
Disinterested Trustees*
Don Hunt, age 76 C/O Hewitt Associates 4 Overlook Point Lincolnshire, IL 60069	Trustee, since July 7, 1998	Retired	Director, New Covenant Trust Company, 2012 to Present Director, Vision III Imaging, Inc., 1997 to Present.
John Oliverio, age 62 C/O Hewitt Associates 4 Overlook Point Lincolnshire, IL 60069	Trustee, since July 7, 1998	Chief Executive Officer and Director, Wheaton Franciscan Services, Inc.	Director, Wheaton Franciscan Medical Group, July 2006 to Present; Director, Wheaton Franciscan Ministries, Inc., January 1998 to Present; Director, United Health System, September 1998 to Present; Director, Affinity Health System, January 1995 to February 2012; Director, Wheaton Franciscan Healthcare-Southeast Wisconsin, July 2006 to Present; Director, Wheaton Franciscan Healthcare Iowa, October 2009 to Present; Director, Catholic Theological Union, July 2009 to Present; Director, Covenant Health System, June 2011 to Present.
Name, Address and Year of Birth	Position(s), Date of Election	Principal Occupation(s) During Past Five Years	Other Directorships Held
Interested Trustees** and Officers
Lian Gregory, 41 C/O Hewitt Associates 4 Overlook Point Lincolnshire, IL 60069	President and Trustee, since November, 2013	Chief Executive Officer (since 2013), Director of Brokerage Operations and Delivery (2009-2013), Hewitt Financial Services LLC	None
Jim Flynn, 47 C/O Hewitt Associates 4 Overlook Point Lincolnshire, IL 60069	Secretary, since May, 2013	Senior Counsel, Aon Hewitt (2012-Present); formerly, Vice President and General Counsel, Allstate Institutional Advisers, LLC (registered investment adviser) and Senior Attorney, Allstate Insurance Company (2008 – 2012).	None
Douglas S. Keith, 49 C/O Hewitt Associates 4 Overlook Point Lincolnshire, IL 60069	Treasurer and Chief Financial Officer, since May 2005, Chief Compliance Officer, since September, 2013	Chief Financial Officer, Hewitt Financial Services LLC; Financial Operations Principal, Aon Benfield Securities, Inc.	None

*     Disinterested Trustees are those Trustees who are not “interested persons” of the Trust as defined in the Investment Company Act of 1940.

* * Trustee who is an “interested person” of the Trust, as defined in the Investment Company Act of 1940, because of his or her affiliation with     Hewitt Associates LLC, an affiliate of the distributor of the Fund’s shares.

Each Trustee oversees one fund within the Fund complex

Additional information about the Funds’ Trustees may be found in the Funds’ Statement of Additional Information, which is available, without charge, upon request, by calling 1-800-890-3200.

13

MONEY MARKET MASTER PORTFOLIO

PORTFOLIO INFORMATION

December 31, 2014

Portfolio Composition	Percent of Net Assets
Certificates of Deposit		34	%
Commercial Paper		32
Repurchase Agreements		19
Time Deposits		8
U.S. Government Sponsored Agency Obligations		4
U.S. Treasury Obligations		3
Corporate Notes		1
Liabilities in Excess of Other Assets		(1	)
Total		100	%

14

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS

December 31, 2014

(Percentages shown are based on Net Assets)

Certificates of Deposit	Par (000)		Value
Domestic – 0.9%
State Street Bank & Trusta:
0.28%, 10/01/15	$	149,000	$	149,000,000
0.28%, 10/23/15		215,250		215,250,000
				364,250,000
Yankeeb – 32.8%
Australia & New Zealand Banking Group Ltd., 0.24%, 2/25/15a		137,000		137,000,000
Bank of America N.A.:
0.25%, 3/02/15		200,000		200,000,000
0.26%, 5/26/15		186,500		186,500,000
Bank of Montreal, Chicagoa:
0.23%, 1/08/15		177,000		177,000,717
0.24%, 2/20/15		110,000		110,000,000
0.24%, 6/03/15		105,000		105,001,320
0.24%, 7/06/15		100,000		100,002,854
0.25%, 7/21/15		150,000		150,000,000
0.96%, 8/07/15		75,000		75,000,000
0.25%, 10/13/15		100,000		100,000,000
0.27%, 12/10/15		200,000		200,000,000
Bank of Nova Scotia, Houstona:
0.24%, 7/09/15		150,000		150,000,000
0.68%, 9/11/15		45,885		46,012,449
0.23%, 11/06/15		65,000		65,000,000
Bank of Tokyo-Mitsubishi UFJ Ltd., 0.13%, 1/06/15		325,000		325,000,000
BNP Paribas SA, New York:
0.29%, 1/15/15		200,000		200,000,000
0.29%, 1/26/15		200,000		200,000,000

Certificates of Deposit	Par (000)		Value
Canadian Imperial Bank of Commerce, New York:
0.22%, 2/09/15	$	71,000	$	70,999,992
0.24%, 5/20/15a		55,000		55,000,000
0.32%, 6/01/15a		553,015		553,015,000
0.23%, 6/17/15a		75,000		75,000,000
0.25%, 8/21/15a		48,685		48,683,453
0.26%, 10/21/15a		150,000		150,000,000
Citibank NA, New York, 0.20%, 1/06/15		300,000		300,002,080
Credit Industriel et Commercial, New York:
0.30%, 4/16/15		152,250		152,250,000
0.30%, 5/15/15		225,000		225,000,000
Mitsubishi UFJ Trust & Banking Corp., New York:
0.25%, 1/07/15		100,000		100,000,000
0.25%, 1/08/15		100,000		100,000,000
0.26%, 3/10/15		500,000		500,000,000
0.25%, 4/02/15		100,000		100,000,000
0.25%, 5/12/15		25,000		25,000,000
Mizuho Bank Ltd., New York:
0.21%, 2/17/15		100,000		100,000,000
0.25%, 2/27/15		100,000		100,000,000
0.25%, 4/14/15		300,000		300,000,000
0.25%, 4/21/15		250,000		250,000,000
0.25%, 4/23/15		150,000		150,000,000
0.25%, 5/11/15		200,000		200,000,000
National Bank of Canada, New Yorka:
0.33%, 3/11/15		244,900		244,900,000
0.26%, 6/19/15		218,500		218,500,000
0.30%, 9/24/15		265,000		265,000,000

See Notes to Financial Statements.

15

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Certificates of Deposit	Par (000)		Value
Natixis, New York:
0.25%, 2/02/15	$	406,750	$	406,750,000
0.26%, 3/02/15		230,000		230,000,000
Nordea Bank Finland PLC, New York, 0.24%, 2/17/15		150,000		150,000,000
Rabobank Nederland, New York:
0.29%, 3/17/15a		511,000		511,000,000
0.29%, 6/12/15a		279,000		279,000,000
0.27%, 8/18/15		135,500		135,500,000
Royal Bank of Canada, New Yorka:
0.30%, 1/21/15		82,500		82,500,000
0.24%, 3/13/15		300,000		300,000,000
0.30%, 3/23/15		200,000		200,000,000
0.25%, 10/14/15		127,900		127,900,000
0.25%, 11/10/15		65,000		65,000,000
Societe Generale, New York, 0.25%, 2/02/15		240,000		240,000,000
Sumitomo Mitsui Banking Corp., New York:
0.13%, 1/06/15		325,000		325,000,000
0.25%, 1/16/15		78,000		77,999,350
0.25%, 2/25/15		175,000		175,000,000
0.25%, 3/05/15		400,000		400,000,000
0.25%, 4/02/15		200,000		200,000,000
Sumitomo Mitsui Trust Bank Ltd., New York:
0.25%, 1/05/15		200,000		200,000,000
0.26%, 2/06/15		250,000		250,000,000
0.26%, 2/20/15		200,000		200,000,000

Certificates of Deposit	Par (000)		Value
Toronto-Dominion Bank, New York:
0.23%, 1/26/15	$	200,000	$	200,000,000
0.24%, 4/22/15		185,000		185,000,000
0.30%, 8/10/15		200,000		200,000,000
0.24%, 10/06/15a		50,000		50,000,000
0.25%, 11/10/15a		135,000		135,000,000
UBS AG, Stamford, 0.28%, 3/05/15a		358,000		358,000,000
Wells Fargo Bank NAa:
0.30%, 2/12/15		100,000		100,000,000
0.30%, 2/17/15		150,000		150,000,000
0.25%, 7/09/15		134,000		134,000,000
Wells Fargo Bank NAa
0.27%, 9/08/15		150,000		150,000,000
0.29%, 11/30/15		132,924		132,924,000
0.29%, 12/08/15		102,750		102,750,000
Westpac Banking Corp., New York, 0.26%, 10/28/15a		150,000		150,000,000
				13,413,191,215
Total Certificates of Deposit – 33.7%				13,777,441,215
Commercial Paper
Alpine Securitization Corp., 0.26%, 4/02/15c		100,000		99,934,278
ANZ New Zealand International Ltd.a:
0.28%, 9/08/15		142,500		142,500,000
0.27%, 10/01/15d		150,000		150,000,000
0.27%, 11/05/15d		200,000		200,000,000

See Notes to Financial Statements.

16

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Commercial Paper	Par (000)		Value
Australia & New Zealand Banking Group Ltd.a:
0.23%, 3/05/15	$	91,000	$	91,000,000
0.26%, 4/28/15		100,000		100,000,000
0.25%, 5/08/15		75,000		75,000,000
0.25%, 5/12/15d		75,000		75,000,000
0.25%, 11/13/15		100,000		100,000,000
Bank of Nova Scotia (The)c:
0.25%, 3/24/15		150,000		149,914,583
0.26%, 8/03/15		125,000		124,806,806
0.27%, 8/21/15		75,000		74,871,917
Barclays Bank PLC, 0.25%, 1/06/15c		100,000		99,996,528
Barton Capital LLC., 0.20%, 2/10/15c		75,000		74,983,333
Bedford Row Funding Corp.:
0.26%, 3/12/15a		62,500		62,500,000
0.30%, 8/05/15cd		100,000		99,820,000
0.27%, 10/01/15ad		7,000		7,000,000
0.29%, 11/20/15a		24,750		24,750,000
BNP Paribas Finance, Inc.c:
0.26%, 1/05/15		150,000		149,995,667
0.27%, 3/09/15		150,000		149,924,625
0.30%, 4/06/15		113,500		113,410,146
BPCE, 0.19%, 1/02/15c		200,000		199,998,944
Chariot Funding LLCc:
0.27%, 7/02/15d		73,850		73,749,195
0.28%, 8/27/15		40,000		39,925,956
Charta LLCc:
0.24%, 1/05/15		100,000		99,997,333
0.25%, 2/04/15		50,000		49,988,194

Commercial Paper	Par (000)		Value
Collateralized Commercial Paper Co. LLCc:
0.30%, 1/15/15	$	200,000	$	199,976,667
0.26%, 2/02/15		150,000		149,965,556
0.29%, 2/20/15		100,000		99,959,722
0.39%, 5/21/15		113,410		113,237,995
0.38%, 6/22/15		100,000		99,818,444
Commonwealth Bank of Australiaa:
0.24%, 3/19/15d		180,000		179,996,290
0.24%, 3/30/15d		150,000		150,000,000
0.24%, 5/18/15		143,000		143,007,592
0.25%, 6/15/15d		210,000		210,000,000
0.24%, 7/20/15		110,000		109,997,427
0.25%, 7/23/15d		100,000		99,997,181
0.25%, 10/23/15		155,000		155,000,000
0.26%, 10/29/15		72,000		71,994,610
CRC Funding LLCc:
0.25%, 2/04/15		100,000		99,976,389
0.25%, 5/04/15		20,000		19,982,917
0.25%, 5/08/15		25,000		24,977,951
Credit Suisse, New York, 0.26%, 3/03/15c		350,000		349,845,805
DBS Bank, Ltd., 0.23%, 3/25/15c		81,700		81,656,676
DNB Bank ASAc:
0.23%, 3/03/15		150,000		149,941,542
0.22%, 4/01/15		150,000		149,915,625
0.23%, 4/07/15		175,000		174,892,667
0.23%, 4/28/15		100,000		99,925,250
Electricite de France, 0.16%, 1/02/15c		124,000		123,999,449
Gemini Securitization Corp., 0.21%, 1/02/15c		100,000		99,999,417

See Notes to Financial Statements.

17

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Commercial Paper	Par (000)		Value
General Electric Capital Corp.c:
0.24%, 6/11/15	$	101,500	$	101,391,057
0.24%, 6/12/15		175,000		174,811,000
0.25%, 7/27/15		150,000		149,784,375
HSBC Bank PLCa:
0.23%, 5/07/15		135,000		135,000,000
0.23%, 5/08/15		66,500		66,500,000
0.23%, 7/06/15		175,000		175,000,000
0.25%, 10/16/15		219,000		219,000,156
0.25%, 10/23/15d		119,500		119,500,000
ING US Funding LLCc:
0.21%, 3/03/15		200,000		199,928,833
0.22%, 3/05/15		224,100		224,013,721
0.23%, 3/09/15		66,800		66,771,406
0.23%, 4/07/15		250,000		249,846,667
Jupiter Securitization Co. LLC, 0.28%, 8/27/15c		45,000		44,916,700
Kells Funding LLCa:
0.24%, 1/07/15d		175,000		174,999,949
0.21%, 1/27/15d		100,000		99,999,626
0.24%, 3/25/15		100,000		100,000,000
0.24%, 3/27/15d		78,000		78,000,000
0.24%, 4/10/15d		100,000		100,000,000
0.24%, 4/16/15d		39,250		39,252,213
0.24%, 4/23/15d		165,000		165,000,000
0.24%, 10/09/15d		150,000		149,986,600
LMA Americas LLCc:
0.18%, 1/05/15		125,000		124,997,500
0.23%, 2/12/15d		100,000		99,973,167
Matchpoint Master Trust, 0.32%, 5/27/15c		184,000		183,761,209
Natexis Banques Populaires, 0.20%, 1/06/15c		200,000		199,994,444

Commercial Paper	Par (000)		Value
National Austalia Funding Delaware, Inc.ad:
0.23%, 8/11/15	$	150,000	$	150,000,000
0.23%, 8/18/15		150,000		149,991,258
National Australia Bank Ltd.a:
0.24%, 11/04/15d		100,000		100,001,032
0.25%, 11/04/15		200,000		200,000,000
0.25%, 11/09/15d		200,000		200,000,000
Nederlandse Waterschapsbank NV, 0.30%, 12/22/15a		50,000		50,000,000
Nordea Bank ABc:
0.22%, 4/02/15		75,000		74,957,344
0.22%, 4/16/15d		75,000		74,950,781
0.22%, 4/27/15		50,000		49,965,361
0.24%, 7/06/15		150,000		149,810,125
Old Line Funding LLCc:
0.22%, 3/06/15		50,000		49,980,444
0.22%, 4/17/15d		99,000		98,935,870
0.27%, 6/24/15		50,000		49,934,750
0.27%, 6/25/15		110,000		109,855,625
Skandinaviska Enskilda Banken ABc:
0.25%, 2/12/15		150,000		149,956,250
0.25%, 2/13/15		150,000		149,955,208
0.26%, 4/02/15d		100,000		99,935,542
0.26%, 4/07/15		50,000		49,966,000
0.26%, 5/04/15		100,000		99,912,875
Sumitomo Mitsui Trust Bank Ltd., 0.26%, 4/06/15c		100,000		99,931,389
Svenska Handelsbanken, Inc., New Yorkc:
0.22%, 4/01/15		100,000		99,943,750
0.26%, 7/02/15		150,000		149,802,833

See Notes to Financial Statements.

18

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Commercial Paper	Par (000)		Value
Toyota Credit Canada, Inc.c:
0.30%, 5/06/15	$	50,000	$	49,947,917
0.30%, 5/07/15		50,000		49,947,500
0.27%, 7/30/15		55,000		54,913,375
Toyota Motor Credit Corp.c:
0.23%, 3/09/15		150,000		149,935,792
0.23%, 6/08/15		150,000		149,848,583
0.25%, 7/30/15		45,000		44,934,375
Versailles Commercial Paper LLC, 0.23%, 1/05/15c		100,000		99,997,444
Westpac Banking Corp., New Yorkad:
0.24%, 3/13/15		60,000		59,998,941
0.24%, 4/09/15		160,000		160,000,000
0.24%, 4/23/15		300,000		300,000,000
0.25%, 7/30/15		150,000		150,000,000
Westpac Securities NZ Ltd., Londona:
0.26%, 1/29/15		100,000		100,000,000
0.27%, 8/13/15d		175,000		175,000,000
Total Commercial Paper – 32.3%				13,181,871,664
Corporate Notes
Bank of Nova Scotia, 3.40%, 1/22/15		75,750		75,881,881
National Australia Bank Ltd., 3.75%, 3/02/15d		22,982		23,111,465
Svenska Handelsbanken AB, 0.31%, 6/15/15ad		295,800		295,800,000

Corporate Notes	Par (000)		Value
Wells Fargo Bank NA, 0.51%, 7/20/15a	$	49,000	$	49,072,451
Total Corporate Notes – 1.1%				443,865,797
Time Deposits — 7.7%
DNB Bank ASA, 0.05%, 1/02/15	$	1,300,000	$	1,300,000,000
Natixis, 0.05%, 1/02/15		825,000		825,000,000
Skandinaviska Enskilda Banken AB, 0.05%, 1/02/15		500,000		500,000,000
Svenska Handelsbanken AB, 0.05%, 1/02/15		500,000		500,000,000
Total Time Deposits – 7.7%				3,125,000,000
U.S. Government Sponsored Agency Obligations
Federal Farm Credit Banka:
0.22%, 2/24/16		79,750		79,787,538
0.24%, 3/29/16		100,000		99,987,448
0.21%, 8/01/16		75,000		74,987,995
0.13%, 10/03/16		74,500		74,474,463
0.26%, 11/21/16		32,000		32,052,170
0.18%, 1/30/17		150,000		149,936,652
0.21%, 3/24/17		50,000		50,005,982
0.17%, 10/27/17		145,000		144,914,572

See Notes to Financial Statements.

19

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

U.S. Government Sponsored Agency Obligations	Par (000)		Value
Federal Home Loan Bank:
0.08%, 1/16/15c	$	200,000	$	199,993,333
0.08%, 2/11/15–2/13/15		363,800		363,764,310
0.13%, 6/05/15a		100,000		100,000,000
0.13%, 9/08/15a		100,000		99,989,605
0.14%, 9/17/15a		100,000		99,988,973
0.13%, 5/20/16a		90,000		89,980,921
0.14%, 5/27/16a		35,000		34,992,552
Total U.S. Government Sponsored Agency Obligations – 4.1%				1,694,856,514
U.S. Treasury Obligations – 3.1%
U.S. Treasury Billc:
0.15%, 6/25/15		660,000		659,515,055
0.13%, 7/02/15		400,000		399,735,036
U.S. Treasury Notes, 0.09%, 10/31/16a		200,000		199,792,951
Total U.S. Treasury Obligations – 3.1%				1,259,043,042

Repurchase Agreements	Par (000)		Value
BNP Paribas Securities Corp., 0.15%, 1/02/15 (Purchased on 10/7/14 to be repurchased at $166,060,175, collateralized by various Corporate Debt Obligations and U.S. Government Sponsored Agency Obligations, 0.00% to 5.89%, due 1/22/15 to 7/25/48, original par and fair values of $3,099,778,019 and $186,894,292, respectively)	$	166,000	$	166,000,000
Total Value of BNP Paribas Securities Corp (collateral value of $186,894,292)				166,000,000
Citigroup Global Markets, Inc., 0.10%, 1/02/15 (Purchased on 9/29/14 to be repurchased at $100,026,389, collateralized by various U.S. Treasury Obligations, 0.13% to 4.25%, due 4/15/17 to 11/15/18, original par and fair values of $101,373,100 and $102,000,070, respectively)		100,000		100,000,000
Total Value of Citigroup Global Markets, Inc. (collateral value of $102,000,070)				100,000,000

See Notes to Financial Statements.

20

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Repurchase Agreements	Par (000)		Value
Credit Suisse Securities (USA) LLC, 0.48%, 1/06/15 (Purchased on 12/30/14 to be repurchased at $194,018,107, collateralized by various Corporate Debt Obligations, 3.63% to 6.00%, due 1/25/54 to 8/25/57, original par and fair values of $244,195,000 and $242,503,640, respectively)	$	194,000	$	194,000,000
Credit Suisse Securities (USA) LLC, 0.40%, 1/02/15 (Purchased on 11/10/14 to be repurchased at $740,435,778, collateralized by various Corporate Debt Obligations and U.S. Government Sponsored Agency Obligations, 0.00% to 19.64%, due 2/25/17 to 8/28/57, original par and fair values of $4,600,688,119 and $922,002,401, respectively)		740,000		740,000,000

Repurchase Agreements	Par (000)		Value
Credit Suisse Securities (USA) LLC, 0.50%, 2/04/15 (Purchased on 3/25/13 to be repurchased at $151,418,750, collateralized by various Corporate Debt Obligations, 0.00% to 6.00%, due 3/31/38 to 8/25/57, original par and fair values of $315,829,176 and $187,501,870, respectively) (e)	$	150,000	$	150,000,000
Credit Suisse Securities (USA) LLC, 0.50%, 2/04/15 (Purchased on 3/25/13 to be repurchased at $252,364,583, collateralized by various Corporate Debt Obligations, 0.00% to 6.00%, due 3/31/38 to 8/25/57, original par and fair values of $526,381,959 and $312,503,116, respectively)e		250,000		250,000,000
Total Value of Credit Suisse Securities (USA) LLC (collateral value of $1,664,511,027)				1,334,000,000

See Notes to Financial Statements.

21

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Repurchase Agreements	Par (000)		Value
Federal Reserve Bank of New York, 0.05%, 1/02/15 (Purchased on 12/31/14 to be repurchased at $1,400,003,889, collateralized by a U.S. Treasury Obligation, 4.75%, due 2/15/41, original par and fair value of $990,714,500 and $1,400,003,923, respectively)	$	1,400,000	$	1,400,000,000
Federal Reserve Bank of New York, 0.10%, 1/06/15 (Purchased on 12/22/14 to be repurchased at $1,000,041,667, collateralized by various U.S. Treasury Obligations, 1.63% to 4.50%, due 10/31/18 to 8/15/20, original par and fair values of $988,253,700 and $1,002,674,665, respectively)e		1,000,000		1,000,000,000

Repurchase Agreements	Par (000)		Value
Federal Reserve Bank of New York, 0.10%, 1/06/15 (Purchased on 12/29/14 to be repurchased at $500,011,111, collateralized by a U.S. Treasury Obligation, 3.88%, due 5/15/18, original par and fair value of $459,233,900 and $501,140,846, respectively)e	$	500,000	$	500,000,000
Total Value of Federal Reserve Bank of New York (collateral value of $2,903,819,434)				2,900,000,000
Goldman Sachs & Co., 0.16%, 1/05/15 (Purchased on 12/29/14 to be repurchased at $280,008,711, collateralized by various U.S. Government Sponsored Agency Obligations, 3.21% to 6.51%, due 10/15/35 to 12/15/53, original par and fair values of $1,508,952,650 and $299,600,000, respectively)		280,000		280,000,000

See Notes to Financial Statements.

22

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Repurchase Agreements	Par (000)		Value
Goldman Sachs & Co., 0.16%, 1/07/15 (Purchased on 12/31/14 to be repurchased at $582,018,107, collateralized by various U.S. Government Sponsored Agency Obligations, 0.00% to 17.13%, due 6/25/18 to 10/15/49, original par and fair values of $14,888,799,376 and $626,185,549, respectively)	$	582,000	$	582,000,000
Total Value of Goldman Sachs & Co. (collateral value of $925,785,549)				862,000,000
HSBC Securities (USA) Inc., 0.17%, 1/02/15 (Purchased on 8/1/14 to be repurchased at $100,072,722, collateralized by various Corporate Debt Obligations, 4.25% to 9.13%, due 2/15/15 to 11/15/24, original par and fair values of $104,400,000 and $105,002,101, respectively)		100,000		100,000,000

Repurchase Agreements	Par (000)		Value
HSBC Securities (USA) Inc., 0.25%, 1/02/15 (Purchased on 3/11/14 to be repurchased at $195,402,188, collateralized by various Corporate Debt Obligations, 0.49% to 6.50%, due 1/02/15 to 8/15/34, original par and fair values of $198,879,000 and $204,370,620, respectively)	$	195,000	$	195,000,000
Total Value of HSBC Securities (USA) Inc. (collateral value of $309,372,721)				295,000,000
J.P. Morgan Securities LLC, 0.53%, 2/18/15 (Purchased on 11/19/14 to be repurchased at $126,168,805, collateralized by various Corporate Debt Obligations, 0.00% to 7.38%, due 7/2/19 to 9/1/42, original par and fair values of $309,853,899 and $157,501,510, respectively)		126,000		126,000,000

See Notes to Financial Statements.

23

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Repurchase Agreements	Par (000)		Value
J.P. Morgan Securities LLC, 0.40%, 1/02/15 (Purchased on 3/25/13 to be repurchased at $60,432,000, collateralized by various Corporate Debt Obligations, 0.30% to 5.48%, due 12/25/31 to 9/25/46, original par and fair values of $242,704,500 and $75,003,744, respectively)	$	60,000	$	60,000,000
J.P. Morgan Securities LLC, 0.45%, 2/04/15 (Purchased on 6/12/14 to be repurchased at $150,444,375, collateralized by various Corporate Debt Obligations and U.S. Government Sponsored Agency Obligations, 0.00% to 7.48%, due 5/25/19 to 12/20/54, original par and fair values of $1,865,724,128 and $160,504,474, respectively)e		150,000		150,000,000

Repurchase Agreements	Par (000)		Value
J.P. Morgan Securities LLC, 0.53%, 2/04/15 (Purchased on 9/22/14 to be repurchased at $150,298,125, collateralized by various Corporate Debt Obligations, 0.24% to 7.62%, due 6/15/28 to 3/25/47, original par and fair values of $459,288,952 and $187,500,100, respectively)e	$	150,000	$	150,000,000
J.P. Morgan Securities LLC, 0.64%, 4/01/15 (Purchased on 9/22/14 to be repurchased at $150,509,333, collateralized by various Corporate Debt Obligations, 0.00% to 9.19%, due 7/2/20 to 9/25/46, original par and fair values of $464,419,417 and $187,500,860, respectively)e		150,000		150,000,000

See Notes to Financial Statements.

24

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Repurchase Agreements	Par (000)		Value
J.P. Morgan Securities LLC, 0.76%, 4/01/15 (Purchased on 11/25/14 to be repurchased at $200,536,222, collateralized by various Corporate Debt Obligations, 0.21% to 6.45%, due 11/15/30 to 2/15/51, original par and fair values of $4,487,994,822 and $240,004,160, respectively)e	$	200,000	$	200,000,000
Total Value of J.P. Morgan Securities LLC (collateral value of $1,008,014,848)				836,000,000
RBC Capital Markets LLC, 0.12%, 1/02/15 (Purchased on 12/31/14 to be repurchased at $200,001,333, collateralized by various Corporate Debt Obligations, 0.00% to 10.00%, due 1/15/15 to 3/15/87, original par and fair values of $211,363,546 and $210,000,000, respectively)		200,000		200,000,000

Repurchase Agreements	Par (000)		Value
RBC Capital Markets LLC, 0.13%, 1/02/15 (Purchased on 3/28/14 to be repurchased at $72,072,800, collateralized by various U.S. Government Sponsored Agency Obligations, 0.00% to 5.25%, due 1/26/15 to 9/15/39, original par and fair values of $73,082,207 and $73,451,690, respectively)	$	72,000	$	72,000,000
RBC Capital Markets LLC, 0.13%, 1/02/15 (Purchased on 6/12/14 to be repurchased at $51,037,570, collateralized by various Corporate Debt Obligations, 0.00% to 10.20%, due 10/15/16 to 3/15/87, original par and fair values of $49,683,663 and $53,550,000, respectively)		51,000		51,000,000
Total Value of RBC Capital Markets LLC (collateral value of $337,001,690)				323,000,000

See Notes to Financial Statements.

25

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Repurchase Agreements	Par (000)		Value
Wells Fargo Securities, LLC, 0.46%, 1/15/15 (Purchased on 10/15/14 to be repurchased at $93,124,344, collateralized by various Corporate Debt Obligations, 0.51% to 9.25%, due 9/15/15 to 6/15/67, original par and fair values of $88,069,129 and $97,665,751, respectively)	$	93,015	$	93,015,000
Wells Fargo Securities, LLC, 0.39%, 2/03/15 (Purchased on 11/3/14 to be repurchased at $150,149,500, collateralized by various Corporate Debt Obligations, 0.01% to 10.75%, due 1/15/15 to 5/15/97, original par and fair values of $144,705,015 and $157,500,001, respectively)		150,000		150,000,000

Repurchase Agreements	Par (000)		Value
Wells Fargo Securities, LLC, 0.40%, 2/04/15 (Purchased on 11/5/14 to be repurchased at $140,141,556, collateralized by various Corporate Debt Obligations, 0.60% to 10.38%, due 1/15/15 to 1/15/87, original par and fair values of $137,735,685 and $147,000,001, respectively)	$	140,000	$	140,000,000
Wells Fargo Securities, LLC, 0.49%, 3/16/15 (Purchased on 12/15/14 to be repurchased at $88,108,998, collateralized by various Corporate Debt Obligations, 0.00% to 4.25%, due 1/05/15 to 5/10/32, original par and fair values of $92,534,867 and $92,583,825, respectively)		88,000		88,000,000

See Notes to Financial Statements.

26

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (continued)

December 31, 2014

(Percentages shown are based on Net Assets)

Repurchase Agreements	Par (000)		Value
Wells Fargo Securities, LLC, 0.25%, 1/02/15 (Purchased on 8/5/14 to be repurchased at $320,333,333, collateralized by various Corporate Debt Obligations, 0.00% to 8.89%, due 6/1/17 to 8/15/46, original par and fair values of $535,317,614 and $342,400,000, respectively)	$	320,000	$	320,000,000
Total Value of Wells Fargo Securities, LLC (collateral value of $837,149,578)				791,015,000
Total Repurchase Agreements – 18.6%				7,607,015,000
Total Investments – 100.6% (Cost – $41,089,093,232*)				41,089,093,232
Liabilities in Excess of Other Assets – (0.6)%				(242,406,695	)
Net Assets – 100.0%			$	40,846,686,537

Notes to Schedule of Investments

* Cost for federal income tax purposes.

^a  Variable rate security. Rate shown is as of report date.

^b  Issuer is a US branch of foreign domiciled bank.

^c  Rates shown are discount rates or a range of discount rates paid at the time of purchase.

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

^e  Variable rate security. Rate shown is as of report date and maturity shown is the date the principal owed can be recovered through demand.

• Fair Value Measurements – Various inputs are used in determining the fair value of investments. These inputs to valuation techniques are categorized into a disclosure hierarchy consisting of three broad levels for financial statement purposes. 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). Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the fair value hierarchy classification is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The categorization of a value determined for investments is based on the pricing transparency of the investment and is not necessarily an indication of the risks associated with investing in those securities. The three levels of the fair value hierarchy are as follows:

• Level 1 – unadjusted quoted prices in active markets/exchanges for identical assets or liabilities that the Master Portfolio has the ability to access

See Notes to Financial Statements.

27

MONEY MARKET MASTER PORTFOLIO

SCHEDULE OF INVESTMENTS – (concluded)

December 31, 2014

(Percentages shown are based on Net Assets)

• Level 2 – other observable inputs (including, but not limited to, quoted prices for similar 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 available (including the Master Portfolio’s own assumptions used in determining the fair value of investments)

Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. In accordance with the Master Portfolio’s policy, transfers between different levels of the fair value disclosure hierarchy are deemed to have occurred as of the beginning of the reporting period. For information about the Master Portfolio’s policy regarding valuation of investments, please refer to Note 2 of the Notes to Financial Statements.

As of December 31, 2014, the following table summarizes the Master Portfolio’s investments categorized in the disclosure hierarchy:

	Short-Term Securities1
	Assets
	Investments
Level 1		–
Level 2	$	41,089,093,232
Level 3		–
Total	$	41,089,093,232

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

The Master Portfolio may hold assets in which the fair value approximates the carrying amount for financial statement purposes. As of December 31, 2014, cash of $151,431,067 is categorized as Level 1 within the disclosure hierarchy.

During the year ended December 31, 2014, there were no transfers between levels.

See Notes to Financial Statements.

28

MONEY MARKET MASTER PORTFOLIO

STATEMENTS OF ASSETS AND LIABILITIES

December 31, 2014

Investments at value – unaffiliated1	$	33,482,078,232
Repurchase agreements, at value2		7,607,015,000
Cash		151,431,067
Interest receivable		9,708,813
Total assets		41,250,233,112
LIABILITIES
Investments purchased payable		399,735,036
Investment advisory fees payable		2,447,870
Withdrawals payable to investors		1,121,875
Trustees’ fees payable		126,334
Professional fees payable		115,460
Total liabilities		403,546,575
NET ASSETS	$	40,846,686,537
NET ASSETS CONSIST OF
Investors’ capital	$	40,846,686,537
1 Investments at cost – unaffiliated	$	33,482,078,232
2 Repurchase agreements at cost – unaffiliated	$	7,607,015,000

See Notes to Financial Statements.

29

MONEY MARKET MASTER PORTFOLIO

STATEMENT OF OPERATIONS

Year Ended December 31, 2014

INVESTMENT INCOME
Interest	$	96,465,625
EXPENSES
Investment advisory		42,782,619
Independent Trustees		515,892
Professional		141,583
Total expenses		43,440,094
Less fees waived by Manager		(13,492,261	)
Total expenses after fees waived		29,947,833
NET INVESTMENT INCOME		66,517,792
REALIZED GAIN
Net realized gain from investments		3,145,559
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	69,663,351

See Notes to Financial Statements.

30

MONEY MARKET MASTER PORTFOLIO

STATEMENTS FOR CHANGES IN NET ASSETS

	Year Ended December 31, 2014			Year Ended December 31, 2013
INCREASE (DECREASE) IN NET ASSETS
Operations
Net investment income	$	66,517,792		$	78,288,256
Net realized gain		3,145,559			4,880,770
Net increase in net assets resulting from operations		69,663,351			83,169,026
Capital Transactions
Proceeds from contributions		53,841,747,303			115,690,759,904
Value of withdrawals		(54,589,158,809	)		(109,538,593,100	)
Net increase in net assets derived from capital transactions		(747,411,506	)		6,152,166,804
NET ASSETS
Total increase (decrease) in net assets		(677,748,155	)		6,235,335,830
Beginning of year		41,524,434,692			35,289,098,862
End of year	$	40,846,686,537		$	41,524,434,692

See Notes to Financial Statements.

31

MONEY MARKET MASTER PORTFOLIO

FINANCIAL HIGHLIGHTS

	Year Ended December 31,
	2014			2013			2012			2011			2010
Total Investment Return
Total investment return		0.16	%		0.20	%		0.27	%		0.23	%		0.27	%
Ratios to Average Net Assets
Total expenses		0.10	%		0.10	%		0.10	%		0.10	%		0.10	%
Total expenses after fees waived		0.07	%		0.07	%		0.07	%		0.07	%		0.07	%
Net investment income		0.16	%		0.19	%		0.27	%		0.22	%		0.26	%
Supplemental Data
Net assets, end of year (000)	$	40,846,687		$	41,524,435		$	35,289,099		$	28,528,047		$	20,007,557

See Notes to Financial Statements.

32

MONEY MARKET MASTER PORTFOLIO

NOTES TO FINANCIAL STATEMENTS

1. Organization:

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 the Money Market Master Portfolio (the “Master Portfolio”).

2. Significant Accounting Policies:

The Master Portfolio’s financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Master Portfolio is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. The following is a summary of significant accounting policies followed by the Master Portfolio:

Valuation: U.S. 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 under the 1940 Act. Under this method, investments are valued at cost when purchased and, thereafter, a constant proportionate accretion of discounts and amortization of 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.

Investment Transactions and Investment Income: For financial reporting purposes, investment transactions are recorded on the dates the transactions are entered into (the trade dates). 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.

Recent Accounting Standard: In June 2014, the Financial Accounting Standards Board issued guidance to improve the financial reporting of reverse repurchase agreements and other similar transactions. The guidance will require expanded disclosure for entities that enter into reverse repurchase agreements and similar transactions accounted for as secured borrowings. It is effective for financial statements with fiscal years beginning on or after December 15, 2014 and interim periods within those fiscal years. Management is evaluating the impact, if any, of this guidance on the Fund’s financial statement disclosures.

Other: Expenses directly related to the Master Portfolio are charged to the Master Portfolio. Other operating expenses shared by several funds are prorated among those funds on the basis of relative net assets or other appropriate methods. The Master Portfolio has an arrangement with the custodian whereby fees may be reduced by credits earned on uninvested cash balances, which, if applicable, are shown as fees paid indirectly in the Statement of Operations. The custodian imposes fees on overdrawn cash balances, which can be offset by accumulated credits earned or may result in additional custody charges.

33

MONEY MARKET MASTER PORTFOLIO

NOTES TO FINANCIAL STATEMENTS – (continued)

3. Securities and Other Investments:

Repurchase Agreements: The Master Portfolio may enter into repurchase agreements. In a repurchase agreement, a 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.

The Master Portfolio, along with other registered investment companies advised by BlackRock Fund Advisors, (the “Manager”), may transfer uninvested cash into a single joint trading account which is then invested in one or more repurchase agreements.

In the event the counterparty defaults and the fair value of the collateral declines, a Master Portfolio could experience losses, delays and costs in liquidating the collateral.

Repurchase agreements are entered into by the Master Portfolio under Master Repurchase Agreements (each, an “MRA”). The MRA permits the Master Portfolio, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables with collateral held by and/or posted to the counterparty. As a result, one single net payment is created. Bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against such a right of offset in the event of the MRA counterparty’s bankruptcy or insolvency. Based on the terms of the MRA, the Master Portfolio receives securities as collateral with a market value in excess of the repurchase price at maturity. Upon a bankruptcy or insolvency of the MRA counterparty, the Master Portfolio would recognize a liability with respect to such excess collateral. The liability reflects the Master Portfolio’s obligation under bankruptcy law to return the excess to the counterparty.

4. Investment Advisory Agreement and Other Transactions with Affiliates:

The PNC Financial Services Group, Inc. is the largest stockholder and an affiliate, for 1940 Act purposes, of BlackRock, Inc. (“BlackRock”).

MIP, on behalf of the Master Portfolio, entered into an Investment Advisory Agreement (the “Investment Advisory Agreement”) with 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 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 based on a percentage of the Master Portfolio’s average daily net assets at the following annual rate:

Money Market Master Portfolio 0.10%

The Manager has contractually agreed to waive 0.03% of its investment advisory fees through April 30, 2015. The Manager has also voluntarily agreed to waive investment advisory fees to enable the feeders that invest in the

34

MONEY MARKET MASTER PORTFOLIO

NOTES TO FINANCIAL STATEMENTS – (continued)

Master Portfolio to maintain minimum levels of daily net investment income. The Manager may discontinue the voluntary waiver at any time. For the year ended December 31, 2014, the amount included in fees waived by Manager in the Statement of Operations is as follows:

Money Market Master Portfolio $ 12,834,786

The fees and expenses of MIP’s trustees who are not “interested persons” of MIP, as defined in the 1940 Act (“Independent Trustees”), counsel to the Independent Trustees and MIP’s independent registered public accounting firm (together, the “independent expenses”) are paid directly by the Master Portfolio. The Manager has contractually agreed to provide an offsetting credit against the administration fees paid by the Master Portfolio in an amount equal to the independent expenses through April 30, 2015. The amount waived is included in fees waived by Manager in the Statement of Operations. For the year ended December 31, 2014, such waiver amount was as follows:

Money Market Master Portfolio $ 657,475

MIP entered into an Administration Agreement with BlackRock Advisors, LLC (“BAL”), which has agreed to provide general administration services (other than investment advice and related portfolio activities).

BAL, in consideration thereof, has agreed to bear all of the Master Portfolio’s and MIP’s ordinary operating expenses excluding, generally, investment advisory fees, distribution fees, brokerage and other expenses related to the execution of portfolio transactions, extraordinary expenses and certain other expenses which are borne by the Master Portfolio. BAL is not entitled to compensation for providing administration services to the Master Portfolio, for so long as BAL is entitled to compensation for providing administration services to corresponding feeder funds that invest substantially all of their assets in the Master Portfolio, or BAL (or an affiliate) receives investment advisory fees from the Master Portfolio.

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

5. Income Tax Information:

Money Market 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 Money Market Master Portfolio files U.S. 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 U.S. federal tax returns remains open for each of the four years ended December 31, 2014. 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 has analyzed tax laws and regulations and their application to the Master Portfolio’s facts and circumstances and does not believe there are any uncertain tax positions that require recognition of a tax liability.

35

MONEY MARKET MASTER PORTFOLIO

NOTES TO FINANCIAL STATEMENTS – (concluded)

6. Principal Risks:

In the normal course of business, the Master Portfolio invests in securities and enters into transactions where risks exist due to fluctuations in the market (market risk) or failure of the issuer of a security to meet all 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 credit 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 Statements of Assets and Liabilities, less any collateral held by the Master Portfolio.

On July 23, 2014, the U.S. Securities and Exchange Commission adopted amendments to money market fund regulations, which structurally change the way certain money market funds will be required to operate. These amendments are generally not effective until sometime in 2016, but when implemented may affect the Master Portfolio’s operations and return potential.

7. Subsequent Events:

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

36

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Master Investment Portfolio

and the Interestholders of Money Market Master Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statement of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Money Market Master Portfolio (the “Master Portfolio”), a series of Master Investment Portfolio, at December 31, 2014, the results of it’s operations for the year then ended, the changes in it’s net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Master Portfolio’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2014 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

February 19, 2015

37

MONEY MARKET MASTER PORTFOLIO

OFFICERS AND TRUSTEES

Name, Address1 and Year of Birth	Position(s) Held with Trust/MIP	Length of Time Served as a Trustee3	Principal Occupation(s) During Past Five Years	Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Directorships
Independent Trustees2
Ronald W. Forbes 1940	Co-Chairman of the Board and Trustee	Since 2009	Professor Emeritus of Finance, School of Business, State University of New York at Albany since 2000.	33 RICs consisting of 153 Portfolios	None
Rodney D. Johnson 1941	Co-Chairman of the Board and Trustee	Since 2009	President, Fairmount Capital Advisors, Inc. from 1987 to 2013; Member of the Archdiocesan Investment Committee of the Archdiocese of Philadelphia from 2004 to 2012; Director, The Committee of Seventy (civic) from 2006 to 2012; Director, Fox Chase Cancer Center from 2004 to 2011.	33 RICs consisting of 153 Portfolios	None
David O. Beim 1940	Trustee	Since 2009	Professor of Professional Practice at the Columbia University Graduate School of Business since 1991; Trustee, Phillips Exeter Academy from 2002 to 2012; Chairman, Wave Hill, Inc. (public garden and cultural center) from 1990 to 2006.	33 RICs consisting of 153 Portfolios	None
Frank J. Fabozzi 1948	Director	Since 2014	Editor of and Consultant for The Journal of Portfolio Management since 2006; Professor of Finance, EDHEC Business School since 2011; Professor in the Practice of Finance and Becton Fellow, Yale University School of Management from 2006 to 2011; Adjunct Professor of Finance and Becton Fellow, Yale University from 1994 to 2006.	112 RICs consisting of 232 Portfolios	None
Dr. Matina S. Horner 1939	Trustee	Since 2009	Executive Vice President, Teachers Insurance and Annuity Association and College Retirement Equities Fund from 1989 to 2003.	33 RICs consisting of 153 Portfolios	NSTAR (electric and gas utility)

38

MONEY MARKET MASTER PORTFOLIO

OFFICERS AND TRUSTEES – (continued)

Name, Address1 and Year of Birth	Position(s) Held with Trust/MIP	Length of Time Served as a Trustee3	Principal Occupation(s) During Past Five Years	Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Directorships
Independent Trustees2 – (continued)
Herbert I. London 1939	Trustee	Since 2009	President, London Center for Policy Research since 2012; Professor Emeritus, New York University since 2005; John M. Olin Professor of Humanities, New York University from 1993 to 2005 and Professor thereof from 1980 to 2005; President Emeritus, Hudson Institute (policy research organization) from 2011 to 2012, President thereof from 1997 to 2011 and Trustee from 1980 to 2012; Chairman of the Board of Trustees for Grantham University since 2006; Director, InnoCentive, Inc. (global internet services) since 2005; Director, Cerego, LLC (educational software) since 2005; Director, Cybersettle (online adjudication) since 2009; Director, AIMS Worldwide, Inc. (marketing) from 2007 to 2012.	33 RICs consisting of 153 Portfolios	None
Ian A. MacKinnon 1948	Trustee	Since 2012	Director, Kennett Capital, Inc. (investments) since 2006; Director, Free Library of Philadelphia from 1998 to 2008.	33 RICs consisting of 153 Portfolios	None
Cynthia A. Montgomery 1952	Trustee	Since 2009	Professor, Harvard Business School since 1989; Director, McLean Hospital from 2005 to 2012; Director, Harvard Business School Publishing from 2005 to 2010.	33 RICs consisting of 153 Portfolios	Newell Rubbermaid, Inc. (manufacturing)
Joseph P. Platt 1947	Trustee	Since 2009	Director, Jones and Brown (Canadian insurance broker) since 1998; General Partner, Thorn Partners, LP (private investments) since 1998; Director, WQED Multi-Media (public broadcasting not-for-profit) since 2001; Director, The West Penn Allegheny Health System (a not-for-profit health system) from 2008 to 2013; Partner, Amarna Corporation, LLC (private investment company) from 2002 to 2008.	33 RICs consisting of 153 Portfolios	Greenlight Capital Re, Ltd. (reinsurance company)

39

MONEY MARKET MASTER PORTFOLIO

OFFICERS AND TRUSTEES – (continued)

Name, Address1 and Year of Birth	Position(s) Held with Trust/MIP	Length of Time Served as a Trustee3	Principal Occupation(s) During Past Five Years	Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Directorships
Independent Trustees2 (concluded)
Robert C. Robb, Jr. 1945	Trustee	Since 2009	Partner, Lewis, Eckert, Robb and Company (management and financial consulting firm) since 1981.	33 RICs consisting of 153 Portfolios	None
Toby Rosenblatt 1938	Trustee	Since 2009	President, Founders Investments Ltd. (private investments) since 1999; Director, Forward Management, LLC since 2007; Director, College Futures Foundation (philanthropic foundation) since 2009; Director, The James Irvine Foundation (philanthropic foundation) from 1998 to 2008.	33 RICs consisting of 153 Portfolios	None
Kenneth L. Urish 1951	Trustee	Since 2009	Managing Partner, Urish Popeck & Co., LLC (certified public accountants and consultants) since 1976; Immediate past-Chairman of the Professional Ethics Committee of the Pennsylvania Institute of Certified Public Accountants and Committee Member thereof since 2007; Member of External Advisory Board, The Pennsylvania State University Accounting Department since 2001; Principal, UP Strategic Wealth Investment Advisors, LLC since 2013; Trustee, The Holy Family Institute from 2001 to 2010; President and Trustee, Pittsburgh Catholic Publishing Associates from 2003 to 2008; Director, Inter-Tel from 2006 to 2007.	33 RICs consisting of 153 Portfolios	None
Frederick W. Winter 1945	Trustee	Since 2009	Director, Alkon Corporation (pneumatics) since 1992; Professor and Dean Emeritus of the Joseph M. Katz School of Business, University of Pittsburgh from 2005 to 2013 and Dean thereof from 1997 to 2005; Director, Tippman Sports (recreation) from 2005 to 2013; Director, Indotronix International (IT services) from 2004 to 2008.	33 RICs consisting of 153 Portfolios	None

¹  The address of each Trustee and Officer is c/o BlackRock, Inc., Park Avenue Plaza, 55 East 52nd Street, New York, NY 10055.

40

MONEY MARKET MASTER PORTFOLIO

OFFICERS AND TRUSTEES – (continued)

²  Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72. The Board has approved extensions in terms of Trustees who turn 72 prior to December 31, 2014.

³  Date shown is the earliest date a person has served for the Trust/MIP covered by this annual report. In connection with the acquisition of Barclays Global Investors by BlackRock, Inc. (“BlackRock”) in December 2009, the Trustees were elected to the Trust’s/MIP’s Board. As a result, although the chart shows certain Trustees as joining the Trust’s/MIP’s board in 2009, those Trustees first became members of the boards of other funds advised by BlackRock Advisors, LLC or its affiliates as follows: David O. Beim, 1998; Ronald W. Forbes, 1977; Dr. Matina S. Horner, 2004; Rodney D. Johnson, 1995; Herbert I. London, 1987; Cynthia A. Montgomery, 1994; Joseph P. Platt, 1999; Robert C. Robb, Jr., 1998; Toby Rosenblatt, 2005; Kenneth L. Urish, 1999; and Frederick W. Winter, 1999.

Name, Address1 and Year of Birth	Position(s) Held with Trust/MIP	Length of Time Served as a Trustee3	Principal Occupation(s) During Past Five Years	Number of BlackRock- Advised Registered Investment Companies (“RICs”) Consisting of Investment Portfolios (“Portfolios”) Overseen	Public Directorships
Interested Trustees4
Paul L. Audet 1953	Trustee	Since 2011	Senior Managing Director of, BlackRock, and Head of U.S. Mutual Funds since 2011; Chair of the U.S. Mutual Funds Committee reporting to the Global Executive Committee since 2011; Head of BlackRock’s Real Estate business from 2008 to 2011; Member of BlackRock’s Global Operating and Corporate Risk Management Committees and of the BlackRock Alternative Investors Executive Committee and Investment Committee for the Private Equity Fund of Funds business since 2008; Head of BlackRock’s Global Cash Management business from 2005 to 2010; Acting Chief Financial Officer of BlackRock from 2007 to 2008; Chief Financial Officer of BlackRock from 1998 to 2005.	141 RICs consisting of 329 Portfolios	None
Henry Gabbay 1947	Trustee	Since 2007	Consultant, BlackRock from 2007 to 2008; Managing Director, BlackRock from 1989 to 2007; Chief Administrative Officer, BlackRock Advisors, LLC from 1998 to 2007; President of BlackRock Funds and BlackRock Allocation Target Shares (formerly BlackRock Bond Allocation Target Shares) from 2005 to 2007 and Treasurer of certain closed-end funds in the BlackRock fund complex from 1989 to 2006.	29 RICs consisting of 97 Portfolios	None

⁴  Mr. Audet is an “interested person,” as defined in the 1940 Act, of the Trust/MIP based on his position with BlackRock and its affiliates. Mr. Gabbay is an “interested person” of the Trust/MIP based on his former positions with BlackRock and its affiliates as well as his ownership

41

MONEY MARKET MASTER PORTFOLIO

OFFICERS AND TRUSTEES – (continued)

of BlackRock and The PNC Financial Services Group, Inc. securities. Mr. Audet and Mr. Gabbay are also Directors of the BlackRock registered closed-end funds and Directors of other BlackRock registered open-end funds. Trustees serve until their resignation, removal or death, or until December 31 of the year in which they turn 72.

Name, Address1 and Year of Birth	Position(s) Held with Trust/MIP	Length of Time Served	Principal Occupation(s) During Past Five Years
Trust/MIP Officers2
John M. Perlowski 1964	President and Chief Executive Officer	Since 2010	Managing Director of BlackRock since 2009; Global Head of BlackRock Fund Services since 2009; Managing Director and Chief Operating Officer of the Global Product Group at Goldman Sachs Asset Management, L.P. from 2003 to 2009; Treasurer of Goldman Sachs Mutual Funds from 2003 to 2009 and Senior Vice President thereof from 2007 to 2009; Director of Goldman Sachs Offshore Funds from 2002 to 2009; Director of Family Resource Network (charitable foundation) since 2009.
Richard Hoerner, CFA 1958	Vice President	Since 2009	Managing Director of BlackRock since 2000; Head of the Global Cash Group since 2013; Co-head of the Global Cash and Securities Lending Group from 2010 to 2013; Member of the Cash Management Group Executive Committee since 2005.
Jennifer McGovern 1977	Vice President	Since 2014	Director of BlackRock. since 2011; Head of Product Structure and Oversight for BlackRock’s U.S. Wealth Advisory Group since 2013; Vice President of BlackRock, Inc. from 2008 to 2010.
Neal Andrews 1966	Chief Financial Officer	Since 2007	Managing Director of BlackRock since 2006; Senior Vice President and Line of Business Head of Fund Accounting and Administration at PNC Global Investment Servicing (U.S.) Inc. from 1992 to 2006.
Jay Fife 1970	Treasurer	Since 2007	Managing Director of BlackRock since 2007; Director of BlackRock in 2006; Assistant Treasurer of the MLIM and Fund Asset Management, L.P. advised funds from 2005 to 2006; Director of MLIM Fund Services Group from 2001 to 2006.
Charles Park 1967	Chief Compliance Officer and Anti-Money Laundering Officer	Since 2014	Chief Compliance Officer of BlackRock Advisors, LLC and the BlackRock-advised Funds in the Equity-Bond Complex, the Equity-Liquidity Complex and the Closed-End Complex since 2014; Principal of and Chief Compliance Officer for iShares® Delaware Trust Sponsor LLC since 2012 and BlackRock Fund Advisors (“BFA”) since 2006; Chief Compliance Officer for the BFA-advised iShares exchange traded funds since 2006; Chief Compliance Officer for BlackRock Asset Management International Inc. since 2012.
Benjamin Archibald 1975	Secretary	Since 2012	Managing Director of BlackRock since 2014; Director of BlackRock from 2010 to 2013; Assistant Secretary of the BlackRock-advised funds from 2010 to 2012; General Counsel and Chief Operating Officer of Uhuru Capital Management from 2009 to 2010; Executive Director and Counsel of Goldman Sachs Asset Management from 2005 to 2009.

¹  The address of each Trustee and Officer is c/o BlackRock, Inc., Park Avenue Plaza, 55 East 52nd Street, New York, NY 10055.

²  Officers of the Trust/MIP serve at the pleasure of the Board.

Further information about the Officers and Trust’s is available in the Trust’s Statements of Additional Information, which can be obtained without charge by calling (888)-204-3956.

42

MONEY MARKET MASTER PORTFOLIO

OFFICERS AND TRUSTEES – (concluded)

Investment Advisor BlackRock Fund Advisors San Francisco, CA 94105	Custodian, Transfer Agent and Accounting Agent State Street Bank and Trust Company Boston, MA 02110	Distributor BlackRock Investments, LLC New York, NY 10022	Address of the Trust 100 Bellevue Parkway Wilmington, DE 19809
Administrator BlackRock Advisors LLC Wilmington, DE 19809	Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP Philadelphia, PA 19103	Legal Counsel Sidley Austin LLP New York, NY 10019

Effective September 19, 2014, Brendan Kyne resigned as a Vice President of the Funds and Jennifer McGovern became Vice President of the Funds.

Effective December 31, 2014, Paul L. Audet and Henry Gabbay resigned as Trustees of the Funds and Ronald W. Forbes resigned as a Trustee of the Funds and Co-Chair of the Board. Effective January 1, 2015, Collette Chilton, Barbara G. Novick and Mark Stalnecker were appointed to serve as Trustees of the Funds.

43

TABLE OF CONTENTS

	Page
HEWITT MONEY MARKET FUND
Shareholder Expenses (Unaudited)		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
Report of Independent Registered Public Accounting Firm		10
Proxy Voting (Unaudited)		11
Additional Information		12
Trustees and Officers Information List (Unaudited)		13
MONEY MARKET MASTER PORTFOLIO
Portfolio Information		14
Schedule of Investments		15
Statement of Assets and Liabilities		29
Statement of Operations		30
Statements of Changes in Net Assets		31
Financial Highlights		32
Notes to Financial Statements		33
Report of Independent Registered Public Accounting Firm		37
Officers and Trustees		38

Hewitt Series Trust

Hewitt Money Market Fund

Annual Report

December 31, 2014

Item 2. Code of Ethics.

(a) Registrant has adopted a code of ethics that applies to its principal executive officer and senior financial officers (the “Code”).

(b) No disclosures are required by this Item 2(b).

(c) During the period covered by the report, registrant did not make any amendments to the provisions of the Code.

(d) During the period covered by the report, registrant did not grant any waivers, including implicit waivers, from the provisions of the Code.

(e) Not applicable.

(f) A copy of the Code is filed as Exhibit (a)(1) to this Form N-CSR.

Item 3. Audit Committee Financial Expert.

Registrant’s board of trustees has determined that John D. Oliverio, a member of its audit committee, qualifies as an “audit committee financial expert,” as such term is defined in Instruction 2(b) to Item 3 of Form N-CSR. Mr. Oliverio is considered independent for purposes of Item 3 of Form N-CSR.

Under applicable securities laws, a person who is determined to be an audit committee financial expert will not be deemed an “expert” for any purpose, including without limitation for the purposes of Section 11 of the Securities Act of 1933 (15 U.S.C. 77k), as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and board of trustees in the absence of such designation or identification. The designation or identification of a person as an audit committee financial expert pursuant to this item does not affect the duties, obligations, or liability of any other member of the audit committee or board of trustees.

Item 4. Principal Accountant Fees and Services.

(a) Audit Fees

$20,000 and $21,000 are the aggregate fees billed for the 2013 and 2014 fiscal years respectively for professional services rendered by the principal accountant to the registrant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.

(b) Audit-Related Fees

$0 and $0 are the aggregate fees billed for each of the last two fiscal years for assurance and related services rendered by the principal accountant to the registrant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item 4.

$0 and $0 are the aggregate fees billed for each of the last two fiscal years for assurance and related services rendered by the principal accountant to the registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides

ongoing services to the registrant (the “investment adviser”) that are reasonably related to the performance of the audit of the registrant’s financial statements, are not reported under paragraph (a) of this Item 4 and were required to be pre-approved by the audit committee as described in paragraph (e)(1) of this Item 4.

(c) Tax Fees

$5,250 and $5,500 are the aggregate fees billed for the 2013 and 2014 fiscal years respectively for professional services rendered by the principal accountant to the registrant for tax compliance, tax advice and tax planning. These fees were for review of the registrant’s tax returns.

$0 and $0 are the aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant to the investment adviser for tax compliance, tax advice and tax planning and were required to be pre-approved by the audit committee as described in paragraph (e)(1) of this Item 4.

(d) All Other Fees

$0 and $0 are the aggregate fees billed for each of the last two fiscal years for products and services provided by the principal accountant to the registrant, other than the services reported in paragraphs (a)-(c) of this Item 4.

$0 and $0 are the aggregate fees billed for each of the last two fiscal years for products and services provided by the principal accountant to the investment adviser, other than the services reported in paragraphs (a)-(c) of this Item 4, that were required to be pre-approved by the audit committee as described in paragraph (e)(1) of this Item 4.

(e) (1) Registrant’s audit committee meets with the principal accountants and management to review and pre-approve all audit services to be provided by the principal accountants.

The audit committee shall pre-approve all non-audit services to be provided by the principal accountants to the registrant; provided that the pre-approval requirement is waived for non-audit services if: (i) the aggregate amount of all non-audit services provided to the Trust is less than 5% of the total fees paid by the Trust to its independent auditors during the fiscal year in which the non-audit services are provided; (ii) the services were not recognized by management at the time of the engagement as non-audit services; and (iii) such services are promptly brought to the attention of the audit committee by management and the audit committee approves them (which may be by delegation) prior to the completion of the audit.

The audit committee shall pre-approve all non-audit services to be provided by the principal accountants to the investment adviser, or any entity controlling, controlled by, or under common control with the investment adviser, where the nature of the services relates directly to the operations and financial reporting of the registrant; provided that the pre-approval requirement is waived for non-audit services if (i) the aggregate amount of all non-audit services provided is less than 5% of the total fees paid by the registrant, Hewitt and any entity controlling, controlled by, or under common control with Hewitt that provides ongoing services to the registrant to its independent auditors during the fiscal year in which the non-audit services are provided that would have to be pre-approved; (ii) the services were not recognized by management at the time of the engagement as non-audit services; and (iii) such services are promptly brought to the attention of the audit committee by management and the audit committee approves them (which may be by delegation) prior to the completion of the audit.

(2) 0% services described in paragraphs (b)-(d) of this Item 4 were approved by the registrant’s audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) No disclosures are required by this Item 4(f).

(g) $5,250 and $5,500 are the aggregate non-audit fees billed for the 2013 and 2014 fiscal years respectively for services rendered by the principal accountant to the registrant. $34,400 and $92,820 are the aggregate non-audit fees billed for the 2013 and 2014 fiscal years respectively for services rendered by the principal accountant to Hewitt Associates, Inc., the registrant’s administrator.

(h) The audit committee of the registrant’s board of directors has considered whether the provision of non-audit services that were rendered to Hewitt Associates, Inc., the registrant’s administrator, that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments

(a) Included as part of the report to shareholders filed under Item 1.

(b) Not applicable.

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.

Not applicable.

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 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 is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)	(1)	Code of Ethics for Principal Executive And Senior Financial Officers (as referenced in Item 2 above), attached hereto as Exhibit (a)(1)
	(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)
(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/ Lian Gregory            

Lian Gregory

President

Date February 23, 2015

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/ Lian Gregory            

Lian Gregory

President

Date February 23, 2015

By: /s/ Douglas S. Keith                

Douglas S. Keith

Treasurer, Chief Financial Officer and Chief Compliance Officer

Date February 23, 2015