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: 811-09599
STATE STREET MASTER FUNDS
(Exact name of registrant as specified in charter)
P.O. Box 5501
Boston, Massachusetts 02206
(Address of principal executive offices)(Zip code)
| | |
(Name and Address of Agent for Service) | | Copy to: |
| |
David James, Managing Director and Managing Counsel State Street Bank and Trust Company 100 Huntington Avenue, 3rd Floor Boston, Massachusetts 02116 | | Timothy W. Diggins, Esq. Ropes & Gray 800 Boylston Street Boston, Massachusetts 02110-2624 |
Registrant’s telephone number, including area code: (617) 662-1742
Date of fiscal year end: December 31
Date of reporting period: June 30, 2015
Item 1. Shareholder Report.
Semi-Annual Report
30 June 2015
State Street Master Funds
State Street Money Market Portfolio
State Street Tax Free Money Market Portfolio
State Street U.S. Government Money Market Portfolio
State Street Treasury Money Market Portfolio
State Street Treasury Plus Money Market Portfolio

State Street Money Market Portfolio
Portfolio Statistics (Unaudited)
| | | | |
Portfolio Composition* | | | June 30, 2015 | |
Certificates of Deposit | | | 42.7 | % |
Financial Company Commercial Paper | | | 22.8 | |
Treasury Repurchase Agreements | | | 11.3 | |
Other Notes | | | 9.3 | |
Government Agency Debt | | | 3.2 | |
Government Agency Repurchase Agreements | | | 3.1 | |
Other Repurchase Agreements | | | 3.1 | |
Asset Backed Commercial Paper | | | 1.9 | |
Treasury Debt | | | 0.9 | |
Assets in Excess of Other Liabilities | | | 1.7 | |
Total | | | 100.0 | % |
| | | | |
Maturity Ladder* | | | June 30, 2015 | |
Overnight (1 Day) | | | 15.9 | % |
2-30 Days | | | 22.5 | |
31-60 Days | | | 15.8 | |
61-90 Days | | | 17.4 | |
Over 90 Days | | | 26.7 | |
Total | | | 98.3 | % |
Average days to maturity | | | 35 | |
Weighted average life | | | 68 | |
* | As a percentage of net assets as of the date indicated. The Portfolio’s composition will vary over time. |
See accompanying notes to financial statements.
1
State Street Money Market Portfolio
Schedule of Investments
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
ASSET BACKED COMMERCIAL PAPER – 1.9% | | | | | | | | | | |
Kells Funding LLC(a)(b) | | | 0.200 | % | | | 07/14/2015 | | | | 07/14/2015 | | | $ | 100,000,000 | | | $ | 99,992,778 | |
Kells Funding LLC(a)(b) | | | 0.200 | % | | | 07/15/2015 | | | | 07/15/2015 | | | | 100,000,000 | | | | 99,992,222 | |
Kells Funding LLC(a)(b) | | | 0.220 | % | | | 07/22/2015 | | | | 07/22/2015 | | | | 92,000,000 | | | | 91,988,193 | |
Kells Funding LLC(a)(b) | | | 0.210 | % | | | 09/03/2015 | | | | 09/03/2015 | | | | 172,130,000 | | | | 172,065,738 | |
Kells Funding LLC(a)(b) | | | 0.230 | % | | | 09/24/2015 | | | | 09/24/2015 | | | | 290,000,000 | | | | 289,842,514 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL ASSET BACKED COMMERCIAL PAPER | | | | | | | | | | | | | | | | 753,881,445 | |
| | | | | | | | | | | | | | | | | | | | |
FINANCIAL COMPANY COMMERCIAL PAPER – 22.8% | | | | | | | | | | |
Australia & New Zealand Banking Group Ltd.(c)(d) | | | 0.266 | % | | | 07/13/2015 | | | | 07/13/2015 | | | | 53,000,000 | | | | 53,000,000 | |
Australia & New Zealand Banking Group Ltd.(c)(d) | | | 0.286 | % | | | 07/15/2015 | | | | 10/15/2015 | | | | 119,500,000 | | | | 119,500,000 | |
Australia & New Zealand Banking Group Ltd.(c)(d) | | | 0.286 | % | | | 07/15/2015 | | | | 10/15/2015 | | | | 119,500,000 | | | | 119,500,000 | |
Australia & New Zealand Banking Group Ltd.(c)(d) | | | 0.295 | % | | | 07/06/2015 | | | | 05/04/2016 | | | | 126,000,000 | | | | 125,994,462 | |
Caisse des Depots et Consignations(a)(b) | | | 0.220 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 325,000,000 | | | | 324,940,417 | |
Caisse des Depots et Consignations(a)(b) | | | 0.230 | % | | | 08/17/2015 | | | | 08/17/2015 | | | | 250,000,000 | | | | 249,924,931 | |
Commonwealth Bank of Australia(c)(d) | | | 0.297 | % | | | 07/07/2015 | | | | 12/30/2015 | | | | 100,000,000 | | | | 100,005,257 | |
DBS Bank Ltd.(a)(d) | | | 0.220 | % | | | 09/08/2015 | | | | 09/08/2015 | | | | 100,000,000 | | | | 99,957,833 | |
DBS Bank Ltd.(a)(d) | | | 0.230 | % | | | 09/10/2015 | | | | 09/10/2015 | | | | 150,000,000 | | | | 149,931,958 | |
DBS Bank Ltd.(a)(d) | | | 0.240 | % | | | 09/15/2015 | | | | 09/15/2015 | | | | 270,000,000 | | | | 269,863,200 | |
DBS Bank Ltd.(a)(d) | | | 0.250 | % | | | 09/23/2015 | | | | 09/23/2015 | | | | 155,000,000 | | | | 154,909,583 | |
DnB Bank ASA(a)(d) | | | 0.240 | % | | | 09/10/2015 | | | | 09/10/2015 | | | | 200,000,000 | | | | 199,905,333 | |
DnB Bank ASA(a)(d) | | | 0.240 | % | | | 09/21/2015 | | | | 09/21/2015 | | | | 100,000,000 | | | | 99,945,333 | |
DnB Bank ASA(a)(d) | | | 0.240 | % | | | 09/25/2015 | | | | 09/25/2015 | | | | 325,000,000 | | | | 324,813,667 | |
DnB Bank ASA(a)(d) | | | 0.250 | % | | | 10/02/2015 | | | | 10/02/2015 | | | | 350,000,000 | | | | 349,773,958 | |
Erste Abwicklungsanstalt(a)(d) | | | 0.210 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 100,000,000 | | | | 100,000,000 | |
Erste Abwicklungsanstalt(a)(d) | | | 0.200 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 100,000,000 | | | | 99,999,445 | |
Erste Abwicklungsanstalt(a)(d) | | | 0.200 | % | | | 08/19/2015 | | | | 08/19/2015 | | | | 100,000,000 | | | | 99,972,778 | |
Erste Abwicklungsanstalt(a)(d) | | | 0.230 | % | | | 09/25/2015 | | | | 09/25/2015 | | | | 75,000,000 | | | | 74,958,792 | |
General Electric Capital Corp.(a) | | | 0.060 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 120,000,000 | | | | 120,000,000 | |
General Electric Capital Corp.(c) | | | 0.286 | % | | | 07/15/2015 | | | | 10/09/2015 | | | | 100,000,000 | | | | 100,000,000 | |
HSBC Bank PLC(c)(d) | | | 0.275 | % | | | 07/10/2015 | | | | 09/10/2015 | | | | 100,000,000 | | | | 100,000,000 | |
HSBC Bank PLC(c)(d) | | | 0.274 | % | | | 07/02/2015 | | | | 10/02/2015 | | | | 175,000,000 | | | | 175,000,000 | |
HSBC Bank PLC(c)(d) | | | 0.321 | % | | | 09/21/2015 | | | | 12/21/2015 | | | | 175,000,000 | | | | 175,000,000 | |
National Australia Bank Ltd.(c)(d) | | | 0.263 | % | | | 07/08/2015 | | | | 07/08/2015 | | | | 260,000,000 | | | | 260,000,000 | |
National Australia Bank Ltd.(a)(d) | | | 0.200 | % | | | 09/03/2015 | | | | 09/03/2015 | | | | 184,000,000 | | | | 183,934,578 | |
Nederlandse Waterschapsbank NV(a)(d) | | | 0.220 | % | | | 07/27/2015 | | | | 07/27/2015 | | | | 92,000,000 | | | | 91,985,382 | |
Nederlandse Waterschapsbank NV(a)(d) | | | 0.200 | % | | | 09/08/2015 | | | | 09/08/2015 | | | | 90,000,000 | | | | 89,965,500 | |
Nordea Bank AB(a)(d) | | | 0.210 | % | | | 09/10/2015 | | | | 09/10/2015 | | | | 250,000,000 | | | | 249,896,458 | |
Nordea Bank AB(a)(d) | | | 0.245 | % | | | 09/23/2015 | | | | 09/23/2015 | | | | 350,000,000 | | | | 349,799,917 | |
See accompanying notes to financial statements.
2
State Street Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
FINANCIAL COMPANY COMMERCIAL PAPER – (continued) | | | | | | | | | | |
Nordea Bank AB(a)(d) | | | 0.300 | % | | | 10/27/2015 | | | | 10/27/2015 | | | $ | 250,000,000 | | | $ | 249,754,167 | |
NRW.Bank(a)(d) | | | 0.085 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 237,000,000 | | | | 237,000,000 | |
NRW.Bank(a)(d) | | | 0.085 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 140,000,000 | | | | 139,999,670 | |
NRW.Bank(a)(d) | | | 0.195 | % | | | 08/14/2015 | | | | 08/14/2015 | | | | 175,000,000 | | | | 174,958,292 | |
NRW.Bank(a)(d) | | | 0.205 | % | | | 08/26/2015 | | | | 08/26/2015 | | | | 200,000,000 | | | | 199,936,222 | |
Skandinaviska Enskilda Banken AB(a)(d) | | | 0.220 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 385,000,000 | | | | 385,000,000 | |
Skandinaviska Enskilda Banken AB(a)(d) | | | 0.250 | % | | | 07/08/2015 | | | | 07/08/2015 | | | | 185,000,000 | | | | 184,991,007 | |
Skandinaviska Enskilda Banken AB(a)(d) | | | 0.270 | % | | | 10/09/2015 | | | | 10/09/2015 | | | | 150,000,000 | | | | 149,887,500 | |
Skandinaviska Enskilda Banken AB(a)(d) | | | 0.300 | % | | | 10/16/2015 | | | | 10/16/2015 | | | | 200,000,000 | | | | 199,821,667 | |
Svenska Handelsbanken AB(a)(d) | | | 0.200 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 400,000,000 | | | | 399,933,333 | |
Swedbank AB(a) | | | 0.250 | % | | | 07/08/2015 | | | | 07/08/2015 | | | | 150,000,000 | | | | 149,992,708 | |
Swedbank AB(a) | | | 0.250 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 100,000,000 | | | | 99,994,444 | |
Swedbank AB(a) | | | 0.240 | % | | | 08/05/2015 | | | | 08/05/2015 | | | | 200,000,000 | | | | 199,953,333 | |
Swedbank AB(a) | | | 0.240 | % | | | 08/06/2015 | | | | 08/06/2015 | | | | 50,000,000 | | | | 49,988,000 | |
Swedbank AB(a) | | | 0.250 | % | | | 09/10/2015 | | | | 09/10/2015 | | | | 130,300,000 | | | | 130,235,755 | |
Swedbank AB(a) | | | 0.265 | % | | | 09/28/2015 | | | | 09/28/2015 | | | | 200,000,000 | | | | 199,868,972 | |
Swedbank AB(a) | | | 0.250 | % | | | 10/05/2015 | | | | 10/05/2015 | | | | 100,000,000 | | | | 99,933,333 | |
Toyota Motor Credit Corp.(c) | | | 0.254 | % | | | 07/06/2015 | | | | 07/07/2015 | | | | 150,000,000 | | | | 150,000,000 | |
Toyota Motor Credit Corp.(c) | | | 0.254 | % | | | 07/08/2015 | | | | 07/09/2015 | | | | 126,000,000 | | | | 126,000,000 | |
Westpac Banking Corp.(c)(d) | | | 0.297 | % | | | 07/27/2015 | | | | 02/25/2016 | | | | 71,500,000 | | | | 71,500,000 | |
Westpac Banking Corp.(c)(d) | | | 0.297 | % | | | 07/27/2015 | | | | 02/26/2016 | | | | 71,500,000 | | | | 71,500,000 | |
Westpac Banking Corp.(c)(d) | | | 0.298 | % | | | 07/13/2015 | | | | 03/11/2016 | | | | 122,000,000 | | | | 122,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL FINANCIAL COMPANY COMMERCIAL PAPER | | | | | | | | | | | | 8,804,727,185 | |
| | | | | | | | | | | | | | | | | | | | |
CERTIFICATES OF DEPOSIT – 42.7% | | | | | | | | | | | | | | | |
Australia & New Zealand Banking Group Ltd.(a) | | | 0.250 | % | | | 10/05/2015 | | | | 10/05/2015 | | | | 150,000,000 | | | | 150,000,000 | |
Bank of Montreal(a) | | | 0.085 | % | | | 07/06/2015 | | | | 07/06/2015 | | | | 300,000,000 | | | | 300,000,000 | |
Bank of Montreal(a) | | | 0.210 | % | | | 08/05/2015 | | | | 08/05/2015 | | | | 300,000,000 | | | | 300,000,000 | |
Bank of Montreal(a) | | | 0.190 | % | | | 08/17/2015 | | | | 08/17/2015 | | | | 129,000,000 | | | | 129,000,000 | |
Bank of Montreal(a) | | | 0.190 | % | | | 08/17/2015 | | | | 08/17/2015 | | | | 71,000,000 | | | | 71,000,000 | |
Bank of Montreal(a) | | | 0.230 | % | | | 09/18/2015 | | | | 09/18/2015 | | | | 100,000,000 | | | | 100,000,000 | |
Bank of Montreal(c) | | | 0.325 | % | | | 07/20/2015 | | | | 12/15/2015 | | | | 325,000,000 | | | | 325,000,000 | |
Bank of Montreal(c) | | | 0.306 | % | | | 07/15/2015 | | | | 01/15/2016 | | | | 100,000,000 | | | | 100,000,000 | |
Bank of Nova Scotia(c) | | | 0.254 | % | | | 07/06/2015 | | | | 07/06/2015 | | | | 200,000,000 | | | | 200,000,000 | |
Bank of Nova Scotia(c) | | | 0.285 | % | | | 07/06/2015 | | | | 11/05/2015 | | | | 294,000,000 | | | | 294,000,000 | |
Bank of Nova Scotia(c) | | | 0.334 | % | | | 07/07/2015 | | | | 11/06/2015 | | | | 335,000,000 | | | | 335,000,000 | |
Bank of Nova Scotia(c) | | | 0.312 | % | | | 08/24/2015 | | | | 11/24/2015 | | | | 300,000,000 | | | | 300,000,000 | |
Bank of Nova Scotia(c) | | | 0.285 | % | | | 07/10/2015 | | | | 02/05/2016 | | | | 350,000,000 | | | | 350,000,000 | |
Bank of Tokyo – Mitsubishi(a) | | | 0.260 | % | | | 08/27/2015 | | | | 08/27/2015 | | | | 385,000,000 | | | | 385,000,000 | |
BNP Paribas(a) | | | 0.260 | % | | | 09/14/2015 | | | | 09/14/2015 | | | | 400,000,000 | | | | 400,000,000 | |
BNP Paribas(a) | | | 0.270 | % | | | 09/21/2015 | | | | 09/21/2015 | | | | 200,000,000 | | | | 200,000,000 | |
See accompanying notes to financial statements.
3
State Street Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
CERTIFICATES OF DEPOSIT – (continued) | | | | | | | | | | | | | |
Canadian Imperial Bank of Commerce(a) | | | 0.100 | % | | | 07/01/2015 | | | | 07/01/2015 | | | $ | 340,000,000 | | | $ | 340,000,000 | |
Canadian Imperial Bank of Commerce(c) | | | 0.365 | % | | | 07/06/2015 | | | | 12/02/2015 | | | | 195,000,000 | | | | 195,000,000 | |
Canadian Imperial Bank of Commerce(c) | | | 0.305 | % | | | 07/16/2015 | | | | 02/16/2016 | | | | 238,000,000 | | | | 238,000,000 | |
Chase Bank USA NA(c) | | | 0.287 | % | | | 07/27/2015 | | | | 10/26/2015 | | | | 100,000,000 | | | | 100,000,000 | |
Chase Bank USA NA(c) | | | 0.347 | % | | | 07/21/2015 | | | | 04/21/2016 | | | | 202,000,000 | | | | 202,000,000 | |
Citibank NA(a) | | | 0.160 | % | | | 08/03/2015 | | | | 08/03/2015 | | | | 170,000,000 | | | | 170,000,000 | |
Citibank NA(a) | | | 0.180 | % | | | 09/08/2015 | | | | 09/08/2015 | | | | 230,000,000 | | | | 230,000,000 | |
Credit Agricole Corporate & Investment Bank(a) | | | 0.270 | % | | | 09/09/2015 | | | | 09/09/2015 | | | | 300,000,000 | | | | 300,000,000 | |
Credit Agricole Corporate & Investment Bank(a) | | | 0.300 | % | | | 10/01/2015 | | | | 10/01/2015 | | | | 400,000,000 | | | | 400,000,000 | |
ING Bank NV(a) | | | 0.300 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 400,000,000 | | | | 400,000,000 | |
ING Bank NV(a) | | | 0.300 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 400,000,000 | | | | 400,000,000 | |
ING Bank NV(a) | | | 0.330 | % | | | 10/02/2015 | | | | 10/02/2015 | | | | 400,000,000 | | | | 400,000,000 | |
Nordea Bank AB(a) | | | 0.245 | % | | | 09/30/2015 | | | | 09/30/2015 | | | | 355,000,000 | | | | 355,000,000 | |
Norinchukin Bank(a) | | | 0.210 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 35,000,000 | | | | 34,999,922 | |
Norinchukin Bank(a) | | | 0.220 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 300,000,000 | | | | 300,000,000 | |
Norinchukin Bank(a) | | | 0.250 | % | | | 09/04/2015 | | | | 09/04/2015 | | | | 175,000,000 | | | | 175,000,000 | |
Rabobank Nederland NV(a) | | | 0.210 | % | | | 08/17/2015 | | | | 08/17/2015 | | | | 104,000,000 | | | | 104,000,000 | |
Rabobank Nederland NV(c) | | | 0.253 | % | | | 07/13/2015 | | | | 09/11/2015 | | | | 343,000,000 | | | | 343,000,000 | |
Rabobank Nederland NV(a) | | | 0.240 | % | | | 09/18/2015 | | | | 09/18/2015 | | | | 340,000,000 | | | | 340,000,000 | |
Rabobank Nederland NV(a) | | | 0.240 | % | | | 10/01/2015 | | | | 10/01/2015 | | | | 200,000,000 | | | | 200,000,000 | |
Rabobank Nederland NV(a) | | | 0.260 | % | | | 10/08/2015 | | | | 10/08/2015 | | | | 200,000,000 | | | | 200,000,000 | |
Royal Bank of Canada(c) | | | 0.276 | % | | | 07/29/2015 | | | | 08/28/2015 | | | | 120,000,000 | | | | 120,000,000 | |
Royal Bank of Canada(c) | | | 0.285 | % | | | 07/10/2015 | | | | 09/10/2015 | | | | 180,000,000 | | | | 180,000,000 | |
Royal Bank of Canada(c) | | | 0.337 | % | | | 07/20/2015 | | | | 05/20/2016 | | | | 125,000,000 | | | | 125,000,000 | |
Skandinaviska Enskilda Banken AB(a) | | | 0.300 | % | | | 10/23/2015 | | | | 10/23/2015 | | | | 200,000,000 | | | | 200,000,000 | |
Societe Generale(a) | | | 0.220 | % | | | 08/10/2015 | | | | 08/10/2015 | | | | 250,000,000 | | | | 250,000,000 | |
Sumitomo Mitsui Banking Corp.(a) | | | 0.130 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 475,000,000 | | | | 475,000,000 | |
Sumitomo Mitsui Banking Corp.(a) | | | 0.250 | % | | | 07/20/2015 | | | | 07/20/2015 | | | | 200,000,000 | | | | 200,000,000 | |
Sumitomo Mitsui Banking Corp.(a) | | | 0.260 | % | | | 09/04/2015 | | | | 09/04/2015 | | | | 200,000,000 | | | | 200,000,000 | |
Sumitomo Mitsui Banking Corp.(a) | | | 0.260 | % | | | 09/08/2015 | | | | 09/08/2015 | | | | 150,000,000 | | | | 150,000,000 | |
Sumitomo Mitsui Banking Corp.(a) | | | 0.280 | % | | | 09/21/2015 | | | | 09/21/2015 | | | | 325,000,000 | | | | 324,996,302 | |
Svenska Handelsbanken AB(a) | | | 0.230 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 125,000,000 | | | | 125,000,139 | |
Svenska Handelsbanken AB(a) | | | 0.215 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 300,000,000 | | | | 300,001,249 | |
Svenska Handelsbanken AB(a) | | | 0.205 | % | | | 08/25/2015 | | | | 08/25/2015 | | | | 200,000,000 | | | | 200,001,527 | |
Svenska Handelsbanken AB(a) | | | 0.210 | % | | | 09/02/2015 | | | | 09/02/2015 | | | | 200,000,000 | | | | 200,001,749 | |
Toronto Dominion Bank(a) | | | 0.200 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 230,000,000 | | | | 230,000,000 | |
Toronto Dominion Bank(c) | | | 0.257 | % | | | 07/20/2015 | | | | 07/20/2015 | | | | 250,000,000 | | | | 250,000,000 | |
Toronto Dominion Bank(c) | | | 0.257 | % | | | 07/21/2015 | | | | 07/21/2015 | | | | 183,000,000 | | | | 183,000,000 | |
Toronto Dominion Bank(c) | | | 0.294 | % | | | 08/24/2015 | | | | 08/24/2015 | | | | 289,000,000 | | | | 289,000,000 | |
See accompanying notes to financial statements.
4
State Street Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
CERTIFICATES OF DEPOSIT – (continued) | | | | | | | | | | | | | |
Toronto Dominion Bank(c) | | | 0.335 | % | | | 07/16/2015 | | | | 03/16/2016 | | | $ | 188,000,000 | | | $ | 188,000,000 | |
Toronto-Dominion Bank(c) | | | 0.337 | % | | | 07/27/2015 | | | | 05/26/2016 | | | | 175,000,000 | | | | 175,000,000 | |
UBS AG(a) | | | 0.250 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 300,000,000 | | | | 300,000,000 | |
UBS AG(a) | | | 0.300 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 835,000,000 | | | | 835,000,000 | |
UBS AG(a) | | | 0.280 | % | | | 08/31/2015 | | | | 08/31/2015 | | | | 250,000,000 | | | | 250,000,000 | |
Wells Fargo Bank NA(c) | | | 0.294 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 300,000,000 | | | | 300,000,000 | |
Wells Fargo Bank NA(c) | | | 0.296 | % | | | 07/14/2015 | | | | 07/14/2015 | | | | 458,000,000 | | | | 458,000,000 | |
Wells Fargo Bank NA(c) | | | 0.293 | % | | | 07/09/2015 | | | | 01/11/2016 | | | | 215,000,000 | | | | 215,000,000 | |
Wells Fargo Bank NA(c) | | | 0.328 | % | | | 09/14/2015 | | | | 03/03/2016 | | | | 275,000,000 | | | | 275,000,000 | |
Westpac Banking Corp.(c) | | | 0.307 | % | | | 07/27/2015 | | | | 04/25/2016 | | | | 139,000,000 | | | | 139,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL CERTIFICATES OF DEPOSIT | | | | | | | | | | | | | | | | | | | 16,503,000,888 | |
| | | | | | | | | | | | | | | | | | | | |
OTHER NOTES – 9.3% | | | | | | | | | | | | | | | |
Bank of America NA(a) | | | 0.260 | % | | | 07/06/2015 | | | | 07/06/2015 | | | | 234,000,000 | | | | 234,000,000 | |
Bank of America NA(a) | | | 0.280 | % | | | 10/05/2015 | | | | 10/05/2015 | | | | 119,000,000 | | | | 119,000,000 | |
Bank of America NA(a) | | | 0.280 | % | | | 10/06/2015 | | | | 10/06/2015 | | | | 195,000,000 | | | | 195,000,000 | |
Bank of America NA(a) | | | 0.280 | % | | | 10/08/2015 | | | | 10/08/2015 | | | | 98,000,000 | | | | 98,000,000 | |
Bank of America NA(a) | | | 0.280 | % | | | 10/09/2015 | | | | 10/09/2015 | | | | 95,000,000 | | | | 95,000,000 | |
Bank of America NA(a) | | | 0.280 | % | | | 10/14/2015 | | | | 10/14/2015 | | | | 97,000,000 | | | | 97,000,000 | |
Credit Agricole Corporate and Investment Bank(a) | | | 0.060 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 350,000,000 | | | | 350,000,000 | |
JPMorgan Chase Bank NA(c) | | | 0.439 | % | | | 09/08/2015 | | | | 07/06/2016 | | | | 260,000,000 | | | | 260,000,000 | |
JPMorgan Chase Bank NA(c) | | | 0.436 | % | | | 07/22/2015 | | | | 07/22/2016 | | | | 175,000,000 | | | | 175,000,000 | |
Lloyds Bank PLC(a) | | | 0.060 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 946,689,000 | | | | 946,689,000 | |
Royal Bank of Canada(c) | | | 0.506 | % | | | 09/16/2015 | | | | 12/16/2015 | | | | 152,000,000 | | | | 152,139,212 | |
Royal Bank of Canada(b)(c) | | | 0.361 | % | | | 07/07/2015 | | | | 07/06/2016 | | | | 155,000,000 | | | | 155,000,000 | |
Svenska Handelsbanken(a) | | | 0.040 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 150,000,000 | | | | 150,000,000 | |
Svenska Handelsbanken AB(b)(c) | | | 0.356 | % | | | 07/27/2015 | | | | 12/24/2015 | | | | 180,000,000 | | | | 180,000,000 | |
Wells Fargo Bank NA(c) | | | 0.372 | % | | | 09/10/2015 | | | | 07/08/2016 | | | | 155,000,000 | | | | 155,000,000 | |
Wells Fargo Bank NA(c) | | | 0.387 | % | | | 07/20/2015 | | | | 07/19/2016 | | | | 227,000,000 | | | | 227,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL OTHER NOTES | | | | | | | | | | | | | | | | | | | 3,588,828,212 | |
| | | | | | | | | | | | | | | | | | | | |
GOVERNMENT AGENCY DEBT – 3.2% | |
Federal Home Loan Bank(a) | | | 0.025 | % | | | 07/08/2015 | | | | 07/08/2015 | | | | 37,450,000 | | | | 37,449,818 | |
Federal Home Loan Bank(a) | | | 0.038 | % | | | 07/17/2015 | | | | 07/17/2015 | | | | 100,000,000 | | | | 99,998,311 | |
Federal Home Loan Bank(a) | | | 0.030 | % | | | 07/22/2015 | | | | 07/22/2015 | | | | 517,000,000 | | | | 516,990,953 | |
Federal Home Loan Bank(a) | | | 0.051 | % | | | 08/03/2015 | | | | 08/03/2015 | | | | 252,000,000 | | | | 251,988,450 | |
Federal Home Loan Bank(a) | | | 0.051 | % | | | 08/05/2015 | | | | 08/05/2015 | | | | 50,500,000 | | | | 50,497,545 | |
Federal Home Loan Bank(a) | | | 0.051 | % | | | 08/07/2015 | | | | 08/07/2015 | | | | 51,000,000 | | | | 50,997,379 | |
Federal Home Loan Bank(a) | | | 0.051 | % | | | 08/12/2015 | | | | 08/12/2015 | | | | 240,000,000 | | | | 239,986,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL GOVERNMENT AGENCY DEBT | | | | | | | | | | | | 1,247,908,456 | |
| | | | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
5
State Street Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY DEBT – 0.9% | | | | | | | | | | | | | | | |
U.S. Treasury Bill(a) | | | 0.003 | % | | | 07/23/2015 | | | | 07/23/2015 | | | $ | 328,000,000 | | | $ | 328,000,000 | |
U.S. Treasury Bill(a) | | | 0.003 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 19,300,000 | | | | 19,299,971 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY DEBT | | | | | | | | | | | | | | | | | | | 347,299,971 | |
| | | | | | | | | | | | | | | | | | | | |
GOVERNMENT AGENCY REPURCHASE AGREEMENTS – 3.1% | | | | | | | |
Agreement with Citigroup Global Markets, Inc. and The Bank of New York Mellon (Tri-Party), dated 06/26/2015 (collateralized by Government National Mortgage Associations, 2.000% – 6.000% due 04/20/2030 – 05/20/2045, and U.S. Treasury Notes, 0.250% – 4.875% due 09/15/2015 – 04/30/2017, valued at $204,000,000); expected proceeds $200,006,111 | | | 0.110 | % | | | 07/06/2015 | | | | 07/06/2015 | | | | 200,000,000 | | | | 200,000,000 | |
Agreement with Citigroup Global Markets, Inc. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by Federal National Mortgage Associations, 2.000% – 9.500% due 09/01/2017 – 01/01/2049, valued at $415,140,000); expected proceeds $407,001,357 | | | 0.120 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 407,000,000 | | | | 407,000,000 | |
Agreement with Credit Agricole Corporate and Investment Bank and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by Federal National Mortgage Associations, 2.500% – 6.000% due 10/01/2020 – 12/01/2044, U.S. Treasury Bills, 0.000% due 07/23/2015 – 04/28/2016, U.S. Treasury Bonds 2.500% – 4.375% due 05/15/2040 – 02/15/2045, and U.S. Treasury Notes, 0.250% – 4.625% due 11/30/2015 – 04/30/2021, valued at $61,200,004); expected proceeds $60,000,167 | | | 0.100 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 60,000,000 | | | | 60,000,000 | |
Agreement with Goldman Sachs & Co. and The Bank of New York Mellon (Tri-Party), dated 06/26/2015 (collateralized by Federal National Mortgage Associations, 3.000% – 4.500% due 06/01/2029 – 06/01/2045, valued at $127,500,001); expected proceeds $125,103,125 | | | 0.330 | % | | | 07/01/2015 | | | | 09/24/2015 | | | | 125,000,000 | | | | 125,000,000 | |
Agreement with Goldman Sachs & Co. and The Bank of New York Mellon (Tri-Party), dated 06/29/2015 (collateralized by Government National Mortgage Associations, 3.000% – 5.000% due 07/15/2039 – 06/20/2045, valued at $127,500,000); expected proceeds $125,002,431 | | | 0.100 | % | | | 07/06/2015 | | | | 07/06/2015 | | | | 125,000,000 | | | | 125,000,000 | |
See accompanying notes to financial statements.
6
State Street Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
GOVERNMENT AGENCY REPURCHASE AGREEMENTS – (continued) | | | | |
Agreement with Morgan Stanley and Co., Inc. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by Federal National Mortgage Associations, 1.000% – 6.500% due 09/20/2017 – 03/01/2045, Government National Mortgage Associations, 2.500% – 9.500% due 06/20/2016 – 06/20/2045, and a U.S. Treasury Note, 0.375% due 05/31/2016, valued at $282,640,980); expected proceeds $277,099,693 | | | 0.090 | % | | | 07/01/2015 | | | | 07/01/2015 | | | $ | 277,099,000 | | | $ | 277,099,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL GOVERNMENT AGENCY REPURCHASE AGREEMENTS | | | | | | | | | | | | 1,194,099,000 | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY REPURCHASE AGREEMENTS – 11.3% | |
Agreement with Federal Reserve Bank of New York and The Bank of New York Mellon (Tri-Party), dated 06/25/2015 (collateralized by U.S. Treasury Notes, 2.000% – 3.500% due 05/15/2020 – 02/15/2022, valued at $2,500,029,261); expected proceeds $2,500,034,028 | | | 0.070 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 2,500,000,000 | | | | 2,500,000,000 | |
Agreement with Federal Reserve Bank of New York and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by U.S. Treasury Bonds, 3.750% – 4.375% due 05/15/2040 – 08/15/2041, and a U.S. Treasury Note, 2.125% due 08/15/2021, valued at $1,860,002,639); expected proceeds $1,860,002,583 | | | 0.050 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 1,860,000,000 | | | | 1,860,000,000 | |
Agreement with Merrill Lynch Government Securities, Inc. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by a U.S. Treasury Strip, 0.000% due 02/15/2024, valued at $22,019,760); expected proceeds $21,588,066 | | | 0.110 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 21,588,000 | | | | 21,588,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY REPURCHASE AGREEMENTS | | | | | | | | | | | | 4,381,588,000 | |
| | | | | | | | | | | | | | | | | | | | |
OTHER REPURCHASE AGREEMENTS – 3.1% | | | | | | | | | | |
Agreement with Citigroup Global Markets, Inc. and The Bank of New York Mellon (Tri-Party), dated 06/26/2015 (collateralized by various Corporate Bonds, 0.431% – 10.500% due 11/15/2015 – 05/30/2044, and a U.S. Treasury Note, 0.875% due 12/31/2016 valued at $122,080,905); expected proceeds $110,145,750 | | | 0.530 | % | | | 07/01/2015 | | | | 09/24/2015 | | | | 110,000,000 | | | | 110,000,000 | |
See accompanying notes to financial statements.
7
State Street Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
OTHER REPURCHASE AGREEMENTS – (continued) | | | | | | | | | | |
Agreement with Credit Suisse Securities (USA) LLC and JP Morgan Chase & Co. (Tri-Party), dated 06/30/2015 (collateralized by various Corporate Bonds, 0.000% – 14.750% due 07/15/2015 – 09/01/2066, and a Government National Mortgage Association, 4.500% due 11/20/2044 valued at $490,014,398); expected proceeds $450,191,250 | | | 0.450 | % | | | 07/01/2015 | | | | 08/03/2015 | | | $ | 450,000,000 | | | $ | 450,000,000 | |
Agreement with Goldman Sachs & Co. and The Bank of New York Mellon (Tri-Party), dated 06/05/2015 (collateralized by various Common Stocks valued at $334,800,042); expected proceeds $310,399,642 | | | 0.390 | % | | | 07/01/2015 | | | | 10/02/2015 | | | | 310,000,000 | | | | 310,000,000 | |
Agreement with JP Morgan Securities, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 06/05/2015 (collateralized by various Corporate Bonds, 0.304% – 10.375% due 07/17/2015 – 05/15/2045 valued at $336,969,451); expected proceeds $320,405,129 | | | 0.383 | % | | | 07/06/2015 | | | | 10/02/2015 | | | | 320,000,000 | | | | 320,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL OTHER REPURCHASE AGREEMENTS | | | | | | | | | | | | 1,190,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS(e)(f) – 98.3% | | | | | | | | | | | | 38,011,333,157 | |
Assets in Excess of Other Liabilities – 1.7% | | | | | | | | | | | | | | | | | | | 657,502,739 | |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS – 100.0% | | | | | | | | | | | | | | | | | | $ | 38,668,835,896 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Rate represents annualized yield at date of purchase |
(b) | Security subject to restrictions on resale under federal securities laws, which may only be resold upon registration under the Securities Act of 1933, as amended (“1933 Act”) or in transactions exempt from registration, including sales to qualified institutional buyers pursuant to Rule 144A of the 1933 Act. The Portfolio does not have the right to demand that this security be registered. The Portfolio’s investment manager has deemed this security to be liquid based upon procedures approved by the Board of Trustees. These securities represent $1,663,746,793 or 4.3% of net assets as of June 30, 2015. |
(c) | Variable Rate Security – Interest rate shown is rate in effect as of June 30, 2015. |
(d) | Rule 144A, Section 4(2) or other security, which is restricted to resale to institutional investors. The Portfolio’s investment manager has deemed this security to be liquid based upon procedures approved by the Board of Trustees. These securities represent $6,803,895,292 or 17.6% of net assets as of June 30, 2015. |
(e) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs established by provisions surrounding fair value measurements and disclosures (Note 2). |
(f) | Also represents the cost for federal tax purposes |
See accompanying notes to financial statements.
8
State Street Tax Free Money Market Portfolio
Portfolio Statistics (Unaudited)
| | | | |
Portfolio Composition* | | | June 30, 2015 | |
Housing | | | 18.1 | % |
Cash/Money Market Fund | | | 15.3 | |
Health | | | 13.7 | |
General Obligations | | | 13.4 | |
Education | | | 7.9 | |
Transportation | | | 7.4 | |
Power | | | 5.5 | |
Pollution | | | 5.3 | |
Utilities | | | 4.8 | |
Development | | | 2.6 | |
Water | | | 1.9 | |
Industrial Revenue/Pollution Control Revenue | | | 1.9 | |
Airport | | | 1.5 | |
Stadium | | | 0.7 | |
Liabilities in Excess of Other Assets | | | (0.0 | )** |
Total | | | 100.0 | % |
| | | | |
Maturity Ladder* | | | June 30, 2015 | |
Overnight (1 Day) | | | 3.6 | % |
2-30 Days | | | 81.1 | |
31-60 Days | | | 0.0 | |
61-90 Days | | | 0.0 | |
Over 90 Days | | | 15.3 | |
Total | | | 100.0 | % |
Average days to maturity | | | 6 | |
Weighted average life | | | 6 | |
* | As a percentage of net assets as of the date indicated. The Portfolio’s composition will vary over time. |
** | Amount represents less than 0.05% of net assets. |
See accompanying notes to financial statements.
9
State Street Tax Free Money Market Portfolio
Schedule of Investments
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
VARIABLE RATE DEMAND NOTES – 84.7% | |
California – 5.6% | |
California Infrastructure & Economic Development Bank, Revenue Bonds, Pacific Gas & Electric Co., LOC: Sumitomo Mitsui Banking(a) | | | 0.030 | % | | | 07/01/2015 | | | | 07/01/2015 | | | $ | 2,000,000 | | | $ | 2,000,000 | |
East Bay Municipal Utility District, System Revenue Bonds, Series A-2, RMKT 01/12/11, SPA: Barclays Bank PLC(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 2,630,000 | | | | 2,630,000 | |
Lancaster Redevelopment Agency, Multi Family Housing Revenue Bonds, 20th Street Apartments Project, Series C, LIQ: FNMA(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 1,000,000 | | | | 1,000,000 | |
San Francisco City & County Airports Commission, Revenue Bonds, Second Series 36-A, RMKT 06/02/09, LOC: U.S. Bank N.A.(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,000,000 | | | | 3,000,000 | |
State of California, GO Unlimited, Series A, LOC: Royal Bank of Canada(a) | | | 0.040 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 2,500,000 | | | | 2,500,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 11,130,000 | |
| | | | | | | | | | | | | | | | | | | | |
Colorado – 4.6% | | | | | | | | | | | | | | | |
Colorado Housing & Finance Authority, Revenue Bonds, Multi Family, Class I A-1, SPA: FHLB(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 5,445,000 | | | | 5,445,000 | |
Southern Ute Indian Tribe of Southern Ute Indian Reservation, Revenue Bonds(a) | | | 0.090 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,700,000 | | | | 3,700,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 9,145,000 | |
| | | | | | | | | | | | | | | | | | | | |
Connecticut – 6.7% | | | | | | | | | | | | | | | |
Connecticut Housing Finance Authority, Revenue Bonds, Mortgage Finance Program, Subseries B-6, SPA: Bank of Tokyo-Mitsubishi UFJ(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,000,000 | | | | 3,000,000 | |
Connecticut Housing Finance Authority, Revenue Bonds, Subseries E-3, INS: Government Authority, SPA: Bank of Tokyo-Mitsubishi UFJ(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 4,750,000 | | �� | | 4,750,000 | |
Connecticut State Health & Educational Facility Authority, Revenue Bonds, Yale University, Series U-2(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 5,480,000 | | | | 5,480,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 13,230,000 | |
| | | | | | | | | | | | | | | | | | | | |
Delaware – 3.5% | | | | | | | | | | | | | | | |
Delaware River & Bay Authority, Revenue Bonds, LOC: TD Bank N.A.(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 6,900,000 | | | | 6,900,000 | |
| | | | | | | | | | | | | | | | | | | | |
Florida – 1.2% | | | | | | | | | | | | | | | |
JEA Electric System, Revenue Bonds, Series 3-A, SPA: Royal Bank of Canada(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 2,415,000 | | | | 2,415,000 | |
| | | | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
10
State Street Tax Free Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
VARIABLE RATE DEMAND NOTES – (continued) | | | | | | | | | | |
Indiana – 5.5% | | | | | | | | | | | | | | | |
City of Indianapolis, Revenue Bonds, Lakeside Pointe and Fox Club, LIQ: FNMA(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | $ | 1,900,000 | | | $ | 1,900,000 | |
Indiana Finance Authority, Hospital Revenue Bonds, Indiana University Health, Series C, LOC: Northern Trust Company(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 8,945,000 | | | | 8,945,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 10,845,000 | |
| | | | | | | | | | | | | | | | | | | | |
Maryland – 2.5% | |
Maryland State Health & Higher Educational Facilities Authority, Revenue Bonds, University of Maryland Medical System, Class A, LOC: Wachovia Bank N.A.(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,545,000 | | | | 3,545,000 | |
Maryland State Stadium Authority Lease, Revenue Bonds, Football Stadium, SPA: Sumitomo Mitsui Banking(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 1,420,000 | | | | 1,420,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 4,965,000 | |
| | | | | | | | | | | | | | | | | | | | |
Massachusetts – 4.0% | |
Massachusetts Bay Transportation Authority, Revenue Bonds, Senior Series A-1, SPA: JP Morgan Chase Bank(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 7,900,000 | | | | 7,900,000 | |
| | | | | | | | | | | | | | | | | | | | |
Michigan – 1.5% | |
Michigan State University, Revenue Bonds, Series A, SPA: JP Morgan Chase Bank(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,000,000 | | | | 3,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
New Hampshire – 1.7% | |
New Hampshire Health & Education Facilities Authority, Revenue Bonds, Dartmouth College, SPA: JP Morgan Chase Bank(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,375,000 | | | | 3,375,000 | |
| | | | | | | | | | | | | | | | | | | | |
New York – 5.5% | |
New York City Transitional Finance Authority, Revenue Bonds, New York City Recovery, Series 3, Subseries 3-F, SPA: Royal Bank of Canada(a) | | | 0.030 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 2,500,000 | | | | 2,500,000 | |
New York City Transitional Finance Authority, Revenue Bonds, New York City Recovery, Series 3, Subseries 3-H, SPA: Royal Bank of Canada(a) | | | 0.020 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 2,685,000 | | | | 2,685,000 | |
New York State Dormitory Authority, Revenue Bonds, Cornell University, Series A, SPA: JP Morgan Chase Bank(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 1,900,000 | | | | 1,900,000 | |
New York State Dormitory Authority, Revenue Bonds, Rockefeller University, Series B, SPA: U.S. Bank N.A.(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 1,300,000 | | | | 1,300,000 | |
See accompanying notes to financial statements.
11
State Street Tax Free Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
VARIABLE RATE DEMAND NOTES – (continued) | | | | | | | | | | |
New York – (continued) | |
New York State Dormitory Authority, Revenue Bonds, Royal, Series A, RMKT 03/17/08, LIQ: FNMA(a) | | | 0.040 | % | | | 07/07/2015 | | | | 07/07/2015 | | | $ | 2,500,000 | | | $ | 2,500,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 10,885,000 | |
| | | | | | | | | | | | | | | | | | | | |
North Carolina – 13.7% | |
Charlotte COPs, Convention Facility Project, Series B, SPA: Wachovia Bank N.A.(a) | | | 0.090 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 2,250,000 | | | | 2,250,000 | |
County of Guilford, GO Unlimited, Series B, SPA: Wells Fargo Bank N.A.(a) | | | 0.080 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 7,820,000 | | | | 7,820,000 | |
County of Wake, GO Unlimited, Series B, SPA: Wells Fargo Bank N.A.(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,100,000 | | | | 3,100,000 | |
County of Wake, GO Unlimited, Series C, SPA: Wells Fargo Bank N.A.(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,000,000 | | | | 3,000,000 | |
County of Wake, GO Unlimited, Series C, SPA: Wells Fargo Bank N.A.(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 4,100,000 | | | | 4,100,000 | |
North Carolina Medical Care Commission & Health Care facilities, Revenue Bonds, Novant Health Group, Series A, SPA: JP Morgan Chase Bank N.A.(a) | | | 0.230 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 7,000,000 | | | | 7,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 27,270,000 | |
| | | | | | | | | | | | | | | | | | | | |
Ohio – 3.8% | |
Ohio Air Quality Development Authority, Revenue Bonds, Ohio Valley Electric Corp., Series B, LOC: Bank of Nova Scotia(a) | | | 0.080 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 7,500,000 | | | | 7,500,000 | |
| | | | | | | | | | | | | | | | | | | | |
Oregon – 4.3% | |
State of Oregon, GO Unlimited, Veterans Welfare Bonds, Series 84, SPA: Bank of Tokyo-Mitsubishi UFJ(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 7,600,000 | | | | 7,600,000 | |
State of Oregon, GO Unlimited, Veterans Welfare Bonds, Series 90-B, SPA: Bank of Tokyo-Mitsubishi UFJ(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 920,000 | | | | 920,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 8,520,000 | |
| | | | | | | | | | | | | | | | | | | | |
Pennsylvania – 1.9% | |
City of Philadelphia Water & Wastewater, Revenue Bonds, Series B, RMKT 09/10/08, LOC: TD Bank N.A.(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,765,000 | | | | 3,765,000 | |
| | | | | | | | | | | | | | | | | | | | |
Rhode Island – 3.3% | |
Rhode Island Health & Educational Building Corp., Revenue Bonds, Bryant University, LOC: TD Bank N.A.(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 6,460,000 | | | | 6,460,000 | |
| | | | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
12
State Street Tax Free Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
VARIABLE RATE DEMAND NOTES – (continued) | | | | | | | | | | |
South Carolina – 2.5% | |
City of North Charleston, Tax Increment Revenue Bonds, Charleston Naval Complex, SPA: Bank of America N.A.(a) | | | 0.110 | % | | | 07/07/2015 | | | | 07/07/2015 | | | $ | 5,055,000 | | | $ | 5,055,000 | |
| | | | | | | | | | | | | | | | | | | | |
Tennessee – 4.5% | |
County of Shelby, GO Unlimited, Series B, SPA: Bank of New York Mellon(a) | | | 0.060 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 9,000,000 | | | | 9,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
Utah – 1.6% | |
County of Utah UT, Revenue Bonds, Series B, IHC Health Services, Inc.,(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,100,000 | | | | 3,100,000 | |
| | | | | | | | | | | | | | | | | | | | |
Washington – 0.8% | |
Washington State Housing Finance Commission, Revenue Bonds, INS: FHLMC, LOC: Bank of America N.A.(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 1,600,000 | | | | 1,600,000 | |
| | | | | | | | | | | | | | | | | | | | |
West Virginia – 1.5% | |
West Virginia Economic Development Authority, Solid Waste Disposal Facilities, Appalachian Power Corp., Series B, LOC: Sumitomo Mitsui Banking(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 3,000,000 | | | | 3,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
Wisconsin – 1.0% | |
University of Wisconsin Hospitals & Clinics Authority Revenue Bonds, Series B, INS: Government Authority(a) | | | 0.050 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 2,045,000 | | | | 2,045,000 | |
| | | | | | | | | | | | | | | | | | | | |
Wyoming – 3.5% | |
Sweetwater County Wyoming Revenue Bonds, Pacificorp Projects, Series A, RMKT 03/25/13, LOC: Bank of Nova Scotia(a) | | | 0.070 | % | | | 07/07/2015 | | | | 07/07/2015 | | | | 7,035,000 | | | | 7,035,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL VARIABLE RATE DEMAND NOTES | | | | | | | | | | | | | | | | | | | 168,140,000 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | |
| | | | | | | | | | | Shares | | | | |
INVESTMENT COMPANY – 15.3% | |
Dreyfus Tax Exempt Cash Management Fund Investor Shares 0.01%(b)(c) | | | | | | | | | | | | | | | 30,424,069 | | | | 30,424,069 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS(d)(e) – 100.0% | | | | | | | | | | | | | | | | | | | 198,564,069 | |
Liabilities in Excess of Other Assets – (0.0)%(f) | | | | | | | | | | | | | | | | | | | (73,819 | ) |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS – 100.0% | | | | | | | | | | | | | | | | | | $ | 198,490,250 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Variable Rate Security – Interest rate shown is rate in effect as of June 30, 2015. |
(b) | Value determined based on Level 1 inputs established by provisions surrounding fair value measurements and disclosures |
(c) | The rate shown is the annualized seven-day yield at period end. |
(d) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs established by provisions surrounding fair value measurements and disclosures (Note 2). |
See accompanying notes to financial statements.
13
State Street Tax Free Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
(e) | Also represents the cost for federal tax purposes |
(f) | Amount represents less than 0.05% of net assets |
| | |
Acronym | | Name |
COP | | Certificates of Participation |
FHLB | | Federal Home Loan Bank |
FHLMC | | Federal Home Loan Mortgage Corp. |
FNMA | | Federal National Mortgage Association |
GO | | General Obligation |
INS | | Insured |
LIQ | | Liquidity Agreement |
LOC | | Letter of Credit |
PLC | | Public Limited Company |
RMKT | | Remarketable |
SPA | | Standby Purchase Agreement |
UFJ | | United Financial of Japan |
See accompanying notes to financial statements.
14
State Street U.S. Government Money Market Portfolio
Portfolio Statistics (Unaudited)
| | | | |
Portfolio Composition* | | | June 30, 2015 | |
Government Agency Debt | | | 60.2 | % |
Treasury Repurchase Agreements | | | 32.1 | |
Treasury Debt | | | 3.2 | |
Assets in Excess of Other Liabilities | | | 4.5 | |
Total | | | 100.0 | % |
| | | | |
Maturity Ladder* | | | June 30, 2015 | |
Overnight (1 Day) | | | 10.1 | % |
2-30 Days | | | 31.8 | |
31-60 Days | | | 16.1 | |
61-90 Days | | | 25.7 | |
Over 90 Days | | | 11.8 | |
Total | | | 95.5 | % |
Average days to maturity | | | 33 | |
Weighted average life | | | 55 | |
* | As a percentage of net assets as of the date indicated. The Portfolio’s composition will vary over time. |
See accompanying notes to financial statements.
15
State Street U.S. Government Money Market Portfolio
Schedule of Investments
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
GOVERNMENT AGENCY DEBT – 60.2% | | | | | | | | | | |
Federal Farm Credit Bank(a) | | | 0.030 | % | | | 07/21/2015 | | | | 07/21/2015 | | | $ | 11,000,000 | | | $ | 10,999,817 | |
Federal Farm Credit Bank(a) | | | 0.030 | % | | | 07/24/2015 | | | | 07/24/2015 | | | | 33,000,000 | | | | 32,999,368 | |
Federal Farm Credit Bank(a) | | | 0.030 | % | | | 07/27/2015 | | | | 07/27/2015 | | | | 16,000,000 | | | | 15,999,653 | |
Federal Farm Credit Bank(a) | | | 0.020 | % | | | 07/29/2015 | | | | 07/29/2015 | | | | 15,000,000 | | | | 14,999,767 | |
Federal Farm Credit Bank(a) | | | 0.082 | % | | | 09/04/2015 | | | | 09/04/2015 | | | | 43,000,000 | | | | 42,993,789 | |
Federal Farm Credit Bank(b) | | | 0.153 | % | | | 07/09/2015 | | | | 12/09/2015 | | | | 55,000,000 | | | | 55,000,000 | |
Federal Farm Credit Bank(b) | | | 0.155 | % | | | 07/06/2015 | | | | 01/05/2016 | | | | 70,000,000 | | | | 70,000,000 | |
Federal Farm Credit Bank(b) | | | 0.158 | % | | | 07/13/2015 | | | | 01/11/2016 | | | | 73,000,000 | | | | 73,000,000 | |
Federal Farm Credit Bank(b) | | | 0.145 | % | | | 07/20/2015 | | | | 02/18/2016 | | | | 86,000,000 | | | | 85,995,172 | |
Federal Home Loan Bank(a) | | | 0.072 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 75,000,000 | | | | 75,000,000 | |
Federal Home Loan Bank(a) | | | 0.085 | % | | | 07/06/2015 | | | | 07/06/2015 | | | | 60,451,000 | | | | 60,450,286 | |
Federal Home Loan Bank(a) | | | 0.086 | % | | | 07/15/2015 | | | | 07/15/2015 | | | | 85,000,000 | | | | 84,997,190 | |
Federal Home Loan Bank(a) | | | 0.085 | % | | | 07/22/2015 | | | | 07/22/2015 | | | | 115,000,000 | | | | 114,994,365 | |
Federal Home Loan Bank(a) | | | 0.101 | % | | | 07/22/2015 | | | | 07/22/2015 | | | | 42,000,000 | | | | 41,997,550 | |
Federal Home Loan Bank(a) | | | 0.084 | % | | | 07/24/2015 | | | | 07/24/2015 | | | | 132,600,000 | | | | 132,592,969 | |
Federal Home Loan Bank(a) | | | 0.083 | % | | | 07/29/2015 | | | | 07/29/2015 | | | | 290,000,000 | | | | 289,981,504 | |
Federal Home Loan Bank(a) | | | 0.090 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 250,000,000 | | | | 249,981,667 | |
Federal Home Loan Bank(a) | | | 0.051 | % | | | 08/12/2015 | | | | 08/12/2015 | | | | 37,000,000 | | | | 36,997,842 | |
Federal Home Loan Bank(a) | | | 0.099 | % | | | 08/12/2015 | | | | 08/12/2015 | | | | 90,000,000 | | | | 89,989,815 | |
Federal Home Loan Bank(a) | | | 0.107 | % | | | 08/12/2015 | | | | 08/12/2015 | | | | 57,000,000 | | | | 56,993,018 | |
Federal Home Loan Bank(a) | | | 0.100 | % | | | 08/14/2015 | | | | 08/14/2015 | | | | 81,750,000 | | | | 81,740,208 | |
Federal Home Loan Bank(a) | | | 0.102 | % | | | 08/14/2015 | | | | 08/14/2015 | | | | 168,250,000 | | | | 168,229,436 | |
Federal Home Loan Bank(a) | | | 0.097 | % | | | 08/19/2015 | | | | 08/19/2015 | | | | 255,000,000 | | | | 254,967,027 | |
Federal Home Loan Bank(a) | | | 0.095 | % | | | 08/21/2015 | | | | 08/21/2015 | | | | 150,000,000 | | | | 149,980,237 | |
Federal Home Loan Bank(a) | | | 0.070 | % | | | 08/28/2015 | | | | 08/28/2015 | | | | 175,000,000 | | | | 174,980,546 | |
Federal Home Loan Bank(a) | | | 0.097 | % | | | 09/01/2015 | | | | 09/01/2015 | | | | 41,000,000 | | | | 40,993,292 | |
Federal Home Loan Bank(a) | | | 0.097 | % | | | 09/02/2015 | | | | 09/02/2015 | | | | 41,000,000 | | | | 40,993,184 | |
Federal Home Loan Bank(a) | | | 0.118 | % | | | 09/04/2015 | | | | 09/04/2015 | | | | 207,500,000 | | | | 207,489,794 | |
Federal Home Loan Bank(a) | | | 0.092 | % | | | 09/08/2015 | | | | 09/08/2015 | | | | 100,000,000 | | | | 99,982,750 | |
Federal Home Loan Bank(a) | | | 0.092 | % | | | 09/09/2015 | | | | 09/09/2015 | | | | 300,000,000 | | | | 299,947,500 | |
Federal Home Loan Bank(a) | | | 0.095 | % | | | 09/11/2015 | | | | 09/11/2015 | | | | 185,000,000 | | | | 184,965,590 | |
Federal Home Loan Bank(a) | | | 0.094 | % | | | 09/16/2015 | | | | 09/16/2015 | | | | 351,000,000 | | | | 350,930,931 | |
Federal Home Loan Bank(a) | | | 0.092 | % | | | 09/18/2015 | | | | 09/18/2015 | | | | 250,000,000 | | | | 249,950,625 | |
Federal Home Loan Bank(a) | | | 0.089 | % | | | 09/23/2015 | | | | 09/23/2015 | | | | 50,000,000 | | | | 49,989,850 | |
Federal Home Loan Bank(b) | | | 0.136 | % | | | 07/15/2015 | | | | 10/15/2015 | | | | 185,000,000 | | | | 185,000,000 | |
Federal Home Loan Bank(b) | | | 0.167 | % | | | 07/27/2015 | | | | 01/25/2016 | | | | 114,000,000 | | | | 114,000,000 | |
Federal Home Loan Bank(b) | | | 0.137 | % | | | 07/24/2015 | | | | 06/24/2016 | | | | 235,000,000 | | | | 235,000,000 | |
Federal Home Loan Mortgage Corp.(b) | | | 0.175 | % | | | 07/17/2015 | | | | 07/17/2015 | | | | 143,000,000 | | | | 143,001,390 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.081 | % | | | 07/20/2015 | | | | 07/20/2015 | | | | 32,000,000 | | | | 31,998,649 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.107 | % | | | 08/05/2015 | | | | 08/05/2015 | | | | 136,000,000 | | | | 135,986,117 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.072 | % | | | 08/14/2015 | | | | 08/14/2015 | | | | 11,800,000 | | | | 11,798,990 | |
See accompanying notes to financial statements.
16
State Street U.S. Government Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
GOVERNMENT AGENCY DEBT – (continued) | | | | | | | | | | |
Federal Home Loan Mortgage Corp.(a) | | | 0.077 | % | | | 08/14/2015 | | | | 08/14/2015 | | | $ | 25,750,000 | | | $ | 25,747,640 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.117 | % | | | 08/25/2015 | | | | 08/25/2015 | | | | 134,000,000 | | | | 133,976,457 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.082 | % | | | 09/08/2015 | | | | 09/08/2015 | | | | 260,000,000 | | | | 259,960,133 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.061 | % | | | 09/14/2015 | | | | 09/14/2015 | | | | 225,000,000 | | | | 224,971,875 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.058 | % | | | 09/16/2015 | | | | 09/16/2015 | | | | 470,728,000 | | | | 470,670,610 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.077 | % | | | 09/28/2015 | | | | 09/28/2015 | | | | 11,000,000 | | | | 10,997,960 | |
Federal Home Loan Mortgage Corp.(a) | | | 0.102 | % | | | 10/02/2015 | | | | 10/02/2015 | | | | 127,750,000 | | | | 127,716,998 | |
Federal National Mortgage Assoc.(a) | | | 0.081 | % | | | 07/15/2015 | | | | 07/15/2015 | | | | 41,000,000 | | | | 40,998,724 | |
Federal National Mortgage Assoc.(a) | | | 0.072 | % | | | 08/12/2015 | | | | 08/12/2015 | | | | 25,000,000 | | | | 24,997,958 | |
Federal National Mortgage Assoc.(a) | | | 0.075 | % | | | 08/17/2015 | | | | 08/17/2015 | | | | 48,000,000 | | | | 47,995,363 | |
Federal National Mortgage Assoc.(a) | | | 0.112 | % | | | 08/17/2015 | | | | 08/17/2015 | | | | 198,650,000 | | | | 198,621,472 | |
Federal National Mortgage Assoc.(a) | | | 0.117 | % | | | 08/20/2015 | | | | 08/20/2015 | | | | 125,000,000 | | | | 124,980,035 | |
Federal National Mortgage Assoc.(a) | | | 0.077 | % | | | 09/02/2015 | | | | 09/02/2015 | | | | 22,265,000 | | | | 22,262,078 | |
Federal National Mortgage Assoc.(a) | | | 0.133 | % | | | 09/02/2015 | | | | 09/02/2015 | | | | 135,000,000 | | | | 134,969,288 | |
Federal National Mortgage Assoc.(a) | | | 0.133 | % | | | 09/14/2015 | | | | 09/14/2015 | | | | 125,000,000 | | | | 124,966,146 | |
Federal National Mortgage Assoc.(a) | | | 0.059 | % | | | 09/16/2015 | | | | 09/16/2015 | | | | 11,000,000 | | | | 10,998,647 | |
Federal National Mortgage Assoc.(a) | | | 0.082 | % | | | 09/18/2015 | | | | 09/18/2015 | | | | 295,000,000 | | | | 294,948,211 | |
Federal National Mortgage Assoc.(b) | | | 0.178 | % | | | 07/21/2015 | | | | 10/21/2015 | | | | 17,700,000 | | | | 17,701,171 | |
Federal National Mortgage Assoc.(a) | | | 0.117 | % | | | 11/02/2015 | | | | 11/02/2015 | | | | 178,500,000 | | | | 178,429,294 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL GOVERNMENT AGENCY DEBT | | | | | | | | | | | | 7,323,799,948 | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY DEBT – 3.2% | | | | | | | | | | | | | | | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 105,000,000 | | | | 105,000,000 | |
U.S. Treasury Bill(a) | | | 0.003 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 6,000,000 | | | | 5,999,991 | |
U.S. Treasury Note(b) | | | 0.060 | % | | | 07/01/2015 | | | | 01/31/2016 | | | | 143,000,000 | | | | 142,979,585 | |
U.S. Treasury Note(b) | | | 0.084 | % | | | 07/01/2015 | | | | 04/30/2016 | | | | 36,350,000 | | | | 36,350,460 | |
U.S. Treasury Note(b) | | | 0.068 | % | | | 07/01/2015 | | | | 10/31/2016 | | | | 34,000,000 | | | | 33,973,769 | |
U.S. Treasury Note(b) | | | 0.094 | % | | | 07/01/2015 | | | | 04/30/2017 | | | | 59,000,000 | | | | 58,998,820 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY DEBT | | | | | | | | | | | | 383,302,625 | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY REPURCHASE AGREEMENTS – 32.1% | |
Agreement with Federal Reserve Bank of New York and The Bank of New York Mellon (Tri-Party), dated 06/25/2015 (collateralized by U.S. Treasury Bonds, 3.750% – 4.375% due 05/15/2040 – 08/15/2041, and U.S. Treasury Notes, 1.000% – 3.500% due 10/31/2018 – 02/15/2022, valued at $2,750,032,109); expected proceeds $2,750,037,431 | | | 0.070 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 2,750,000,000 | | | | 2,750,000,000 | |
See accompanying notes to financial statements.
17
State Street U.S. Government Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY REPURCHASE AGREEMENTS – (continued) | |
Agreement with Federal Reserve Bank of New York and The Bank of New York Mellon (Tri-Party), dated 06/29/2015 (collateralized by a U.S. Treasury Note, 2.000% due 02/15/2022, valued at $400,001,650); expected proceeds $400,001,556 | | | 0.070 | % | | | 07/01/2015 | | | | 07/01/2015 | | | $ | 400,000,000 | | | $ | 400,000,000 | |
Agreement with Federal Reserve Bank of New York and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by U.S. Treasury Bonds, 3.750% – 4.750% due 02/15/2041 – 08/15/2041, valued at $760,001,114); expected proceeds $760,001,056 | | | 0.050 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 760,000,000 | | | | 760,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY REPURCHASE AGREEMENTS | | | | | | | | | | | | 3,910,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS(c)(d) – 95.5% | | | | | | | | | | | | | | | | | | | 11,617,102,573 | |
Assets in Excess of Other Liabilities – 4.5% | | | | | | | | | | | | | | | | | | | 550,069,864 | |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS – 100.0% | | | | | | | | | | | | | | | | | | $ | 12,167,172,437 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Rate represents annualized yield at date of purchase |
(b) | Variable Rate Security – Interest rate shown is rate in effect as of June 30, 2015. |
(c) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs established by provisions surrounding fair value measurements and disclosures (Note 2). |
(d) | Also represents the cost for federal tax purposes |
See accompanying notes to financial statements.
18
State Street Treasury Money Market Portfolio
Portfolio Statistics (Unaudited)
| | | | |
Portfolio Composition* | | | June 30, 2015 | |
Treasury Debt | | | 109.4 | % |
Liabilities in Excess of Other Assets | | | (9.4 | ) |
Total | | | 100.0 | % |
| | | | |
Maturity Ladder* | | | June 30, 2015 | |
Overnight (1 Day) | | | 0.0 | % |
2-30 Days | | | 78.9 | |
31-60 Days | | | 15.9 | |
61-90 Days | | | 11.6 | |
Over 90 Days | | | 3.0 | |
Total | | | 109.4 | % |
Average days to maturity | | | 27 | |
Weighted average life | | | 36 | |
* | As a percentage of net assets as of the date indicated. The Portfolio’s composition will vary over time. |
See accompanying notes to financial statements.
19
State Street Treasury Money Market Portfolio
Schedule of Investments
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY DEBT – 109.4% | | | | | | | | | | | | | | | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/02/2015 | | | | 07/02/2015 | | | $ | 100,000,000 | | | $ | 100,000,000 | |
U.S. Treasury Bill(a) | | | 0.003 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 122,188,000 | | | | 122,187,991 | |
U.S. Treasury Bill(a) | | | 0.005 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 200,000,000 | | | | 199,999,972 | |
U.S. Treasury Bill(a) | | | 0.010 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 264,460,000 | | | | 264,459,927 | |
U.S. Treasury Bill(a) | | | 0.013 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 250,000,000 | | | | 249,999,913 | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 125,000,000 | | | | 125,000,000 | |
U.S. Treasury Bill(a) | | | 0.008 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 405,000,000 | | | | 404,999,325 | |
U.S. Treasury Bill(a) | | | 0.010 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 869,000,000 | | | | 868,998,069 | |
U.S. Treasury Bill(a) | | | 0.020 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 350,000,000 | | | | 349,998,444 | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/16/2015 | | | | 07/16/2015 | | | | 1,653,000,000 | | | | 1,653,000,000 | |
U.S. Treasury Bill(a) | | | 0.022 | % | | | 07/16/2015 | | | | 07/16/2015 | | | | 400,000,000 | | | | 399,996,250 | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 1,469,699,000 | | | | 1,469,699,000 | |
U.S. Treasury Bill(a) | | | 0.001 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 130,000,000 | | | | 129,999,921 | |
U.S. Treasury Bill(a) | | | 0.005 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 100,000,000 | | | | 99,999,694 | |
U.S. Treasury Bill(a) | | | 0.010 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 150,000,000 | | | | 149,999,083 | |
U.S. Treasury Bill(a) | | | 0.025 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 400,000,000 | | | | 399,993,889 | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 130,000,000 | | | | 130,000,000 | |
U.S. Treasury Bill(a) | | | 0.005 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 100,000,000 | | | | 99,999,597 | |
U.S. Treasury Bill(a) | | | 0.005 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 224,000,000 | | | | 223,999,129 | |
U.S. Treasury Bill(a) | | | 0.005 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 500,000,000 | | | | 499,998,056 | |
U.S. Treasury Bill(a) | | | 0.006 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 149,000,000 | | | | 148,999,305 | |
U.S. Treasury Bill(a) | | | 0.010 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 124,000,000 | | | | 123,999,036 | |
U.S. Treasury Bill(a) | | | 0.020 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 213,500,000 | | | | 213,496,560 | |
U.S. Treasury Bill(a) | | | 0.010 | % | | | 08/06/2015 | | | | 08/06/2015 | | | | 80,000,000 | | | | 79,999,200 | |
U.S. Treasury Bill(a) | | | 0.017 | % | | | 08/06/2015 | | | | 08/06/2015 | | | | 400,000,000 | | | | 399,993,000 | |
U.S. Treasury Bill(a) | | | 0.022 | % | | | 08/13/2015 | | | | 08/13/2015 | | | | 350,000,000 | | | | 349,990,594 | |
U.S. Treasury Bill(a) | | | 0.017 | % | | | 08/20/2015 | | | | 08/20/2015 | | | | 400,000,000 | | | | 399,990,278 | |
U.S. Treasury Bill(a) | | | 0.020 | % | | | 08/27/2015 | | | | 08/27/2015 | | | | 263,000,000 | | | | 262,991,672 | |
U.S. Treasury Bill(a) | | | 0.022 | % | | | 08/27/2015 | | | | 08/27/2015 | | | | 62,000,000 | | | | 61,997,791 | |
U.S. Treasury Bill(a) | | | 0.012 | % | | | 09/03/2015 | | | | 09/03/2015 | | | | 260,000,000 | | | | 259,994,222 | |
U.S. Treasury Bill(a) | | | 0.018 | % | | | 09/10/2015 | | | | 09/10/2015 | | | | 350,000,000 | | | | 349,987,920 | |
U.S. Treasury Bill(a) | | | 0.005 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 100,000,000 | | | | 99,998,917 | |
U.S. Treasury Bill(a) | | | 0.013 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 108,400,000 | | | | 108,397,064 | |
U.S. Treasury Bill(a) | | | 0.015 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 241,600,000 | | | | 241,592,148 | |
U.S. Treasury Bill(a) | | | 0.145 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 50,000,000 | | | | 49,984,292 | |
U.S. Treasury Note(b) | | | 0.060 | % | | | 07/01/2015 | | | | 01/31/2016 | | | | 193,000,000 | | | | 192,972,977 | |
U.S. Treasury Note(b) | | | 0.068 | % | | | 07/01/2015 | | | | 10/31/2016 | | | | 30,000,000 | | | | 29,976,855 | |
U.S. Treasury Note(b) | | | 0.084 | % | | | 07/01/2015 | | | | 04/30/2016 | | | | 27,000,000 | | | | 27,000,342 | |
U.S. Treasury Note(b) | | | 0.094 | % | | | 07/01/2015 | | | | 04/30/2017 | | | | 59,000,000 | | | | 58,998,820 | |
U.S. Treasury Note(a) | | | 0.005 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 134,000,000 | | | | 134,193,774 | |
See accompanying notes to financial statements.
20
State Street Treasury Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY DEBT – (continued) | | | | | | | | | | | | | | | |
U.S. Treasury Note(a) | | | 0.010 | % | | | 08/31/2015 | | | | 08/31/2015 | | | $ | 130,000,000 | | | $ | 130,078,602 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY DEBT | | | | | | | | | | | | | | | | | | | 11,666,961,629 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS(c)(d) – 109.4% | | | | | | | | | | | | | | | | | | | 11,666,961,629 | |
Liabilities in Excess of Assets – (9.4)% | | | | | | | | | | | | | | | | | | | (999,128,234 | ) |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS – 100.0% | | | | | | | | | | | | | | | | | | $ | 10,667,833,395 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Rate represents annualized yield at date of purchase |
(b) | Variable Rate Security – Interest rate shown is rate in effect as of June 30, 2015 |
(c) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs established by provisions surrounding fair value measurements and disclosures (Note 2). |
(d) | Also represents the cost for federal tax purposes |
See accompanying notes to financial statements.
21
State Street Treasury Plus Money Market Portfolio
Portfolio Statistics (Unaudited)
| | | | |
Portfolio Composition* | | | June 30, 2014 | |
Treasury Debt | | | 50.2 | % |
Treasury Repurchase Agreements | | | 48.4 | |
Other Assets in Excess of Liabilities | | | 1.4 | |
Total | | | 100.0 | % |
| | | | |
Maturity Ladder* | | | June 30, 2014 | |
Overnight (1 Day) | | | 48.4 | % |
2-30 Days | | | 34.6 | |
31-60 Days | | | 6.4 | |
61-90 Days | | | 5.6 | |
Over 90 Days | | | 3.6 | |
Total | | | 98.6 | % |
Average days to maturity | | | 12 | |
Weighted average life | | | 22 | |
* | As a percentage of net assets as of the date indicated. The Portfolio’s composition will vary over time. |
See accompanying notes to financial statements.
22
State Street Treasury Plus Money Market Portfolio
Schedule of Investments
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY DEBT – 50.2% | | | | | | | | | | | | | | | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/02/2015 | | | | 07/02/2015 | | | $ | 37,000,000 | | | $ | 37,000,000 | |
U.S. Treasury Bill(a) | | | 0.012 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 50,000,000 | | | | 49,999,983 | |
U.S. Treasury Bill(a) | | | 0.031 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 18,000,000 | | | | 17,999,984 | |
U.S. Treasury Bill(a) | | | 0.033 | % | | | 07/02/2015 | | | | 07/02/2015 | | | | 17,000,000 | | | | 16,999,985 | |
U.S. Treasury Bill(a) | | | 0.008 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 20,000,000 | | | | 19,999,967 | |
U.S. Treasury Bill(a) | | | 0.010 | % | | | 07/09/2015 | | | | 07/09/2015 | | | | 130,000,000 | | | | 129,999,711 | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/16/2015 | | | | 07/16/2015 | | | | 170,000,000 | | | | 170,000,000 | |
U.S. Treasury Bill(a) | | | 0.022 | % | | | 07/16/2015 | | | | 07/16/2015 | | | | 25,000,000 | | | | 24,999,766 | |
U.S. Treasury Bill(a) | | | 0.000 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 65,000,000 | | | | 65,000,000 | |
U.S. Treasury Bill(a) | | | 0.025 | % | | | 07/23/2015 | | | | 07/23/2015 | | | | 25,000,000 | | | | 24,999,618 | |
U.S. Treasury Bill(a) | | | 0.010 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 101,000,000 | | | | 100,999,545 | |
U.S. Treasury Bill(a) | | | 0.020 | % | | | 07/30/2015 | | | | 07/30/2015 | | | | 24,000,000 | | | | 23,999,613 | |
U.S. Treasury Bill(a) | | | 0.017 | % | | | 08/06/2015 | | | | 08/06/2015 | | | | 25,000,000 | | | | 24,999,562 | |
U.S. Treasury Bill(a) | | | 0.022 | % | | | 08/13/2015 | | | | 08/13/2015 | | | | 25,000,000 | | | | 24,999,328 | |
U.S. Treasury Bill(a) | | | 0.017 | % | | | 08/20/2015 | | | | 08/20/2015 | | | | 25,000,000 | | | | 24,999,392 | |
U.S. Treasury Bill(a) | | | 0.017 | % | | | 09/10/2015 | | | | 09/10/2015 | | | | 25,000,000 | | | | 24,999,137 | |
U.S. Treasury Bill(a) | | | 0.005 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 50,000,000 | | | | 49,999,458 | |
U.S. Treasury Bill(a) | | | 0.013 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 8,000,000 | | | | 7,999,783 | |
U.S. Treasury Bill(a) | | | 0.015 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 17,000,000 | | | | 16,999,448 | |
U.S. Treasury Bill(a) | | | 0.145 | % | | | 09/17/2015 | | | | 09/17/2015 | | | | 9,000,000 | | | | 8,997,173 | |
U.S. Treasury Note(a) | | | 0.005 | % | | | 07/31/2015 | | | | 07/31/2015 | | | | 50,000,000 | | | | 50,072,304 | |
U.S. Treasury Note(b) | | | 0.060 | % | | | 07/01/2015 | | | | 01/31/2016 | | | | 47,500,000 | | | | 47,493,356 | |
U.S. Treasury Note(b) | | | 0.084 | % | | | 07/01/2015 | | | | 04/30/2016 | | | | 8,000,000 | | | | 8,000,101 | |
U.S. Treasury Note(b) | | | 0.068 | % | | | 07/01/2015 | | | | 10/31/2016 | | | | 7,000,000 | | | | 6,994,600 | |
U.S. Treasury Note(b) | | | 0.094 | % | | | 07/01/2015 | | | | 04/30/2017 | | | | 7,430,000 | | | | 7,429,851 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY DEBT | | | | | | | | | | | | | | | | | | | 985,981,665 | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY REPURCHASE AGREEMENTS – 48.4% | |
Agreement with BNP Paribas Securities Corp. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by a U.S. Treasury Bond, 9.250% due 02/15/2016, U.S. Treasury Notes, 0.250% – 3.625% due 02/29/2016 – 05/31/2020, and U.S. Treasury Strips, 0.000% due 08/15/2015 – 08/15/2024, valued at $52,020,001); expected proceeds $51,000,128 | | | 0.090 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 51,000,000 | | | | 51,000,000 | |
Agreement with Citigroup Global Markets, Inc. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by a U.S. Treasury Note, 2.125% due 02/29/2016, valued at $51,000,006); expected proceeds $50,000,139 | | | 0.100 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 50,000,000 | | | | 50,000,000 | |
See accompanying notes to financial statements.
23
State Street Treasury Plus Money Market Portfolio
Schedule of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY REPURCHASE AGREEMENTS – (continued) | |
Agreement with Credit Agricole Corporate and Investment Bank and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by U.S. Treasury Bills, 0.000% due 07/23/2015 – 04/28/2016, U.S. Treasury Bonds, 2.750% – 6.875% due 08/15/2023 – 11/15/2042, U.S. Treasury Inflation Index Notes, 0.125% – 2.375% due 04/15/2016 – 07/15/2023, and U.S. Treasury Notes, 0.375% – 2.250% due 10/31/2016 – 05/15/2023, valued at $319,260,063); expected proceeds $313,000,869 | | | 0.100 | % | | | 07/01/2015 | | | | 07/01/2015 | | | $ | 313,000,000 | | | $ | 313,000,000 | |
Agreement with Goldman Sachs & Co. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by a U.S. Treasury Bill, 0.000% due 09/03/2015, and a U.S. Treasury Note, 1.000% due 09/30/2019, valued at $51,000,018); expected proceeds $50,000,028 | | | 0.020 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 50,000,000 | | | | 50,000,000 | |
Agreement with Merrill Lynch Government Securities, Inc. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by a U.S. Treasury Bill, 0.000% due 06/23/2016, and a U.S. Treasury Note, 1.500% due 12/31/2018, valued at $53,040,046); expected proceeds $52,000,159 | | | 0.110 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 52,000,000 | | | | 52,000,000 | |
Agreement with Societe Generale, Inc. and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by a U.S. Treasury Bond, 3.750% due 11/15/2043, and a U.S. Treasury Note, 1.750% due 04/30/2022, valued at $51,000,018); expected proceeds $50,000,194 | | | 0.140 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 50,000,000 | | | | 50,000,000 | |
Agreement with TD Securities (USA) LLC and The Bank of New York Mellon (Tri-Party), dated 06/30/2015 (collateralized by U.S. Treasury Bills, 0.000% due 07/02/2015 – 10/22/2015, U.S. Treasury Bonds, 2.750% – 9.875% due 11/15/2015 – 02/15/2044, and U.S. Treasury Notes, 0.250% – 3.625% due 09/30/2015 – 08/15/2024, valued at $392,700,914); expected proceeds $385,000,856 | | | 0.080 | % | | | 07/01/2015 | | | | 07/01/2015 | | | | 385,000,000 | | | | 385,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY REPURCHASE AGREEMENTS | | | | 951,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS(c)(d) – 98.6% | | | | | | | | | | | | | | | | | | | 1,936,981,665 | |
Other Assets in Excess of Liabilities – 1.4% | | | | | | | | | | | | | | | | | | | 28,076,076 | |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS – 100.0% | | | | | | | | | | | | | | | | | | $ | 1,965,057,741 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Rate represents annualized yield at date of purchase |
(b) | Variable Rate Security – Interest rate shown is rate in effect at June 30, 2015. |
(c) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs established by provisions surrounding fair value measurements and disclosures (Note 2). |
(d) | Also represents the cost for federal tax purposes |
See accompanying notes to financial statements.
24
State Street Master Funds
Statements of Assets and Liabilities
June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
| | Money Market Portfolio | | | Tax Free Money Market Portfolio | | | U.S. Government Money Market Portfolio | | | Treasury Money Market Portfolio | | | Treasury Plus Money Market Portfolio | |
Assets | | | | | | | | | | | | | | | | | | | | |
Investments at value and amortized cost (Note 2) | | $ | 31,245,646,157 | | | $ | 198,564,069 | | | $ | 7,707,102,573 | | | $ | 11,666,961,629 | | | $ | 985,981,665 | |
Repurchase Agreements, at value and cost (Note 2) | | | 6,765,687,000 | | | | – | | | | 3,910,000,000 | | | | – | | | | 951,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
Total investments | | | 38,011,333,157 | | | | 198,564,069 | | | | 11,617,102,573 | | | | 11,666,961,629 | | | | 1,936,981,665 | |
Cash | | | 659,509,481 | | | | – | | | | 552,353,900 | | | | – | | | | 129,124,498 | |
Interest receivable | | | 5,588,306 | | | | 13,475 | | | | 151,083 | | | | 1,177,168 | | | | 375,305 | |
Prepaid expenses and other assets | | | 558 | | | | 179 | | | | 17,881 | | | | 260 | | | | 149 | |
| | | | | | | | | | | | | | | | | | | | |
Total assets | | | 38,676,431,502 | | | | 198,577,723 | | | | 12,169,625,437 | | | | 11,668,139,057 | | | | 2,066,481,617 | |
Liabilities | | | | | | | | | | | | | | | | | | | | |
Investment securities purchased | | | – | | | | – | | | | – | | | | 996,995,525 | | | | 100,999,545 | |
Due to custodian | | | – | | | | – | | | | – | | | | 1,135,056 | | | | – | |
Management fee payable (Note 3) | | | 4,887,791 | | | | 28,208 | | | | 1,543,701 | | | | 1,382,592 | | | | 226,281 | |
Administration and custody fees payable (Note 3) | | | 2,650,506 | | | | 18,940 | | | | 861,525 | | | | 731,093 | | | | 142,650 | |
Professional fees payable | | | 23,283 | | | | 25,252 | | | | 22,698 | | | | 26,668 | | | | 25,470 | |
Trustee’s fees payable (Note 4) | | | 2,994 | | | | – | | | | – | | | | 8,718 | | | | 1,311 | |
Accrued expenses and other liabilities | | | 31,032 | | | | 15,073 | | | | 25,076 | | | | 26,010 | | | | 28,619 | |
| | | | | | | | | | | | | | | | | | | | |
Total liabilities | | | 7,595,606 | | | | 87,473 | | | | 2,453,000 | | | | 1,000,305,662 | | | | 101,423,876 | |
| | | | | | | | | | | | | | | | | | | | |
Net Assets | | $ | 38,668,835,896 | | | $ | 198,490,250 | | | $ | 12,167,172,437 | | | $ | 10,667,833,395 | | | $ | 1,965,057,741 | |
| | | | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
25
State Street Master Funds
Statements of Operations
Six Months Ended June 30, 2015 (Unaudited)
| | | | | | | | | | | | | | | | | | | | |
| | Money Market Portfolio | | | Tax Free Money Market Portfolio | | | U.S. Government Money Market Portfolio | | | Treasury Money Market Portfolio | | | Treasury Plus Money Market Portfolio | |
Investment Income | | | | | | | | | | | | | | | | | | | | |
Interest | | $ | 42,020,486 | | | $ | 42,614 | | | $ | 5,386,760 | | | $ | 1,287,657 | | | $ | 479,052 | |
| | | | | | | | | | | | | | | | | | | | |
Expenses | | | | | | | | | | | | | | | | | | | | |
Management fees (Note 3) | | | 9,910,129 | | | | 63,143 | | | | 3,224,946 | | | | 2,697,830 | | | | 518,788 | |
Administration and custody fees (Note 3) | | | 2,509,245 | | | | 16,771 | | | | 817,201 | | | | 683,630 | | | | 131,980 | |
Trustees’ fees (Note 4) | | | 306,753 | | | | 7,451 | | | | 81,210 | | | | 90,201 | | | | 20,046 | |
Professional fees | | | 73,246 | | | | 28,007 | | | | 40,058 | | | | 41,356 | | | | 30,970 | |
Printing fees | | | 8,008 | | | | 2,573 | | | | 2,573 | | | | 2,573 | | | | 2,573 | |
Other expenses | | | 97,965 | | | | 27,355 | | | | 55,864 | | | | 58,886 | | | | 44,882 | |
| | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 12,905,346 | | | | 145,300 | | | | 4,221,852 | | | | 3,574,476 | | | | 749,239 | |
| | | | | | | | | | | | | | | | | | | | |
Net Investment Income (Loss) | | | 29,115,140 | | | | (102,686 | ) | | | 1,164,908 | | | | (2,286,819 | ) | | | (270,187 | ) |
| | | | | | | | | | | | | | | | | | | | |
Realized Gain (Loss) | | | | | | | | | | | | | | | | | | | | |
Net realized gain on investments | | | 7,624 | | | | – | | | | 375 | | | | 22,570 | | | | 670 | |
| | | | | | | | | | | | | | | | | | | | |
Net Increase (Decrease) in Net Assets Resulting from Operations | | $ | 29,122,764 | | | $ | (102,686 | ) | | $ | 1,165,283 | | | $ | (2,264,249 | ) | | $ | (269,517 | ) |
| | | | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
26
State Street Master Funds
Statements of Changes in Net Assets
| | | | | | | | | | | | | | | | |
| | Money Market Portfolio | | | Tax Free Money Market Portfolio | |
| | Six Months Ended June 30, 2015 (Unaudited) | | | Year Ended December 31, 2014 | | | Six Months Ended June 30, 2015 (Unaudited) | | | Year Ended December 31, 2014 | |
Increase (Decrease) in Net Assets From Operations: | | | | | | | | | | | | | | | | |
Net investment income (loss) | | $ | 29,115,140 | | | $ | 50,540,397 | | | $ | (102,686 | ) | | $ | (198,720 | ) |
Net realized gain on investments | | | 7,624 | | | | 200,540 | | | | – | | | | – | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations | | | 29,122,764 | | | | 50,740,937 | | | | (102,686 | ) | | | (198,720 | ) |
| | | | | | | | | | | | | | | | |
Capital Transactions: | | | | | | | | | | | | | | | | |
Contributions | | | 37,291,995,141 | | | | 76,110,543,297 | | | | 434,988,316 | | | | 966,996,003 | |
Withdrawals | | | (39,356,749,629 | ) | | | (69,510,120,416 | ) | | | (489,590,691 | ) | | | (1,021,632,232 | ) |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | (2,064,754,488 | ) | | | 6,600,422,881 | | | | (54,602,375 | ) | | | (54,636,229 | ) |
| | | | | | | | | | | | | | | | |
Net Increase (Decrease) in Net Assets | | | (2,035,631,724 | ) | | | 6,651,163,818 | | | | (54,705,061 | ) | | | (54,834,949 | ) |
Net Assets | | | | | | | | | | | | | | | | |
Beginning of period | | | 40,704,467,620 | | | | 34,053,303,802 | | | | 253,195,311 | | | | 308,030,260 | |
| | | | | | | | | | | | | | | | |
End of period | | $ | 38,668,835,896 | | | $ | 40,704,467,620 | | | $ | 198,490,250 | | | $ | 253,195,311 | |
| | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
27
State Street Master Funds
Statements of Changes in Net Assets
| | | | | | | | | | | | | | | | |
| | U.S. Government Money Market Portfolio | | | Treasury Money Market Portfolio | |
| | Six Months Ended June 30, 2015 (Unaudited) | | | Year Ended December 31, 2014 | | | Six Months Ended June 30, 2015 (Unaudited) | | | Year Ended December 31, 2014 | |
Increase (Decrease) in Net Assets From Operations: | | | | | | | | | | | | | | | | |
Net investment income (loss) | | $ | 1,164,908 | | | $ | 892,563 | | | $ | (2,286,819 | ) | | $ | (2,505,474 | ) |
Net realized gain on investments | | | 375 | | | | 13,831 | | | | 22,570 | | | | 130,828 | |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from operations | | | 1,165,283 | | | | 906,394 | | | | (2,264,249 | ) | | | (2,374,646 | ) |
| | | | | | | | | | | | | | | | |
Capital Transactions: | | | | | | | | | | | | | | | | |
Contributions | | | 14,587,193,720 | | | | 29,375,563,089 | | | | 15,424,493,138 | | | | 27,518,525,235 | |
Withdrawals | | | (15,629,054,171 | ) | | | (24,881,521,721 | ) | | | (15,001,855,785 | ) | | | (31,826,712,166 | ) |
| | | | | | | | | | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | (1,041,860,451 | ) | | | 4,494,041,368 | | | | 422,637,353 | | | | (4,308,186,931 | ) |
| | | | | | | | | | | | | | | | |
Net Increase (Decrease) in Net Assets | | | (1,040,695,168 | ) | | | 4,494,947,762 | | | | 420,373,104 | | | | (4,310,561,577 | ) |
Net Assets | | | | | | | | | | | | | | | | |
Beginning of period | | | 13,207,867,605 | | | | 8,712,919,843 | | | | 10,247,460,291 | | | | 14,558,021,868 | |
| | | | | | | | | | | | | | | | |
End of period | | $ | 12,167,172,437 | | | $ | 13,207,867,605 | | | $ | 10,667,833,395 | | | $ | 10,247,460,291 | |
| | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
28
State Street Master Funds
Statements of Changes in Net Assets
| | | | | | | | |
| | Treasury Plus Money Market Portfolio | |
| | Six Months Ended June 30, 2015 (Unaudited) | | | Year Ended December 31, 2014 | |
Increase (Decrease) in Net Assets From Operations: | | | | | | | | |
Net investment income (loss) | | $ | (270,187 | ) | | $ | (507,397 | ) |
Net realized gain on investments | | | 670 | | | | – | |
| | | | | | | | |
Net increase (decrease) in net assets from operations | | | (269,517 | ) | | | (507,397 | ) |
| | | | | | | | |
Capital Transactions: | | | | | | | | |
Contributions | | | 6,634,265,102 | | | | 12,046,302,272 | |
Withdrawals | | | (7,434,467,815 | ) | | | (12,033,281,777 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | (800,202,713 | ) | | | 13,020,495 | |
| | | | | | | | |
Net Increase (Decrease) in Net Assets | | | (800,472,230 | ) | | | 12,513,098 | |
Net Assets | | | | | | | | |
Beginning of period | | | 2,765,529,971 | | | | 2,753,016,873 | |
| | | | | | | | |
End of period | | $ | 1,965,057,741 | | | $ | 2,765,529,971 | |
| | | | | | | | |
See accompanying notes to financial statements.
29
State Street Master Funds
Financial Highlights
| | | | | | | | | | | | | | | | | | | | |
| | Total Return(a) | | | Ratios to Average Net Assets | | | Net Assets End of Period (000s omitted) | |
Period Ended December 31, | | | Gross Operating Expenses | | | Net Operating Expenses | | | Net Investment Income | | |
Money Market Portfolio | | | | | | | | | | | | | | | | | | | | |
2015* | | | 0.07 | % | | | 0.07 | %** | | | 0.07 | %** | | | 0.15 | %** | | $ | 38,668,836 | |
2014 | | | 0.13 | % | | | 0.07 | % | | | 0.07 | % | | | 0.13 | % | | $ | 40,704,468 | |
2013 | | | 0.15 | % | | | 0.06 | % | | | 0.06 | % | | | 0.15 | % | | $ | 34,053,304 | |
2012 | | | 0.26 | % | | | 0.06 | % | | | 0.06 | % | | | 0.25 | % | | $ | 27,508,762 | |
2011 | | | 0.20 | % | | | 0.07 | % | | | 0.07 | % | | | 0.20 | %(b) | | $ | 22,780,186 | |
2010 | | | 0.20 | % | | | 0.12 | % | | | 0.12 | % | | | 0.20 | % | | $ | 26,503,826 | |
Tax Free Money Market Portfolio | | | | | | | | | | | | | | | | | | | | |
2015* | | | (0.04 | )% | | | 0.12 | %** | | | 0.12 | %** | | | (0.08 | )%** | | $ | 198,490 | |
2014 | | | (0.07 | )% | | | 0.11 | % | | | 0.11 | % | | | (0.07 | )% | | $ | 253,195 | |
2013 | | | (0.03 | )% | | | 0.11 | % | | | 0.11 | % | | | (0.04 | )% | | $ | 308,030 | |
2012 | | | 0.01 | % | | | 0.11 | % | | | 0.11 | % | | | 0.01 | % | | $ | 508,521 | |
2011 | | | 0.04 | % | | | 0.11 | % | | | 0.11 | % | | | 0.04 | %(b) | | $ | 331,194 | |
2010 | | | 0.13 | % | | | 0.13 | % | | | 0.13 | % | | | 0.11 | % | | $ | 405,328 | |
U.S. Government Money Market Portfolio | | | | | | | | | | | | | | | | | | | | |
2015* | | | 0.01 | % | | | 0.07 | %** | | | 0.07 | %** | | | 0.02 | %** | | $ | 12,167,172 | |
2014 | | | 0.01 | % | | | 0.07 | % | | | 0.07 | % | | | 0.01 | % | | $ | 13,207,868 | |
2013 | | | 0.03 | % | | | 0.07 | % | | | 0.07 | % | | | 0.03 | % | | $ | 8,712,920 | |
2012 | | | 0.08 | % | | | 0.07 | % | | | 0.07 | % | | | 0.08 | % | | $ | 8,621,186 | |
2011 | | | 0.04 | % | | | 0.07 | % | | | 0.07 | % | | | 0.04 | %(b) | | $ | 5,779,444 | |
2010 | | | 0.07 | % | | | 0.12 | % | | | 0.12 | % | | | 0.08 | % | | $ | 4,910,900 | |
Treasury Money Market Portfolio | | | | | | | | | | | | | | | | | | | | |
2015* | | | (0.02 | )% | | | 0.07 | %** | | | 0.07 | %** | | | (0.04 | )%** | | $ | 10,667,833 | |
2014 | | | (0.02 | )% | | | 0.07 | % | | | 0.07 | % | | | (0.02 | )% | | $ | 10,247,460 | |
2013 | | | 0.00 | %(c) | | | 0.07 | % | | | 0.07 | % | | | 0.00 | %(c) | | $ | 14,558,022 | |
2012 | | | 0.02 | % | | | 0.07 | % | | | 0.07 | % | | | 0.02 | % | | $ | 12,712,060 | |
2011 | | | (0.09 | )% | | | 0.07 | % | | | 0.07 | % | | | (0.03 | )%(b) | | $ | 12,094,364 | |
2010 | | | 0.01 | % | | | 0.12 | % | | | 0.12 | % | | | 0.01 | % | | $ | 3,656,739 | |
Treasury Plus Money Market Portfolio | | | | | | | | | | | | | | | | | | | | |
2015* | | | 0.02 | % | | | 0.07 | %** | | | 0.07 | %** | | | (0.03 | )%** | | $ | 1,965,058 | |
2014 | | | (0.02 | )% | | | 0.07 | % | | | 0.07 | % | | | (0.02 | )% | | $ | 2,765,530 | |
2013 | | | 0.00 | %(c) | | | 0.07 | % | | | 0.07 | % | | | 0.00 | %(c) | | $ | 2,753,017 | |
2012 | | | 0.06 | % | | | 0.08 | % | | | 0.08 | % | | | 0.06 | % | | $ | 2,298,541 | |
2011 | | | 0.00 | %(c) | | | 0.08 | % | | | 0.08 | % | | | (0.01 | )%(b) | | $ | 1,361,158 | |
2010 | | | 0.03 | % | | | 0.12 | % | | | 0.12 | % | | | 0.03 | % | | $ | 933,748 | |
(a) | Results represent past performance and are not indicative of future results. Total return for periods of less than one year are not annualized. |
(b) | Results reflect the effect of expense waivers. Without these waivers, net investment income would have been lower. |
(c) | Amount is less than 0.005%. |
* | For the six months ended June 30, 2015 (Unaudited). |
See accompanying notes to financial statements.
30
State Street Master Funds
Notes to Financial Statements
June 30, 2015 (Unaudited)
The State Street Master Funds (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, and was organized as a business trust under the laws of the Commonwealth of Massachusetts on July 27, 1999. The Trust comprises ten investment portfolios: State Street Equity 500 Index Portfolio, State Street Equity 400 Index Portfolio, State Street Equity 2000 Index Portfolio, State Street Aggregate Bond Index Portfolio, State Street Money Market Portfolio, State Street Tax Free Money Market Portfolio, State Street Limited Duration Bond Portfolio, State Street U.S. Government Money Market Portfolio, State Street Treasury Money Market Portfolio and State Street Treasury Plus Money Market Portfolio. At June 30, 2015, the following Portfolios were operational: State Street Equity 500 Index Portfolio, State Street Money Market Portfolio, State Street Tax Free Money Market Portfolio, State Street U.S. Government Money Market Portfolio, State Street Treasury Money Market Portfolio and State Street Treasury Plus Money Market Portfolio. Information presented in these financial statements pertains only to State Street Money Market Portfolio, State Street Tax Free Money Market Portfolio, State Street U.S. Government Money Market Portfolio, State Street Treasury Money Market Portfolio and State Street Treasury Plus Money Market Portfolio (the “Portfolios”). The Portfolios commenced operations as follows:
| | |
Portfolio Name | | Commencement Date |
State Street Money Market Portfolio | | August 12, 2004 |
State Street Tax Free Money Market Portfolio | | February 7, 2007 |
State Street U.S. Government Money Market Portfolio | | October 17, 2007 |
State Street Treasury Money Market Portfolio | | October 25, 2007 |
State Street Treasury Plus Money Market Portfolio | | October 24, 2007 |
The Portfolios are authorized to issue an unlimited number of non-transferable beneficial interests.
The Portfolios’ investment objectives are as follows:
| | |
Portfolio Name | | Investment Objective |
State Street Money Market Portfolio | | To seek to maximize current income, to the extent consistent with the preservation of capital and liquidity and the maintenance of a stable $1.00 per share net asset value by investing in U.S. dollar denominated money market securities. |
State Street Tax Free Money Market Portfolio | | To seek to maximize current income, exempt from federal income taxes, to the extent consistent with the preservation of capital and liquidity and the maintenance of a stable $1.00 per share net asset value. |
State Street U.S. Government Money Market Portfolio | | To seek to maximize current income, to the extent consistent with the preservation of capital and liquidity and the maintenance of a stable $1.00 per share net asset value. |
State Street Treasury Money Market Portfolio | | To seek a high level of current income consistent with preserving principal and liquidity and the maintenance of a stable $1.00 per share net asset value. |
31
State Street Master Funds
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
| | |
Portfolio Name | | Investment Objective |
State Street Treasury Plus Money Market Portfolio | | To seek a high level of current income consistent with preserving principal and liquidity and the maintenance of a stable $1.00 per share net asset value. |
Under the Trust’s organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown as this could involve future claims that may be made against the Trust that have not yet occurred.
Recent Regulatory Action
On July 23, 2014, the U.S. Securities and Exchange Commission (“SEC”) adopted amendments to the governing rules for money market funds. The amendments require that, following a two-year implementation timeframe, institutional prime and institutional tax exempt money market funds adopt a floating net asset value. The rule changes also allow for certain liquidity-based redemption fees and gate, and include enhanced requirements for disclosure and stress testing. The degree to which a money market fund will be impacted by the rule amendments will depend upon the type of fund and type of investors (retail or institutional). At this time, management is evaluating the implications of these amendments and their impact to the Portfolios’ financial statements and accompanying notes.
2. | | Significant Accounting Policies |
The following is a summary of significant accounting policies followed by the Trust in the preparation of its financial statements:
The preparation of financial statements in accordance with U.S. generally accepted accounting principles generally accepted in the United States of America (“U.S. GAAP”) which requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Portfolios are investment companies under U.S. GAAP and follow the accounting and reporting guidance applicable to investment companies in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946, Financial Services Investment Companies (“ASC 946”).
Security valuation – As permitted under Rule 2a-7 of the 1940 Act and certain conditions therein, securities of the Portfolios are valued initially at cost and thereafter assume a constant amortization to maturity of any discount or premium. Investments in open-end investment companies are valued at their net asset value each business day. Each Portfolio may value securities for which market quotations are not readily available at “fair value,” as determined in good faith pursuant to procedures established by the Board of Trustees (the “Board”). The Board has adopted procedures concerning securities valuation, under which an Oversight Committee makes determinations as to whether market quotations are not readily available or do not otherwise accurately reflect the fair value of the security. The Oversight Committee, or a subgroup thereof, subject to oversight by the Board, may use fair value pricing in a variety of circumstances, including but not limited to, situations when trading in a security has been suspended or halted. If amortized cost is determined not to approximate fair value, the value of the portfolio securities will be determined under procedures established by and under the general
32
State Street Master Funds
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
supervision of the Oversight Committee. The Oversight Committee will assist in overseeing the comparison of amortized cost to market-based value. Fair value pricing involves subjective judgments and it is possible that the fair value determination for a security is materially different than the value that could be received on the sale of the security.
The Portfolios adopted provisions surrounding fair value measurements and disclosures that define fair value, establish a framework for measuring fair value in generally accepted accounting principles and expand disclosures about fair value measurements. This applies to fair value measurements that are already required or permitted by other accounting standards and is intended to increase consistency of those measurements and applies broadly to securities and other types of assets and liabilities. In accordance with these provisions, fair value is defined as the price that a Portfolio would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment.
Various inputs are used in determining the value of Portfolios’ investments. These inputs are categorized into a disclosure hierarchy consisting of three broad levels for financial reporting purposes. The Portfolios value its assets and liabilities at fair value using a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) when market prices are not readily available or reliable. The categorization of a value determined for an investment within the hierarchy is based upon the pricing transparency of the investment and is not necessarily an indication of the risk associated with investing in it.
The three levels of the fair value hierarchy are as follows:
| • | | Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities; |
| • | | Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not considered to be active, inputs other than quoted prices that are observable for the asset or liability (such as exchange rates, financing terms, interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market-corroborated inputs; and |
| • | | Level 3 – Unobservable inputs for the asset or liability, including the Committee’s assumptions used in determining the fair value of investments. |
Investments that are fair valued by the Committee are categorized as Level 2 or 3 depending on the characteristics of inputs and market activity.
Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Transfers between different levels of the fair value hierarchy are recognized at the end of the reporting period. The Portfolios had no transfers between levels for the period ended June 30, 2015.
33
State Street Master Funds
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
The following is a summary of the inputs used, as of June 30, 2015, in valuing the Portfolios’ assets carried at fair value:
| | | | | | | | | | | | | | | | | | | | |
| | Investments in Securities | |
Valuation Inputs | | State Street Money Market Portfolio | | | State Street Tax Free Money Market Portfolio | | | State Street U.S. Government Money Market Portfolio | | | State Street Treasury Money Market Portfolio | | | State Street Treasury Plus Money Market Portfolio | |
Level 1 – Quoted Prices | | $ | – | | | $ | 30,424,069 | | | $ | – | | | $ | – | | | $ | – | |
Level 2 – Other Significant Observable Inputs | | | 38,011,333,157 | | | | 168,140,000 | | | | 11,617,102,573 | | | | 11,666,961,629 | | | | 1,936,981,665 | |
Level 3 – Significant Unobservable Inputs | | | – | | | | – | | | | – | | | | – | | | | – | |
Total Investments | | $ | 38,011,333,157 | | | $ | 198,564,069 | | | $ | 11,617,102,573 | | | $ | 11,666,961,629 | | | $ | 1,936,981,665 | |
Investment transactions and income recognition
Investment transactions are accounted for on trade date for financial reporting purposes. Interest income is recorded daily on an accrual basis and includes amortization of premium and accretion of discount on investments. Premium is amortized and discount is accreted using the straight line method. Realized gains and losses from the sale or disposition of investments are determined using the identified cost method.
Expenses – Certain expenses, which are directly identifiable to a specific Portfolio, are applied to that Portfolio. Other expenses which cannot be attributed to a specific Portfolio are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative net assets of the Portfolios.
Federal income taxes – The Portfolios are not required to pay federal income taxes on their net investment income and net capital gains because they are treated as partnerships for federal income tax purposes. All interest, gains and losses of the Portfolios are deemed to have been “passed through” to the Portfolios’ partners in proportion to their holdings in the respective Portfolio, regardless of whether such items have been distributed by the Portfolios. Each partner is responsible for tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolios have reviewed the tax positions for open years as of December 31, 2014, and have determined they did not have a liability for any unrecognized tax expenses. The Portfolios’ federal tax returns are subject to examination by the Portfolios’ major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts. The Portfolios recognize interest and penalties, if any, related to tax liabilities as income tax expense in the Statements of Operations.
At June 30, 2015, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes.
Repurchase agreements – A portfolio may enter into repurchase agreements under the terms of a Master Repurchase Agreement. A repurchase agreement customarily obligates the seller at the time it sells securities to a Portfolio to repurchase the securities at a mutually agreed upon price and time which, in the case of the Portfolios’ transactions, is generally within seven days. The total amount received by a Portfolio on repurchase is calculated to exceed the price paid by the Portfolio, reflecting
34
State Street Master Funds
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
an agreed-upon market rate of interest for the period of time to the settlement date, and is not necessarily related to the interest rate on the underlying securities. The underlying securities are ordinarily United States Government or Government Agency securities, but may consist of other securities. The value of the underlying securities, at the time of purchase and each subsequent business day, is required to be maintained at such a level that the value is equal to at least the principal amount of the repurchase price plus accrued interest. The use of repurchase agreements involves certain risks. Upon an event of default under the Master Repurchase Agreement, if the seller of securities under a repurchase agreement defaults on its obligation to repurchase the underlying securities (as a result of its bankruptcy or otherwise) a Portfolio will seek to dispose of such securities; this action could involve costs or delays. In addition, the proceeds of any such disposition may be less than the amount a Portfolio is owed under the repurchase agreement. A Portfolio may enter into repurchase agreements maturing within seven days with domestic dealers, banks and other financial institutions deemed to be creditworthy by SSGA Funds Management, Inc. (“SSGA FM” or the “Adviser”), a subsidiary of State Street Corporation and an affiliate of State Street Bank and Trust Company (“State Street”).
The Trust has entered into an investment advisory agreement with the Adviser, under which the Adviser directs the investments of the Portfolios in accordance with their investment objectives, policies, and limitations. In compensation for the Adviser’s services as investment adviser, each Portfolio pays the Adviser a management fee at an annual rate of 0.05% of its average daily net assets.
Effective June 1, 2015, SSGA FM serves as Administrator and State Street serves as Sub-Administrator. A fee is paid by each Portfolio for the administration, sub-administration, custody and transfer agency services SSGA FM and State Street provide. The annual fee is accrued daily and payable monthly at the following fee rate:
| | |
Asset Levels | | Annual percentage of average aggregate daily net assets |
First $400 million | | 0.03% |
Next $15 billion | | 0.02% |
Thereafter | | 0.01% |
Minimum annual fee per Portfolio | | $150,000 |
The minimum fee will be calculated by multiplying the minimum per fund fee by the number of Master and stand-alone funds to arrive at the total minimum fee. The greater of the asset based fee or the minimum fee will be charged to the Master and stand-alone funds. SSGA FM and State Street each receive a portion of the fee. The fee paid by the Portfolios was not changed as a result of the Administrator and Sub-Administrator appointments on June 1, 2015. Prior to June 1, 2015, State Street served as Administrator.
Independent Trustees are compensated on a calendar year basis. Any Trustee who is deemed to be an “interested person” (as defined in the 1940 Act) of the Trust does not receive compensation from the Trust for his or her service as a Trustee.
35
State Street Master Funds
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
Each Independent Trustee receives for his or her services to the State Street Master Funds, State Street Institutional Investment Trust and SSGA Funds, a $141,500 annual base retainer in addition to $18,000 for each in-person meeting and $2,000 for each telephonic meeting from the Trust. The Co-Chairmen receive an additional $44,000 annual retainer. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance. The Trust will bear a pro rata allocation based on the Trust’s average monthly assets. As of the date of this Statement, the Trustees were not paid pension or retirement benefits as part of the Trust’s expenses.
The Trust’s officers are compensated by the Adviser and its affiliates.
5. | | Recent Accounting Pronouncement |
In June 2014, the Financial Accounting Standards Board issued Accounting Standards Update 2014-11, Transfers and Servicing (Topic 860) – Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures (“ASU 2014-11”). ASU 2014-11 changes the accounting for repurchase-to-maturity transactions and enhances the required disclosures for repurchase agreements, reverse repurchase agreements and other similar transactions accounted for as secured borrowings, including securities lending. Management is evaluating the impact, if any, of this standard on the Portfolios’ financial statement disclosures, which would first be effective for interim reporting periods beginning after March 15, 2015 and annual reporting periods beginning after December 15, 2014.
Subsequent events occurring after the date of this report have been evaluated for potential impact to this report through the date the financial statements were issued. There were no subsequent events that necessitated recognition or disclosure on the Portfolios’ financial statements.
36
State Street Master Funds
Other Information
June 30, 2015 (Unaudited)
EXPENSE EXAMPLE
As a shareholder of a fund, you incur ongoing costs, which include costs for administrative services and to the extent applicable, distribution (12b-1) fees, among others. This example is intended to help you understand your ongoing costs (in dollars) of investing in a Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds. It is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from January 1, 2015 to June 30, 2015.
The table below illustrates your Portfolio’s costs in two ways:
| • | | Based on actual fund return – This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Portfolio’s actual return, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in a Portfolio. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period. To do so, 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 given for the Portfolio under the heading “Expenses Paid During Period”. |
| • | | Based on hypothetical 5% return – This section is intended to help you compare your Portfolio’s costs with those of other mutual funds. It assumes that the Portfolio had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case, because the return used is not the Portfolio’s actual return, the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds. |
Six Months Ended June 30, 2015
| | | | | | | | | | | | |
| | Beginning Account Value January 1, 2015 | | | Ending Account Value June 30, 2015 | | | Expenses Paid During Period * | |
| | | |
Based on Actual Portfolio Return | | | | | | | | | | | | |
| | | |
Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,000.00 | | | $ | 0.35 | |
| | | |
Tax Free Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,000.00 | | | $ | 0.60 | |
| | | |
U.S. Government Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,000.00 | | | $ | 0.35 | |
| | | |
Treasury Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,000.00 | | | $ | 0.35 | |
| | | |
Treasury Plus Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,000.00 | | | $ | 0.35 | |
37
State Street Master Funds
Other Information — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | | | | | |
| | Beginning Account Value January 1, 2015 | | | Ending Account Value June 30, 2015 | | | Expenses Paid During Period * | |
| | | |
Based on Hypothetical (5% return before expenses) | | | | | | | | | | | | |
| | | |
Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,024.45 | | | $ | 0.35 | |
| | | |
Tax Free Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,024.20 | | | $ | 0.60 | |
| | | |
U.S. Government Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,024.45 | | | $ | 0.35 | |
| | | |
Treasury Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,024.45 | | | $ | 0.35 | |
| | | |
Treasury Plus Money Market Portfolio | | $ | 1,000.00 | | | $ | 1,024.45 | | | $ | 0.35 | |
* | The calculations are based on expenses incurred in the most recent six month period of the Portfolios. Each Portfolio’s annualized expense ratio for the six months ended June 30, 2015 was as follows: |
| | | | |
Money Market Portfolio | | | 0.07% | |
Tax Free Money Market Portfolio | | | 0.12% | |
U.S. Government Money Market Portfolio | | | 0.07% | |
Treasury Money Market Portfolio | | | 0.07% | |
Treasury Plus Money Market Portfolio | | | 0.07% | |
| The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by 181/365 (the most recent six month period). |
Proxy Voting Policies and Procedures and Record
Information regarding the Trust’s proxy voting policies and procedures, as well as information regarding how the Trust voted proxies, if any, during the most recent 12-month period ended June 30 is available without charge (1) by calling 1-877-521-4083 (toll free), or (2) on the website of the Securities and Exchange Commission (“SEC”) at www.sec.gov.
Quarterly Portfolio Schedule
The Trust files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Trust’s Forms N-Q are available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The information on Form N-Q is available upon request, without charge, by calling 1-877-521-4083 (toll-free).
38
State Street Master Funds
Other Information — (continued)
June 30, 2015 (Unaudited)
Advisory Agreement Renewal
TRUSTEE CONSIDERATIONS IN APPROVING CONTINUATION OF
INVESTMENT ADVISORY AGREEMENTS1
Overview of the Contract Review Process
Under the Investment Company Act of 1940, an investment advisory agreement between a mutual fund and its investment adviser may continue in effect from year to year only if its continuance is approved at least annually by the fund’s board of trustees, including by a vote of a majority of those trustees who are not “interested persons” of the fund (commonly referred to as, the “Independent Trustees”) cast in person at a meeting called for the purpose of considering such approval.
Consistent with these requirements, the Independent Trustees on the Board of Trustees (the “Board”) of the State Street Master Funds and State Street Institutional Investment Trust (each a “Trust” and together, the “Trusts”), met in Executive Sessions on April 12-13, 2015 and May 18-19, 2015 to consider a proposal to approve, with respect to each portfolio series of the each Trust (each, a “Fund” and collectively, the “Funds”), the continuation of the investment advisory agreement (the “Advisory Agreement”) with SSGA Funds Management, Inc. (the “Adviser”). Prior to voting on the proposal, the Independent Trustees, as well as the Trustees who are “interested persons” of the Adviser, reviewed information furnished by the Adviser and others reasonably necessary to permit the Board to evaluate the proposal fully.2 The Independent Trustees were separately represented by co-counsel that is independent of the Adviser in connection with their consideration of approval of the Advisory Agreements. Following the April 12-13, 2015 meeting, the Independent Trustees submitted questions and requests for additional information to management, and considered management’s responses thereto prior to and at the May 18-19, 2015 meeting. The Independent Trustees considered, among other things, the following:
Information about Performance, Expenses and Fees
| • | | A report prepared by an independent third-party provider of investment company data, which includes for each Fund: |
| • | | Comparisons of the Fund’s performance over the past one-, three-, five- and ten-year periods ended December 31, 2014, as applicable, to the performance of an appropriate benchmark for the Fund and a universe of other mutual funds with similar investment objectives and policies; |
1 | Over the course of more than 15 years, the Independent Trustees have identified numerous relevant issues, factors and concerns (“issues, factors and concerns”) that they consider each year in connection with the proposed continuation of the advisory agreements, the administration agreement, the distribution plans, the distribution agreement and various related-party service agreements (the “annual review process”). The statement of issues, factors and concerns and the related conclusions of the Independent Trustees may not change substantially from year to year. However, the information requested by, and provided to, the Independent Trustees with respect to the issues, factors and concerns and on which their conclusions are based is updated annually and, in some cases, may differ substantially from the previous year. The Independent Trustees schedule annually a separate in-person meeting that is dedicated to the annual review process (the “special meeting”). At the special meeting and throughout the annual review process, the Independent Trustees take a fresh look at each of the issues, factors and concerns in light of the latest available information and each year present one or more sets of comments and questions to management with respect to specific issues, factors and concerns. Management responds to such comments and questions to the satisfaction of the Independent Trustee before the annual review process is completed and prior to the Independent Trustees voting on proposals to approve continuation of the agreements and plans. |
2 | Certain Funds had either recently commenced operations or had yet to commence operations, and as such, the Advisory Agreement was not up for renewal with respect to such Funds. |
39
State Street Master Funds
Other Information — (continued)
June 30, 2015 (Unaudited)
Advisory Agreement Renewal — (continued)
| • | | Comparisons of the Fund’s expense ratio (with detail of component expenses) to the expense ratios of a group of comparable mutual funds selected by the independent third-party data provider; |
| • | | A chart showing the Fund’s historical average net assets relative to its total expenses, management fees, and non-management expenses over the past five years, as applicable; and |
| • | | Comparisons of the Fund’s contractual management fee to the contractual management fees of comparable mutual funds at different asset levels. |
| • | | Comparative information concerning fees charged by the Adviser for managing institutional accounts using investment strategies and techniques similar to those used in managing the Funds, as applicable; and |
| • | | Profitability analyses for (a) the Adviser with respect to each Fund and (b) affiliates of the Adviser that provide services to the Funds (“Affiliated Service Providers”). |
Information about Portfolio Management
| • | | Descriptions of the investment management services provided by the Adviser, including its investment strategies and processes; |
| • | | Information concerning the allocation of brokerage and the benefits received by the Adviser as a result of brokerage allocation, including information concerning the acquisition of any research through “soft dollar” benefits received in connection with the Funds’ brokerage; and |
| • | | Information regarding the procedures and processes used to value the assets of the Funds and the assistance provided to the administrator of the Funds by the Adviser in monitoring the effectiveness of such procedures and processes. |
Information about the Adviser
| • | | Reports detailing the financial results and condition of the Adviser and its affiliates; |
| • | | Descriptions of the qualifications, education and experience of the individual investment professionals responsible for managing the portfolios of the Funds; |
| • | | A copy of each Code of Ethics adopted by the Adviser, together with information relating to compliance with and the administration of such Codes; |
| • | | A copy of the Adviser’s proxy voting policies and procedures; |
| • | | Information concerning the resources devoted by the Adviser to overseeing compliance by the Funds and their service providers, including the Adviser’s record of compliance with investment policies and restrictions and other operating policies of the Funds; and |
| • | | A description of the business continuity and disaster recovery plans of the Adviser; and |
| • | | Information regarding the Adviser’s risk management processes. |
40
State Street Master Funds
Other Information — (continued)
June 30, 2015 (Unaudited)
Advisory Agreement Renewal — (continued)
Other Relevant Information
| • | | Information concerning the nature, quality and cost of various non-investment management services provided to the Funds by affiliates of the Adviser, including the custodian, administrator, fund accountant, transfer agent and securities lending agent of the Funds, and the role of the Adviser in managing the Funds’ relationship with these service providers; |
| • | | Copies of the Advisory Agreements and agreements with other service providers of the Funds; |
| • | | Draft responses to letter dated March 11, 2015 from Joseph P. Barri, LLC (co-counsel along with the law firm of Sullivan & Worcester LLP (together, “Independent Counsel”) to the Independent Trustees reviewed prior to such date by Independent Counsel, requesting specific information, from each of: |
| • | | The Adviser, with respect to its operations relating to the Funds and its approximate profit margins before taxes from such operations for the Funds’ last fiscal year; and the relevant operations of other affiliated service providers to the Funds, together with their approximate profit margins from such relevant operations for the Funds’ last fiscal year; |
| • | | State Street Bank and Trust Company (“State Street”), the sub-administrator, administrator, custodian, transfer agent, securities lending agent, and/or shareholder services, as applicable, for the Funds, with respect to its operations relating to the Funds; and |
| • | | State Street Global Markets, LLC, the principal underwriter and distributor of the shares of the Funds (the “Distributor”), with respect to its operations relating to the Funds, together with the Funds’ related distribution plans and arrangements under SEC Rule 12b-1; |
| • | | Information from the Adviser, State Street and the Distributor with respect to State Street Master Funds and State Street Institutional Investment Trust providing any material changes to the previous information supplied in response to the letter dated March 11, 2015 from Joseph P. Barri, LLC prior to the Executive Sessions of the Board on May 18-19, 2015. |
| • | | Excerpts from the Funds’ most recent prospectuses, statements of additional information and respective annual reports for the fiscal year ended August 31, 2014 or December 31, 2014, as applicable. including (i) the latest prospectus descriptions of each Fund’s investment objectives, strategies and authorized investment techniques and investments; and (ii) the latest Annual Shareholder Report for each Fund, including Portfolio Management Discussion of Performance, as prepared by its portfolio management team, together with a graphic comparison of the performance of each Fund with its benchmark index, for its fiscal year ended August 31, 2014 or December 31, 2014, as applicable; |
| • | | Lipper materials dated March 2015, circulated to the Independent Trustees and to Independent Counsel, with respect to the Funds for which such materials were then available; and |
| • | | A summary of the foregoing materials prepared by Independent Counsel. |
In addition to the information identified above, the Board considered information provided from time to time by the Adviser, and other service providers of the Funds throughout the year at meetings of the Board and its committees. At such meetings, the Trustees received, among other things, presentations by
41
State Street Master Funds
Other Information — (continued)
June 30, 2015 (Unaudited)
Advisory Agreement Renewal — (continued)
the portfolio managers and other investment professionals of the Adviser relating to the performance of the Funds and the investment strategies used in pursuing each Fund’s investment objective.
The Independent Trustees were assisted throughout the contract review process by their independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to each Fund.
Results of the Process
Based on a consideration of the foregoing and such other information as deemed relevant, including the factors and conclusions described below, on May 18-19, 2015 the Board, including a majority of the Independent Trustees, voted to approve the adoption of, as applicable, and the continuation of the Advisory Agreements effective June 1, 2015, for an additional year with respect to all Funds.
Nature, Extent and Quality of Services
In considering whether to approve the Advisory Agreements, the Board evaluated the nature, extent and quality of services provided to each Fund by the Adviser.
The Board considered the Adviser’s management capabilities and investment process with respect to the types of investments held by each Fund, including the education, experience and number of investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Fund. The Board evaluated, where relevant, the abilities and experience of such investment personnel in analyzing particular markets, industries and specific issuers of securities in these markets and industries. The Board also considered the substantial expertise of the Adviser in developing and applying proprietary quantitative models for managing various Funds that invest primarily in equity securities. With respect to those Funds that invest primarily in fixed-income securities, the Board considered the extensive experience and resources committed by the Adviser to the evaluation of credit, interest-rate and currency risks. With respect to those Funds that operate as money market mutual funds, the Board also considered the Adviser’s success in maintaining the constant dollar value of each Fund through extraordinary market conditions. The Board also took into account the compensation paid to recruit and retain investment personnel, and the time and attention devoted to the Funds by senior management.
The Board reviewed the compliance programs of the Adviser and various affiliated service providers. Among other things, the Board considered compliance and reporting matters relating to personal trading by investment personnel, selective disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity, the allocation of investment opportunities and the voting of proxies. The Board also considered the role of the Adviser in monitoring each Fund’s securities lending activities.
On the basis of the foregoing and other relevant information, the Board concluded that the Adviser can be expected to continue to provide, high quality investment management and related services for the Funds.
42
State Street Master Funds
Other Information — (continued)
June 30, 2015 (Unaudited)
Advisory Agreement Renewal — (continued)
Fund Performance
The Board compared each Fund’s investment performance to the performance of an appropriate benchmark and universe of comparable mutual funds for various time periods ended December 31, 2014 by evaluating the performance of the Fund’s feeder fund. With respect to the money market Funds, the Board noted the relatively narrow range of returns in each Fund’s Performance Group and Performance Universe. The Board also observed that several basis points of performance, whether from yield on portfolio investments or fees waived by service providers, accounted for substantial differences in performance relative to other funds in such Group and Universe during periods when preservation of capital and net asset value were generally considered by stockholders to have been more important than several basis points of yield.
On the basis of the foregoing and other relevant information, the Board concluded that the performance of each operational Fund is satisfactory or better (a) by comparison to the performance of its peer group funds or (b) after considering steps taken by management to improve the performance of certain Funds.
Management Fees and Expenses
The Board reviewed the contractual investment advisory fee rates payable by each Fund and actual fees paid by each Fund, net of waivers. As part of its review, the Board considered each Fund’s management fee and total expense ratio (both before and after giving effect to any expense caps), as compared to a group of similarly managed funds selected by an independent data provider. The Board also considered the comparability of the fees charged and the services provided to each Fund by the Adviser to the fees charged and services provided to other clients of the Adviser, including institutional accounts. In addition, the Board considered the willingness of the Adviser to provide undertakings from time to time to waive fees or pay expenses of various Funds to limit the total expenses borne by shareholders of such Funds
On the basis of the foregoing and other relevant information, and in light of the nature, extent and quality of the services provided by the Adviser, the Board concluded that the fees and the expense ratio of each Fund compare favorably to the fees and expenses of similar mutual funds and are reasonable in relation to the services provided.
Profitability
The Board reviewed the level of profits realized by the Adviser and its affiliates in providing investment advisory and other services to each Fund and to all Funds as a group. The Board considered other direct and indirect benefits received by the Adviser and the Affiliated Service Providers in connection with their relationships with the Funds, including the benefits of research services that may be available to the Adviser as a result of securities transactions effected for the Funds and other investment advisory clients, together with the ranges of profitability of each of the Affiliated Service Providers with respect to their services to the Funds.
The Board concluded that the profitability of the Adviser with respect to each of the Funds and the profitability range of each of the Affiliated Service Providers with respect to its services to the Funds, were reasonable in relation to the services provided.
43
State Street Master Funds
Other Information — (continued)
June 30, 2015 (Unaudited)
Advisory Agreement Renewal — (continued)
Economies of Scale
In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and each Fund and all Funds as a group, on the other hand, can expect to realize benefits from economies of scale as the assets of the Funds increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific Fund or the Funds taken as a whole. The Board concluded that, in light of the current size of each Fund and all Funds as a group, the level of profitability of the Adviser and its affiliates with respect to each Fund and all Funds as a group over various time periods, and the comparatively low management fee and expense ratio of each Fund during these periods, it does not appear that the Adviser or its affiliates has realized benefits from economies of scale in managing the assets of the Funds to such an extent that previously agreed advisory fees should be reduced or that breakpoints in such fees should be implemented for any Fund at this time.
Conclusions
In reaching its decision to approve the Advisory Agreement, the Board did not identify any single factor as being controlling, but based its recommendation on each of the factors it considered. Each Trustee may have contributed different weight to the various factors. Based upon the materials reviewed, the representations made and the considerations described above, and as part of their deliberations, the Board, including the Independent Trustees, concluded that the Adviser possesses the capability and resources to perform the duties required of it under the respective Advisory Agreement.
Further, based upon its review of the Advisory Agreement, the materials provided, and the considerations described above, the Board, including the Independent Trustees, concluded that (1) the terms of the Advisory Agreement are reasonable, fair, and in the best interests of each Fund and its respective shareholders, and (2) the rates payable under the Advisory Agreement are fair and reasonable in light of the usual and customary charges made for services of the same nature and quality.
44
Trustees
William L. Boyan
Gregory A. Ehret
Michael F. Holland
William L. Marshall
Patrick J. Riley
James E. Ross
Richard D. Shirk
Rina K. Spence
Bruce D. Taber
Douglas T. Williams
Investment Adviser and Administrator
SSGA Funds Management, Inc.
State Street Financial Center
One Lincoln Street
Boston, MA 02111
Sub-Administrator, Custodian and Transfer Agent
State Street Bank and Trust Company
State Street Financial Center
One Lincoln Street
Boston, MA 02111
Independent Public Registered Accounting Firm
Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116
Legal Counsel
Ropes & Gray LLP
800 Boylston Street
Boston, MA 02199
This report is for shareholder information. This is not a prospectus intended for use in the purchase or sale of shares of beneficial interest.
| | |
State Street Master Funds State Street Bank and Trust Company P.O. Box 5049 Boston, MA 02206 | | SSITINVSAR IBG-16232 |
(C) 2015 State Street Corporation – All Rights Reserved
Not FDIC Insured – No Bank Guarantee – May Lose Value
Semi-Annual Report
30 June 2015
State Street Master Funds
State Street Equity 500 Index Portfolio

State Street Equity 500 Index Portfolio (Unaudited)
EXPENSE EXAMPLE
As a shareholder of the State Street Equity 500 Index Portfolio (the “Portfolio”), you incur (1) transaction costs, and (2) ongoing costs, including management fees, among others. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from January 1, 2015 to June 30, 2015.
The table below illustrates your Portfolio’s costs in two ways:
| • | | Based on actual portfolio return. This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the actual return of the Portfolio, and the third column shows the dollar amount that would have been paid by an investor who started with $1,000 in the Portfolio. You may use the information here, together with the amount you invested, to estimate the expenses that you paid over the period. |
To do so, 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 given for the Portfolio under the heading “Expenses Paid During Period”.
| • | | Based on hypothetical 5% return. This section is intended to help you compare your Portfolio’s costs with those of other mutual funds. It assumes that the Portfolio had a yearly return of 5% before expenses, but that the expense ratio is unchanged. In this case, because the return used is not the Portfolio’s actual return, the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your Portfolio’s costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds. |
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical 5% return section of the table is useful in comparing ongoing costs only, and will not help you determine the relative costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Six Months Ended June 30, 2015
| | | | | | | | | | | | |
| | Beginning Account Value January 1, 2015 | | | Ending Account Value June 30, 2015 | | | Expenses Paid During Period * | |
| | | |
Based on Actual Portfolio Return | | $ | 1,000.00 | | | $ | 1,012.20 | | | $ | 0.22 | |
| | | |
Based on Hypothetical (5% return before expenses) | | $ | 1,000.00 | | | $ | 1,024.57 | | | $ | 0.23 | |
* | The calculations are based on expenses incurred in the most recent fiscal period of the Portfolio. The annualized expense ratio for the six months ended June 30, 2015 was 0.045%. The dollar amounts shown as “Expenses Paid” are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by 181/365 (the most recent six month period). |
1
State Street Equity 500 Index Portfolio
Portfolio Statistics (Unaudited)
| | | | |
Portfolio Composition* | | | June 30, 2015 | |
Common Stocks | | | 97.8 | % |
Money Market Fund | | | 2.0 | |
U.S. Government Security | | | 0.1 | |
Other Assets in Excess of Liabilities | | | 0.1 | |
Total | | | 100.0 | % |
| | | | |
Top Five Sectors (excluding short-term investments)* | | | June 30, 2015 | |
Information Technology | | | 19.3 | % |
Financials | | | 16.1 | |
Health Care | | | 15.0 | |
Consumer Discretionary | | | 12.5 | |
Industrials | | | 10.0 | |
Total | | | 72.9 | % |
* | As a percentage of net assets as of the date indicated. The Portfolio’s composition will vary over time. |
See Notes to Financial Statements.
2
State Street Equity 500 Index Portfolio
Portfolio of Investments
June 30, 2015 (Unaudited)
| | | | | | | | |
| | Shares | | | Value | |
COMMON STOCKS – 97.8% | | | | | | | | |
Consumer Discretionary – 12.5% | | | | | | | | |
Amazon.com, Inc.(a) | | | 59,602 | | | $ | 25,872,632 | |
AutoNation, Inc.(a) | | | 12,469 | | | | 785,298 | |
AutoZone, Inc.(a) | | | 4,988 | | | | 3,326,497 | |
Bed Bath & Beyond, Inc.(a) | | | 25,130 | | | | 1,733,467 | |
Best Buy Co., Inc. | | | 44,213 | | | | 1,441,786 | |
BorgWarner, Inc. | | | 36,423 | | | | 2,070,283 | |
Cablevision Systems Corp. Class A | | | 30,812 | | | | 737,639 | |
CarMax, Inc.(a) | | | 32,197 | | | | 2,131,763 | |
Carnival Corp. | | | 69,149 | | | | 3,415,269 | |
CBS Corp. Class B | | | 72,993 | | | | 4,051,111 | |
Chipotle Mexican Grill, Inc.(a) | | | 5,014 | | | | 3,033,420 | |
Coach, Inc. | | | 45,800 | | | | 1,585,138 | |
Comcast Corp. Class A | | | 395,665 | | | | 23,795,293 | |
D.R. Horton, Inc. | | | 50,179 | | | | 1,372,897 | |
Darden Restaurants, Inc. | | | 20,917 | | | | 1,486,780 | |
Delphi Automotive PLC | | | 47,381 | | | | 4,031,649 | |
DIRECTV(a) | | | 79,675 | | | | 7,393,043 | |
Discovery Communications, Inc. Class A(a) | | | 21,597 | | | | 718,316 | |
Discovery Communications, Inc. Class C(a) | | | 39,797 | | | | 1,236,891 | |
Dollar General Corp. | | | 48,287 | | | | 3,753,831 | |
Dollar Tree, Inc.(a) | | | 33,793 | | | | 2,669,309 | |
Expedia, Inc. | | | 15,023 | | | | 1,642,765 | |
Family Dollar Stores, Inc. | | | 16,865 | | | | 1,329,131 | |
Ford Motor Co. | | | 606,560 | | | | 9,104,466 | |
Fossil Group, Inc.(a) | | | 7,617 | | | | 528,315 | |
GameStop Corp. Class A | | | 16,878 | | | | 725,079 | |
Gannett Co., Inc.(a) | | | 17,126 | | | | 239,593 | |
Gap, Inc. | | | 44,764 | | | | 1,708,642 | |
Garmin Ltd. | | | 19,560 | | | | 859,271 | |
General Motors Co. | | | 214,477 | | | | 7,148,518 | |
Genuine Parts Co. | | | 24,420 | | | | 2,186,323 | |
Goodyear Tire & Rubber Co. | | | 40,813 | | | | 1,230,512 | |
H&R Block, Inc. | | | 45,551 | | | | 1,350,587 | |
Hanesbrands, Inc. | | | 62,600 | | | | 2,085,832 | |
Harley-Davidson, Inc. | | | 33,585 | | | | 1,892,515 | |
Harman International Industries, Inc. | | | 10,405 | | | | 1,237,571 | |
Hasbro, Inc. | | | 19,928 | | | | 1,490,415 | |
Home Depot, Inc. | | | 206,910 | | | | 22,993,908 | |
Interpublic Group of Cos., Inc. | | | 62,228 | | | | 1,199,134 | |
Johnson Controls, Inc. | | | 102,206 | | | | 5,062,263 | |
Kohl’s Corp. | | | 33,588 | | | | 2,102,945 | |
L Brands, Inc. | | | 39,546 | | | | 3,390,279 | |
Leggett & Platt, Inc. | | | 20,944 | | | | 1,019,554 | |
Lennar Corp. Class A | | | 26,425 | | | | 1,348,732 | |
Lowe’s Cos., Inc. | | | 144,712 | | | | 9,691,363 | |
Macy’s, Inc. | | | 53,161 | | | | 3,586,773 | |
Marriott International, Inc. Class A | | | 33,797 | | | | 2,514,159 | |
Mattel, Inc. | | | 56,543 | | | | 1,452,590 | |
McDonald’s Corp. | | | 149,715 | | | | 14,233,405 | |
Michael Kors Holdings, Ltd.(a) | | | 33,686 | | | | 1,417,844 | |
Mohawk Industries, Inc.(a) | | | 9,669 | | | | 1,845,812 | |
Netflix, Inc.(a) | | | 9,628 | | | | 6,325,018 | |
Newell Rubbermaid, Inc. | | | 41,451 | | | | 1,704,051 | |
News Corp. Class A(a) | | | 86,114 | | | | 1,256,403 | |
NIKE, Inc. Class B | | | 110,751 | | | | 11,963,323 | |
Nordstrom, Inc. | | | 23,856 | | | | 1,777,272 | |
O’Reilly Automotive, Inc.(a) | | | 15,320 | | | | 3,462,014 | |
Omnicom Group, Inc. | | | 38,550 | | | | 2,678,839 | |
Priceline Group, Inc.(a) | | | 8,108 | | | | 9,335,308 | |
PulteGroup, Inc. | | | 47,343 | | | | 953,961 | |
PVH Corp. | | | 12,451 | | | | 1,434,355 | |
Ralph Lauren Corp. | | | 9,236 | | | | 1,222,477 | |
Ross Stores, Inc. | | | 67,544 | | | | 3,283,314 | |
Royal Caribbean Cruises, Ltd. | | | 25,100 | | | | 1,975,119 | |
Scripps Networks Interactive, Inc. Class A | | | 15,263 | | | | 997,742 | |
Staples, Inc. | | | 95,234 | | | | 1,458,032 | |
Starbucks Corp. | | | 235,092 | | | | 12,604,458 | |
Starwood Hotels & Resorts Worldwide, Inc. | | | 25,244 | | | | 2,047,036 | |
Target Corp. | | | 99,044 | | | | 8,084,962 | |
TEGNA, Inc. | | | 34,252 | | | | 1,098,462 | |
Tiffany & Co. | | | 18,581 | | | | 1,705,736 | |
Time Warner Cable, Inc. | | | 44,474 | | | | 7,923,933 | |
Time Warner, Inc. | | | 130,780 | | | | 11,431,480 | |
TJX Cos., Inc. | | | 109,375 | | | | 7,237,344 | |
Tractor Supply Co. | | | 22,674 | | | | 2,039,300 | |
TripAdvisor, Inc.(a) | | | 19,015 | | | | 1,656,967 | |
Twenty-First Century Fox, Inc. Class A | | | 283,409 | | | | 9,223,546 | |
Under Armour, Inc. Class A(a) | | | 25,076 | | | | 2,092,341 | |
Urban Outfitters, Inc.(a) | | | 15,839 | | | | 554,365 | |
V.F. Corp. | | | 53,528 | | | | 3,733,043 | |
Viacom, Inc. Class B | | | 57,541 | | | | 3,719,450 | |
Walt Disney Co. | | | 245,593 | | | | 28,031,985 | |
Whirlpool Corp. | | | 12,459 | | | | 2,156,030 | |
Wyndham Worldwide Corp. | | | 19,646 | | | | 1,609,204 | |
Wynn Resorts, Ltd. | | | 11,859 | | | | 1,170,127 | |
Yum! Brands, Inc. | | | 67,990 | | | | 6,124,539 | |
| | | | | | | | |
| | | | | | | 367,332,144 | |
| | | | | | | | |
Consumer Staples – 9.2% | |
Altria Group, Inc. | | | 309,070 | | | | 15,116,614 | |
Archer-Daniels-Midland Co. | | | 102,992 | | | | 4,966,274 | |
Brown-Forman Corp. Class B | | | 24,161 | | | | 2,420,449 | |
Campbell Soup Co. | | | 30,583 | | | | 1,457,280 | |
Clorox Co. | | | 19,379 | | | | 2,015,804 | |
Coca-Cola Co. | | | 614,722 | | | | 24,115,544 | |
Coca-Cola Enterprises, Inc. | | | 35,313 | | | | 1,533,997 | |
Colgate-Palmolive Co. | | | 134,579 | | | | 8,802,812 | |
ConAgra Foods, Inc. | | | 66,051 | | | | 2,887,750 | |
Constellation Brands, Inc. Class A | | | 27,076 | | | | 3,141,357 | |
Costco Wholesale Corp. | | | 68,834 | | | | 9,296,720 | |
CVS Health Corp. | | | 175,627 | | | | 18,419,760 | |
Dr. Pepper Snapple Group, Inc. | | | 31,703 | | | | 2,311,149 | |
Estee Lauder Cos., Inc. Class A | | | 36,263 | | | | 3,142,552 | |
General Mills, Inc. | | | 94,522 | | | | 5,266,766 | |
Hershey Co. | | | 23,615 | | | | 2,097,720 | |
Hormel Foods Corp. | | | 23,349 | | | | 1,316,183 | |
J.M. Smucker Co. | | | 14,855 | | | | 1,610,431 | |
Kellogg Co. | | | 40,207 | | | | 2,520,979 | |
Keurig Green Mountain, Inc. | | | 18,089 | | | | 1,386,160 | |
Kimberly-Clark Corp. | | | 57,473 | | | | 6,090,414 | |
Kraft Foods Group, Inc. | | | 90,751 | | | | 7,726,540 | |
Kroger Co. | | | 76,955 | | | | 5,580,007 | |
McCormick & Co., Inc. | | | 20,261 | | | | 1,640,128 | |
See Notes to Financial Statements.
3
State Street Equity 500 Index Portfolio
Portfolio of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | |
| | Shares | | | Value | |
COMMON STOCKS – (continued) | |
Consumer Staples – (continued) | |
Mead Johnson Nutrition Co. | | | 30,568 | | | $ | 2,757,845 | |
Molson Coors Brewing Co. Class B | | | 23,509 | | | | 1,641,163 | |
Mondelez International, Inc. Class A | | | 255,994 | | | | 10,531,593 | |
Monster Beverage Corp.(a) | | | 23,647 | | | | 3,169,171 | |
PepsiCo, Inc. | | | 231,738 | | | | 21,630,425 | |
Philip Morris International, Inc. | | | 245,087 | | | | 19,648,625 | |
Procter & Gamble Co. | | | 423,461 | | | | 33,131,589 | |
Reynolds American, Inc. | | | 65,846 | | | | 4,916,062 | |
Sysco Corp. | | | 93,735 | | | | 3,383,833 | |
Tyson Foods, Inc. Class A | | | 44,691 | | | | 1,905,177 | |
Wal-Mart Stores, Inc. | | | 248,299 | | | | 17,611,848 | |
Walgreens Boots Alliance, Inc. | | | 137,213 | | | | 11,586,266 | |
Whole Foods Market, Inc. | | | 55,587 | | | | 2,192,351 | |
| | | | | | | | |
| | | | | | | 268,969,338 | |
| | | | | | | | |
Energy – 7.7% | |
Anadarko Petroleum Corp. | | | 81,044 | | | | 6,326,295 | |
Apache Corp. | | | 60,570 | | | | 3,490,649 | |
Baker Hughes, Inc. | | | 69,094 | | | | 4,263,100 | |
Cabot Oil & Gas Corp. | | | 65,622 | | | | 2,069,718 | |
Cameron International Corp.(a) | | | 30,467 | | | | 1,595,557 | |
Chesapeake Energy Corp. | | | 78,594 | | | | 877,895 | |
Chevron Corp. | | | 294,834 | | | | 28,442,636 | |
Cimarex Energy Co. | | | 13,242 | | | | 1,460,725 | |
ConocoPhillips | | | 191,303 | | | | 11,747,917 | |
CONSOL Energy, Inc. | | | 32,173 | | | | 699,441 | |
Devon Energy Corp. | | | 59,550 | | | | 3,542,629 | |
Diamond Offshore Drilling, Inc. | | | 9,954 | | | | 256,913 | |
Ensco PLC Class A | | | 32,889 | | | | 732,438 | |
EOG Resources, Inc. | | | 86,263 | | | | 7,552,326 | |
EQT Corp. | | | 22,243 | | | | 1,809,246 | |
Exxon Mobil Corp. | | | 657,072 | | | | 54,668,390 | |
FMC Technologies, Inc.(a) | | | 39,709 | | | | 1,647,526 | |
Halliburton Co. | | | 130,167 | | | | 5,606,293 | |
Helmerich & Payne, Inc. | | | 18,874 | | | | 1,329,107 | |
Hess Corp. | | | 38,344 | | | | 2,564,447 | |
Kinder Morgan, Inc. | | | 272,976 | | | | 10,479,549 | |
Marathon Oil Corp. | | | 109,289 | | | | 2,900,530 | |
Marathon Petroleum Corp. | | | 87,602 | | | | 4,582,461 | |
Murphy Oil Corp. | | | 24,962 | | | | 1,037,670 | |
National Oilwell Varco, Inc. | | | 57,941 | | | | 2,797,391 | |
Newfield Exploration Co.(a) | | | 29,185 | | | | 1,054,162 | |
Noble Corp. PLC | | | 37,996 | | | | 584,758 | |
Noble Energy, Inc. | | | 62,595 | | | | 2,671,555 | |
Occidental Petroleum Corp. | | | 121,135 | | | | 9,420,669 | |
ONEOK, Inc. | | | 31,504 | | | | 1,243,778 | |
Phillips 66 | | | 85,692 | | | | 6,903,347 | |
Pioneer Natural Resources Co. | | | 23,524 | | | | 3,262,543 | |
Range Resources Corp. | | | 24,841 | | | | 1,226,648 | |
Schlumberger, Ltd. | | | 202,072 | | | | 17,416,586 | |
Southwestern Energy Co.(a) | | | 63,944 | | | | 1,453,447 | |
Spectra Energy Corp. | | | 104,141 | | | | 3,394,997 | |
Tesoro Corp. | | | 20,049 | | | | 1,692,336 | |
Transocean, Ltd. | | | 47,690 | | | | 768,763 | |
Valero Energy Corp. | | | 83,386 | | | | 5,219,964 | |
Williams Cos., Inc. | | | 108,410 | | | | 6,221,650 | |
| | | | | | | | |
| | | | | | | 225,016,052 | |
| | | | | | | | |
Financials – 16.1% | |
ACE, Ltd. | | | 52,067 | | | | 5,294,173 | |
Affiliated Managers Group, Inc.(a) | | | 8,476 | | | | 1,852,854 | |
Aflac, Inc. | | | 69,737 | | | | 4,337,641 | |
Allstate Corp. | | | 63,967 | | | | 4,149,539 | |
American Express Co. | | | 139,752 | | | | 10,861,525 | |
American International Group, Inc. | | | 213,332 | | | | 13,188,184 | |
American Tower Corp. REIT | | | 66,982 | | | | 6,248,751 | |
Ameriprise Financial, Inc. | | | 29,963 | | | | 3,743,278 | |
Aon PLC | | | 45,682 | | | | 4,553,582 | |
Apartment Investment & Management Co. Class A REIT | | | 27,165 | | | | 1,003,203 | |
Assurant, Inc. | | | 10,846 | | | | 726,682 | |
AvalonBay Communities, Inc. REIT | | | 21,029 | | | | 3,361,906 | |
Bank of America Corp. | | | 1,655,566 | | | | 28,177,733 | |
Bank of New York Mellon Corp. | | | 171,591 | | | | 7,201,674 | |
BB&T Corp. | | | 116,439 | | | | 4,693,656 | |
Berkshire Hathaway, Inc. Class B(a) | | | 287,519 | | | | 39,134,211 | |
BlackRock, Inc. | | | 20,118 | | | | 6,960,426 | |
Boston Properties, Inc. REIT | | | 24,821 | | | | 3,004,334 | |
Capital One Financial Corp. | | | 88,868 | | | | 7,817,718 | |
CBRE Group, Inc.(a) | | | 42,908 | | | | 1,587,596 | |
Charles Schwab Corp. | | | 181,489 | | | | 5,925,616 | |
Chubb Corp. | | | 35,896 | | | | 3,415,145 | |
Cincinnati Financial Corp. | | | 23,305 | | | | 1,169,445 | |
Citigroup, Inc. | | | 474,493 | | | | 26,210,993 | |
CME Group, Inc. | | | 49,092 | | | | 4,568,501 | |
Comerica, Inc. | | | 25,917 | | | | 1,330,060 | |
Crown Castle International Corp. REIT | | | 51,842 | | | | 4,162,913 | |
Discover Financial Services | | | 72,977 | | | | 4,204,935 | |
E*TRADE Financial Corp.(a) | | | 43,889 | | | | 1,314,476 | |
Equity Residential REIT | | | 56,238 | | | | 3,946,220 | |
Essex Property Trust, Inc. REIT | | | 9,555 | | | | 2,030,437 | |
Fifth Third Bancorp | | | 136,554 | | | | 2,843,054 | |
Franklin Resources, Inc. | | | 62,651 | | | | 3,071,779 | |
General Growth Properties, Inc. REIT | | | 100,542 | | | | 2,579,908 | |
Genworth Financial, Inc. Class A(a) | | | 71,189 | | | | 538,901 | |
Goldman Sachs Group, Inc. | | | 63,688 | | | | 13,297,417 | |
Hartford Financial Services Group, Inc. | | | 70,630 | | | | 2,936,089 | |
HCP, Inc. REIT | | | 69,777 | | | | 2,544,767 | |
Health Care REIT, Inc. | | | 55,581 | | | | 3,647,781 | |
Host Hotels & Resorts, Inc. REIT | | | 113,659 | | | | 2,253,858 | |
Hudson City Bancorp, Inc. | | | 66,376 | | | | 655,795 | |
Huntington Bancshares, Inc. | | | 122,865 | | | | 1,389,603 | |
Intercontinental Exchange, Inc. | | | 17,525 | | | | 3,918,765 | |
Invesco Ltd. | | | 65,489 | | | | 2,455,183 | |
Iron Mountain, Inc. REIT | | | 33,274 | | | | 1,031,494 | |
JPMorgan Chase & Co. | | | 587,672 | | | | 39,820,655 | |
KeyCorp | | | 128,679 | | | | 1,932,759 | |
Kimco Realty Corp. REIT | | | 64,016 | | | | 1,442,921 | |
Legg Mason, Inc. | | | 15,615 | | | | 804,641 | |
Leucadia National Corp. | | | 47,809 | | | | 1,160,802 | |
See Notes to Financial Statements.
4
State Street Equity 500 Index Portfolio
Portfolio of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | |
| | Shares | | | Value | |
COMMON STOCKS – (continued) | |
Financials – (continued) | |
Lincoln National Corp. | | | 40,310 | | | $ | 2,387,158 | |
Loews Corp. | | | 48,012 | | | | 1,848,942 | |
M&T Bank Corp. | | | 21,534 | | | | 2,690,243 | |
Macerich Co. REIT | | | 20,945 | | | | 1,562,497 | |
Marsh & McLennan Cos., Inc. | | | 82,934 | | | | 4,702,358 | |
McGraw Hill Financial, Inc. | | | 43,298 | | | | 4,349,284 | |
MetLife, Inc. | | | 175,626 | | | | 9,833,300 | |
Moody’s Corp. | | | 26,634 | | | | 2,875,407 | |
Morgan Stanley | | | 239,155 | | | | 9,276,822 | |
NASDAQ OMX Group, Inc. | | | 21,225 | | | | 1,035,992 | |
Navient Corp. | | | 59,941 | | | | 1,091,526 | |
Northern Trust Corp. | | | 35,310 | | | | 2,699,803 | |
People’s United Financial, Inc. | | | 49,334 | | | | 799,704 | |
Plum Creek Timber Co., Inc. REIT | | | 27,186 | | | | 1,102,936 | |
PNC Financial Services Group, Inc. | | | 82,842 | | | | 7,923,837 | |
Principal Financial Group, Inc. | | | 45,626 | | | | 2,340,158 | |
Progressive Corp. | | | 85,852 | | | | 2,389,261 | |
ProLogis, Inc. REIT | | | 80,147 | | | | 2,973,454 | |
Prudential Financial, Inc. | | | 73,437 | | | | 6,427,206 | |
Public Storage, Inc. REIT | | | 22,852 | | | | 4,213,223 | |
Realty Income Corp. REIT | | | 35,500 | | | | 1,575,845 | |
Regions Financial Corp. | | | 213,143 | | | | 2,208,161 | |
Simon Property Group, Inc. REIT | | | 48,935 | | | | 8,466,734 | |
State Street Corp.(b) | | | 66,647 | | | | 5,131,819 | |
SunTrust Banks, Inc. | | | 78,882 | | | | 3,393,504 | |
T. Rowe Price Group, Inc. | | | 41,420 | | | | 3,219,577 | |
Torchmark Corp. | | | 19,384 | | | | 1,128,536 | |
Travelers Cos., Inc. | | | 51,098 | | | | 4,939,133 | |
U.S. Bancorp | | | 278,230 | | | | 12,075,182 | |
Unum Group | | | 43,424 | | | | 1,552,408 | |
Ventas, Inc. REIT | | | 51,003 | | | | 3,166,776 | |
Vornado Realty Trust REIT | | | 27,746 | | | | 2,633,928 | |
Wells Fargo & Co. | | | 735,046 | | | | 41,338,987 | |
Weyerhaeuser Co. REIT | | | 81,681 | | | | 2,572,951 | |
XL Group PLC | | | 48,220 | | | | 1,793,784 | |
Zions Bancorporation | | | 31,258 | | | | 991,973 | |
| | | | | | | | |
| | | | | | | 473,215,988 | |
| | | | | | | | |
Health Care – 15.0% | |
Abbott Laboratories | | | 233,759 | | | | 11,472,892 | |
AbbVie, Inc. | | | 270,563 | | | | 18,179,128 | |
Aetna, Inc. | | | 55,415 | | | | 7,063,196 | |
Agilent Technologies, Inc. | | | 52,075 | | | | 2,009,054 | |
Alexion Pharmaceuticals, Inc.(a) | | | 35,227 | | | | 6,367,985 | |
Allergan PLC(a) | | | 61,526 | | | | 18,670,680 | |
AmerisourceBergen Corp. | | | 33,552 | | | | 3,567,920 | |
Amgen, Inc. | | | 119,991 | | | | 18,421,018 | |
Anthem, Inc. | | | 42,119 | | | | 6,913,413 | |
Baxter International, Inc. | | | 86,645 | | | | 6,059,085 | |
Becton Dickinson and Co. | | | 33,504 | | | | 4,745,842 | |
Biogen, Inc.(a) | | | 37,347 | | | | 15,085,947 | |
Boston Scientific Corp.(a) | | | 208,377 | | | | 3,688,273 | |
Bristol-Myers Squibb Co. | | | 261,112 | | | | 17,374,392 | |
C.R. Bard, Inc. | | | 11,162 | | | | 1,905,353 | |
Cardinal Health, Inc. | | | 52,424 | | | | 4,385,268 | |
Celgene Corp.(a) | | | 125,265 | | | | 14,497,545 | |
Cerner Corp.(a) | | | 47,263 | | | | 3,263,983 | |
CIGNA Corp. | | | 39,511 | | | | 6,400,782 | |
DaVita HealthCare Partners, Inc.(a) | | | 26,572 | | | | 2,111,677 | |
DENTSPLY International, Inc. | | | 20,166 | | | | 1,039,557 | |
Edwards Lifesciences Corp.(a) | | | 16,445 | | | | 2,342,261 | |
Eli Lilly & Co. | | | 152,857 | | | | 12,762,031 | |
Endo International PLC(a) | | | 31,900 | | | | 2,540,835 | |
Express Scripts Holding Co.(a) | | | 114,747 | | | | 10,205,598 | |
Gilead Sciences, Inc. | | | 232,946 | | | | 27,273,318 | |
HCA Holdings, Inc.(a) | | | 46,800 | | | | 4,245,696 | |
Henry Schein, Inc.(a) | | | 13,100 | | | | 1,861,772 | |
Hospira, Inc.(a) | | | 28,117 | | | | 2,494,259 | |
Humana, Inc. | | | 22,717 | | | | 4,345,308 | |
Intuitive Surgical, Inc.(a) | | | 5,452 | | | | 2,641,494 | |
Johnson & Johnson | | | 437,341 | | | | 42,623,254 | |
Laboratory Corp. of America Holdings(a) | | | 16,747 | | | | 2,030,071 | |
Mallinckrodt PLC(a) | | | 17,700 | | | | 2,083,644 | |
McKesson Corp. | | | 36,031 | | | | 8,100,129 | |
Medtronic PLC | | | 221,604 | | | | 16,420,856 | |
Merck & Co., Inc. | | | 445,198 | | | | 25,345,122 | |
Mylan, Inc.(a) | | | 64,807 | | | | 4,397,803 | |
Patterson Cos., Inc. | | | 11,159 | | | | 542,885 | |
PerkinElmer, Inc. | | | 16,632 | | | | 875,508 | |
Perrigo Co. PLC | | | 22,414 | | | | 4,142,780 | |
Pfizer, Inc. | | | 966,348 | | | | 32,401,648 | |
Quest Diagnostics, Inc. | | | 22,158 | | | | 1,606,898 | |
Regeneron Pharmaceuticals, Inc.(a) | | | 11,458 | | | | 5,845,070 | |
St. Jude Medical, Inc. | | | 44,053 | | | | 3,218,953 | |
Stryker Corp. | | | 45,595 | | | | 4,357,514 | |
Tenet Healthcare Corp.(a) | | | 13,452 | | | | 778,602 | |
Thermo Fisher Scientific, Inc. | | | 62,512 | | | | 8,111,557 | |
UnitedHealth Group, Inc. | | | 148,522 | | | | 18,119,684 | |
Universal Health Services, Inc. | | | 13,300 | | | | 1,889,930 | |
Varian Medical Systems, Inc.(a) | | | 15,631 | | | | 1,318,162 | |
Vertex Pharmaceuticals, Inc.(a) | | | 38,748 | | | | 4,784,603 | |
Waters Corp.(a) | | | 14,215 | | | | 1,824,922 | |
Zimmer Holdings, Inc. | | | 25,727 | | | | 2,810,160 | |
Zoetis, Inc. | | | 76,228 | | | | 3,675,714 | |
| | | | | | | | |
| | | | | | | 441,241,031 | |
| | | | | | | | |
Industrials – 10.0% | |
3M Co. | | | 99,043 | | | | 15,282,335 | |
ADT Corp. | | | 25,056 | | | | 841,130 | |
Allegion PLC | | | 17,437 | | | | 1,048,661 | |
American Airlines Group, Inc. | | | 112,000 | | | | 4,472,720 | |
AMETEK, Inc. | | | 37,101 | | | | 2,032,393 | |
Boeing Co. | | | 102,124 | | | | 14,166,641 | |
C.H. Robinson Worldwide, Inc. | | | 22,382 | | | | 1,396,413 | |
Caterpillar, Inc. | | | 93,855 | | | | 7,960,781 | |
Cintas Corp. | | | 15,222 | | | | 1,287,629 | |
CSX Corp. | | | 155,859 | | | | 5,088,796 | |
Cummins, Inc. | | | 26,444 | | | | 3,469,188 | |
Danaher Corp. | | | 96,478 | | | | 8,257,552 | |
Deere & Co. | | | 53,554 | | | | 5,197,416 | |
Delta Air Lines, Inc. | | | 130,566 | | | | 5,363,651 | |
Dover Corp. | | | 27,945 | | | | 1,961,180 | |
Dun & Bradstreet Corp. | | | 6,145 | | | | 749,690 | |
Eaton Corp. PLC | | | 76,199 | | | | 5,142,671 | |
Emerson Electric Co. | | | 110,169 | | | | 6,106,668 | |
Equifax, Inc. | | | 20,295 | | | | 1,970,442 | |
See Notes to Financial Statements.
5
State Street Equity 500 Index Portfolio
Portfolio of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | |
| | Shares | | | Value | |
COMMON STOCKS – (continued) | |
Industrials – (continued) | |
Expeditors International of Washington, Inc. | | | 29,444 | | | $ | 1,357,516 | |
Fastenal Co. | | | 44,042 | | | | 1,857,692 | |
FedEx Corp. | | | 41,950 | | | | 7,148,280 | |
Flowserve Corp. | | | 23,555 | | | | 1,240,406 | |
Fluor Corp. | | | 22,556 | | | | 1,195,694 | |
General Dynamics Corp. | | | 48,689 | | | | 6,898,744 | |
General Electric Co. | | | 1,586,963 | | | | 42,165,607 | |
Honeywell International, Inc. | | | 123,603 | | | | 12,603,798 | |
Illinois Tool Works, Inc. | | | 56,071 | | | | 5,146,757 | |
Ingersoll-Rand PLC | | | 41,116 | | | | 2,772,041 | |
Jacobs Engineering Group, Inc.(a) | | | 20,157 | | | | 818,777 | |
JB Hunt Transport Services, Inc. | | | 14,500 | | | | 1,190,305 | |
Joy Global, Inc. | | | 14,887 | | | | 538,909 | |
Kansas City Southern | | | 16,704 | | | | 1,523,405 | |
L-3 Communications Holdings, Inc. | | | 12,465 | | | | 1,413,282 | |
Lockheed Martin Corp. | | | 42,749 | | | | 7,947,039 | |
Masco Corp. | | | 54,139 | | | | 1,443,887 | |
Nielsen NV | | | 52,275 | | | | 2,340,352 | |
Norfolk Southern Corp. | | | 49,768 | | | | 4,347,733 | |
Northrop Grumman Corp. | | | 31,686 | | | | 5,026,350 | |
PACCAR, Inc. | | | 54,235 | | | | 3,460,735 | |
Pall Corp. | | | 16,107 | | | | 2,004,516 | |
Parker-Hannifin Corp. | | | 23,914 | | | | 2,781,916 | |
Pentair PLC | | | 28,991 | | | | 1,993,131 | |
Pitney Bowes, Inc. | | | 30,921 | | | | 643,466 | |
Precision Castparts Corp. | | | 21,978 | | | | 4,392,743 | |
Quanta Services, Inc.(a) | | | 30,293 | | | | 873,044 | |
Raytheon Co. | | | 47,736 | | | | 4,567,381 | |
Republic Services, Inc. | | | 41,114 | | | | 1,610,435 | |
Robert Half International, Inc. | | | 20,374 | | | | 1,130,757 | |
Rockwell Automation, Inc. | | | 21,779 | | | | 2,714,535 | |
Rockwell Collins, Inc. | | | 22,300 | | | | 2,059,405 | |
Roper Technologies, Inc. | | | 16,535 | | | | 2,851,626 | |
Ryder System, Inc. | | | 9,755 | | | | 852,294 | |
Snap-on, Inc. | | | 8,872 | | | | 1,412,866 | |
Southwest Airlines Co. | | | 105,927 | | | | 3,505,124 | |
Stanley Black & Decker, Inc. | | | 24,950 | | | | 2,625,738 | |
Stericycle, Inc.(a) | | | 14,104 | | | | 1,888,667 | |
Textron, Inc. | | | 44,906 | | | | 2,004,155 | |
Tyco International PLC | | | 67,336 | | | | 2,591,089 | |
Union Pacific Corp. | | | 140,038 | | | | 13,355,424 | |
United Parcel Service, Inc. Class B | | | 109,455 | | | | 10,607,284 | |
United Rentals, Inc.(a) | | | 15,200 | | | | 1,331,824 | |
United Technologies Corp. | | | 128,827 | | | | 14,290,779 | |
W.W. Grainger, Inc. | | | 9,412 | | | | 2,227,350 | |
Waste Management, Inc. | | | 68,204 | | | | 3,161,255 | |
Xylem, Inc. | | | 32,634 | | | | 1,209,742 | |
| | | | | | | | |
| | | | | | | 292,919,812 | |
| | | | | | | | |
Information Technology – 19.3% | |
Accenture PLC Class A | | | 99,282 | | | | 9,608,512 | |
Adobe Systems, Inc.(a) | | | 73,813 | | | | 5,979,591 | |
Akamai Technologies, Inc.(a) | | | 27,734 | | | | 1,936,388 | |
Alliance Data Systems Corp.(a) | | | 10,204 | | | | 2,978,956 | |
Altera Corp. | | | 44,454 | | | | 2,276,045 | |
Amphenol Corp. Class A | | | 49,980 | | | | 2,897,341 | |
Analog Devices, Inc. | | | 50,818 | | | | 3,261,753 | |
Apple, Inc. | | | 905,864 | | | | 113,617,992 | |
Applied Materials, Inc. | | | 190,653 | | | | 3,664,351 | |
Autodesk, Inc.(a) | | | 34,170 | | | | 1,711,063 | |
Automatic Data Processing, Inc. | | | 76,465 | | | | 6,134,787 | |
Avago Technologies, Ltd. | | | 38,718 | | | | 5,146,784 | |
Broadcom Corp. Class A | | | 87,635 | | | | 4,512,326 | |
CA, Inc. | | | 54,159 | | | | 1,586,317 | |
Cisco Systems, Inc. | | | 803,029 | | | | 22,051,176 | |
Citrix Systems, Inc.(a) | | | 25,678 | | | | 1,801,568 | |
Cognizant Technology Solutions Corp. Class A(a) | | | 93,627 | | | | 5,719,673 | |
Computer Sciences Corp. | | | 22,732 | | | | 1,492,128 | |
Corning, Inc. | | | 203,350 | | | | 4,012,095 | |
eBay, Inc.(a) | | | 170,458 | | | | 10,268,390 | |
Electronic Arts, Inc.(a) | | | 50,121 | | | | 3,333,046 | |
EMC Corp. | | | 305,674 | | | | 8,066,737 | |
Equinix, Inc. REIT | | | 8,800 | | | | 2,235,200 | |
F5 Networks, Inc.(a) | | | 10,559 | | | | 1,270,776 | |
Facebook, Inc. Class A(a) | | | 331,507 | | | | 28,431,698 | |
Fidelity National Information Services, Inc. | | | 44,886 | | | | 2,773,955 | |
First Solar, Inc.(a) | | | 11,749 | | | | 551,968 | |
Fiserv, Inc.(a) | | | 40,042 | | | | 3,316,679 | |
FLIR Systems, Inc. | | | 20,339 | | | | 626,848 | |
Google, Inc. Class A(a) | | | 45,023 | | | | 24,314,221 | |
Google, Inc. Class C(a) | | | 44,845 | | | | 23,342,271 | |
Harris Corp. | | | 16,098 | | | | 1,238,097 | |
Hewlett-Packard Co. | | | 289,363 | | | | 8,683,784 | |
Intel Corp. | | | 740,620 | | | | 22,525,957 | |
International Business Machines Corp. | | | 143,647 | | | | 23,365,621 | |
Intuit, Inc. | | | 42,026 | | | | 4,234,960 | |
Juniper Networks, Inc. | | | 58,444 | | | | 1,517,791 | |
KLA-Tencor Corp. | | | 26,573 | | | | 1,493,668 | |
Lam Research Corp. | | | 24,281 | | | | 1,975,259 | |
Linear Technology Corp. | | | 35,021 | | | | 1,548,979 | |
Mastercard, Inc. Class A | | | 155,049 | | | | 14,493,980 | |
Microchip Technology, Inc. | | | 34,006 | | | | 1,612,735 | |
Micron Technology, Inc.(a) | | | 173,328 | | | | 3,265,500 | |
Microsoft Corp.(c) | | | 1,270,477 | | | | 56,091,560 | |
Motorola Solutions, Inc. | | | 33,022 | | | | 1,893,481 | |
NetApp, Inc. | | | 49,643 | | | | 1,566,733 | |
NVIDIA Corp. | | | 87,012 | | | | 1,749,811 | |
Oracle Corp. | | | 507,070 | | | | 20,434,921 | |
Paychex, Inc. | | | 49,131 | | | | 2,303,261 | |
Qorvo, Inc.(a) | | | 23,300 | | | | 1,870,291 | |
QUALCOMM, Inc. | | | 258,985 | | | | 16,220,231 | |
Red Hat, Inc.(a) | | | 28,130 | | | | 2,135,911 | |
Salesforce.com, Inc.(a) | | | 93,805 | | | | 6,531,642 | |
SanDisk Corp. | | | 33,206 | | | | 1,933,253 | |
Seagate Technology PLC | | | 49,776 | | | | 2,364,360 | |
Skyworks Solutions, Inc. | | | 29,700 | | | | 3,091,770 | |
SL Green Realty Corp. REIT | | | 15,400 | | | | 1,692,306 | |
Symantec Corp. | | | 108,203 | | | | 2,515,720 | |
TE Connectivity, Ltd. | | | 64,849 | | | | 4,169,791 | |
Teradata Corp.(a) | | | 21,913 | | | | 810,781 | |
Texas Instruments, Inc. | | | 163,806 | | | | 8,437,647 | |
Total System Services, Inc. | | | 22,999 | | | | 960,668 | |
VeriSign, Inc.(a) | | | 19,320 | | | | 1,192,430 | |
Visa, Inc. Class A | | | 304,440 | | | | 20,443,146 | |
Western Digital Corp. | | | 33,647 | | | | 2,638,598 | |
Western Union Co. | | | 89,340 | | | | 1,816,282 | |
See Notes to Financial Statements.
6
State Street Equity 500 Index Portfolio
Portfolio of Investments — (continued)
June 30, 2015 (Unaudited)
| | | | | | | | |
| | Shares | | | Value | |
COMMON STOCKS – (continued) | |
Information Technology – (continued) | |
Xerox Corp. | | | 161,592 | | | $ | 1,719,339 | |
Xilinx, Inc. | | | 39,642 | | | | 1,750,591 | |
Yahoo!, Inc.(a) | | | 137,637 | | | | 5,407,758 | |
| | | | | | | | |
| | | | | | | 566,619,248 | |
| | | | | | | | |
Materials – 3.1% | |
Air Products & Chemicals, Inc. | | | 29,807 | | | | 4,078,492 | |
Airgas, Inc. | | | 10,040 | | | | 1,062,031 | |
Alcoa, Inc. | | | 183,889 | | | | 2,050,362 | |
Allegheny Technologies, Inc. | | | 14,911 | | | | 450,312 | |
Avery Dennison Corp. | | | 13,318 | | | | 811,599 | |
Ball Corp. | | | 21,658 | | | | 1,519,309 | |
C.F. Industries Holdings, Inc. | | | 40,030 | | | | 2,573,128 | |
Dow Chemical Co. | | | 173,790 | | | | 8,892,834 | |
E.I. du Pont de Nemours & Co. | | | 142,594 | | | | 9,118,886 | |
Eastman Chemical Co. | | | 25,372 | | | | 2,075,937 | |
Ecolab, Inc. | | | 41,565 | | | | 4,699,755 | |
FMC Corp. | | | 22,922 | | | | 1,204,551 | |
Freeport-McMoRan, Inc. | | | 157,964 | | | | 2,941,290 | |
International Flavors & Fragrances, Inc. | | | 13,780 | | | | 1,506,016 | |
International Paper Co. | | | 66,808 | | | | 3,179,393 | |
LyondellBasell Industries NV Class A | | | 62,452 | | | | 6,465,031 | |
Martin Marietta Materials, Inc. | | | 10,555 | | | | 1,493,638 | |
MeadWestvaco Corp. | | | 24,943 | | | | 1,177,060 | |
Monsanto Co. | | | 75,094 | | | | 8,004,270 | |
Mosaic Co. | | | 47,516 | | | | 2,226,125 | |
Newmont Mining Corp. | | | 73,573 | | | | 1,718,665 | |
Nucor Corp. | | | 53,006 | | | | 2,335,975 | |
Owens-Illinois, Inc.(a) | | | 22,763 | | | | 522,183 | |
PPG Industries, Inc. | | | 42,888 | | | | 4,920,111 | |
Praxair, Inc. | | | 45,000 | | | | 5,379,750 | |
Sealed Air Corp. | | | 32,469 | | | | 1,668,257 | |
Sherwin-Williams Co. | | | 13,287 | | | | 3,654,191 | |
Sigma-Aldrich Corp. | | | 19,661 | | | | 2,739,760 | |
Vulcan Materials Co. | | | 22,290 | | | | 1,870,800 | |
WestRock Co.(a) | | | 13,293 | | | | 809,544 | |
| | | | | | | | |
| | | | | | | 91,149,255 | |
| | | | | | | | |
Telecommunication Services – 2.2% | |
AT&T, Inc. | | | 816,573 | | | | 29,004,673 | |
CenturyLink, Inc. | | | 86,173 | | | | 2,531,763 | |
Frontier Communications Corp. | | | 143,538 | | | | 710,513 | |
Level 3 Communications, Inc.(a) | | | 41,500 | | | | 2,185,805 | |
Verizon Communications, Inc. | | | 639,051 | | | | 29,786,167 | |
| | | | | | | | |
| | | | | | | 64,218,921 | |
| | | | | | | | |
Utilities – 2.7% | |
AES Corp. | | | 98,059 | | | | 1,300,262 | |
AGL Resources, Inc. | | | 18,002 | | | | 838,173 | |
Ameren Corp. | | | 36,056 | | | | 1,358,590 | |
American Electric Power Co., Inc. | | | 75,043 | | | | 3,975,028 | |
CenterPoint Energy, Inc. | | | 65,335 | | | | 1,243,325 | |
CMS Energy Corp. | | | 42,001 | | | | 1,337,312 | |
Consolidated Edison, Inc. | | | 47,100 | | | | 2,726,148 | |
Dominion Resources, Inc. | | | 91,268 | | | | 6,103,091 | |
DTE Energy Co. | | | 29,539 | | | | 2,204,791 | |
Duke Energy Corp. | | | 110,491 | | | | 7,802,874 | |
Edison International | | | 49,505 | | | | 2,751,488 | |
Entergy Corp. | | | 27,000 | | | | 1,903,500 | |
Eversource Energy | | | 51,243 | | | | 2,326,945 | |
Exelon Corp. | | | 131,659 | | | | 4,136,726 | |
FirstEnergy Corp. | | | 68,129 | | | | 2,217,599 | |
NextEra Energy, Inc. | | | 69,057 | | | | 6,769,658 | |
NiSource, Inc. | | | 47,478 | | | | 2,164,522 | |
NRG Energy, Inc. | | | 51,498 | | | | 1,178,274 | |
Pepco Holdings, Inc. | | | 35,659 | | | | 960,653 | |
PG&E Corp. | | | 77,112 | | | | 3,786,199 | |
Pinnacle West Capital Corp. | | | 18,956 | | | | 1,078,407 | |
PPL Corp. | | | 105,756 | | | | 3,116,629 | |
Public Service Enterprise Group, Inc. | | | 76,936 | | | | 3,022,046 | |
SCANA Corp. | | | 23,801 | | | | 1,205,521 | |
Sempra Energy | | | 35,624 | | | | 3,524,638 | |
Southern Co. | | | 139,484 | | | | 5,844,380 | |
TECO Energy, Inc. | | | 42,650 | | | | 753,199 | |
WEC Energy Group, Inc. | | | 45,587 | | | | 2,050,049 | |
Xcel Energy, Inc. | | | 80,800 | | | | 2,600,145 | |
| | | | | | | | |
| | | | | | | 80,280,172 | |
| | | | | | | | |
TOTAL COMMON STOCKS (Cost $1,395,305,844) | | | | 2,870,961,961 | |
| | | | | |
| | |
| | Par Amount | | | | |
U.S. GOVERNMENT SECURITY – 0.1% | |
U.S. Treasury Bill 0.01% due 07/09/2015(c)(d)(e) | | $ | 3,760,000 | | | | 3,759,996 | |
| | | | | | | | |
TOTAL U.S. GOVERNMENT SECURITY – 0.1% (Cost $3,759,996) | | | | 3,759,996 | |
| | | | | | | | |
| | |
| | Shares | | | | |
MONEY MARKET FUND – 2.0% | |
State Street Institutional Liquid Reserves Fund, Premier Class 0.11%(b)(f) | | | 58,147,914 | | | | 58,147,914 | |
| | | | | | | | |
TOTAL MONEY MARKET FUND – 2.0% (Cost $58,147,914) | | | | 58,147,914 | |
| | | | | | | | |
TOTAL INVESTMENTS – 99.9%(g) (Cost $1,457,213,754) | | | | 2,932,869,871 | |
Other Assets in Excess of Liabilities – 0.1% | | | | | | | 1,541,890 | |
| | | | | | | | |
NET ASSETS – 100.0% | | | | | | $ | 2,934,411,761 | |
| | | | | | | | |
(a) | Non-income producing security. |
(b) | Affiliated issuer (Note 4). |
(c) | All or part of this security has been designated as collateral for futures contracts. |
(d) | Rate represents annualized yield at date of purchase. |
(e) | Securities are valued in accordance with procedures approved by the Board of Trustees. Securities’ values are determined based on Level 2 inputs. |
(f) | The rate shown is the annualized seven-day yield at period end. |
(g) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 1 (Note 2). |
See Notes to Financial Statements.
7
State Street Equity 500 Index Portfolio
Portfolio of Investments — (continued)
June 30, 2015 (Unaudited)
| | |
PLC | | Public Limited Company |
REIT | | Real Estate Investment Trust |
| | | | | | | | | | | | |
Schedule of Futures Contracts | | Number of Contracts | | | Notional Value | | | Unrealized Depreciation | |
S&P 500 Financial Futures Contracts (long) Expiration Date 09/2015 | | | 648 | | | $ | 66,562,560 | | | $ | (655,898 | ) |
| | | | | | | | | | | | |
Total unrealized depreciation on open futures contracts purchased | | | | | | | | | | $ | (655,898 | ) |
| | | | | | | | | | | | |
See Notes to Financial Statements.
8
State Street Equity 500 Index Portfolio
Statement of Assets and Liabilities
June 30, 2015 (Unaudited)
| | | | |
Assets | | | | |
Investments in unaffiliated issuers, at value (cost $1,396,714,640) (Note 2) | | $ | 2,869,590,138 | |
Investments in non-controlled affiliated issuer, at value (cost $60,499,114) (Notes 2 and 4) | | | 63,279,733 | |
| | | | |
Total investments (cost $1,457,213,754) | | | 2,932,869,871 | |
Cash | | | 233,616 | |
Cash at broker | | | 757,654 | |
Receivable for investment securities sold | | | 505,671 | |
Dividends and interest receivable | | | 3,279,002 | |
Dividend receivable from non-controlled affiliates (Note 4) | | | 26,292 | |
| | | | |
Total assets | | | 2,937,672,106 | |
| | | | |
Liabilities | | | | |
Investment securities purchased | | | 1,999,918 | |
Daily variation margin on futures contracts | | | 656,212 | |
Management fees payable (Note 4) | | | 604,215 | |
| | | | |
Total liabilities | | | 3,260,345 | |
| | | | |
Net Assets | | $ | 2,934,411,761 | |
| | | | |
See Notes to Financial Statements.
9
State Street Equity 500 Index Portfolio
Statement of Operations
Six Months Ended June 30, 2015 (Unaudited)
| | | | |
Investment Income | | | | |
Dividend income – unaffiliated issuers (net of foreign taxes withheld of $96,005) | | $ | 29,776,455 | |
Dividend income – non-controlled affiliated issuer | | | 72,507 | |
Interest | | | 138 | |
| | | | |
Total investment income | | | 29,849,100 | |
| | | | |
Expenses | | | | |
Management fees (Note 4) | | | 658,954 | |
Other expenses | | | 156 | |
| | | | |
Total expenses | | | 659,110 | |
| | | | |
Net Investment Income | | | 29,189,990 | |
| | | | |
Realized and Unrealized Gain (Loss) | | | | |
Net realized gain on: | | | | |
Investments – unaffiliated issuers | | | 28,732,410 | |
Futures contracts | | | 4,237,467 | |
| | | | |
Net realized gain | | | 32,969,877 | |
| | | | |
Change in net unrealized appreciation (depreciation) on: | | | | |
Investments | | | (23,497,792 | ) |
Futures contracts | | | (3,037,956 | ) |
| | | | |
Net change in unrealized appreciation (depreciation) | | | (26,535,748 | ) |
| | | | |
Net realized and unrealized gain | | | 6,434,129 | |
| | | | |
Net Increase in Net Assets Resulting from Operations | | $ | 35,624,119 | |
| | | | |
See Notes to Financial Statements.
10
State Street Equity 500 Index Portfolio
Statements of Changes in Net Assets
| | | | | | | | |
| | Six Months Ended June 30, 2015 (Unaudited) | | | Year Ended December 31, 2014 | |
Increase (Decrease) in Net Assets From Operations: | | | | | | | | |
Net investment income | | $ | 29,189,990 | | | $ | 54,845,406 | |
Net realized gain on investments and futures contracts | | | 32,969,877 | | | | 17,844,354 | |
Net change in unrealized appreciation (depreciation) on investments and futures contracts | | | (26,535,748 | ) | | | 279,107,499 | |
| | | | | | | | |
Net increase in net assets from operations | | | 35,624,119 | | | | 351,797,259 | |
| | | | | | | | |
Capital Transactions: | | | | | | | | |
Contributions | | | 140,152,400 | | | | 353,779,321 | |
Withdrawals | | | (110,687,630 | ) | | | (185,039,609 | ) |
In-kind redemptions (Note 6) | | | – | | | | (390,808,177 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | 29,464,770 | | | | (222,068,465 | ) |
| | | | | | | | |
Net Increase in Net Assets | | | 65,088,889 | | | | 129,728,794 | |
Net Assets | | | | | | | | |
Beginning of period | | | 2,869,322,872 | | | | 2,739,594,078 | |
| | | | | | | | |
End of period | | $ | 2,934,411,761 | | | $ | 2,869,322,872 | |
| | | | | | | | |
See Notes to Financial Statements.
11
State Street Equity 500 Index Portfolio
Financial Highlights
The following table includes selected supplemental data and ratios to average net assets:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended 6/30/15 (Unaudited) | | | Year Ended 12/31/14 | | | Year Ended 12/31/13 | | | Year Ended 12/31/12 | | | Year Ended 12/31/11 | | | Year Ended 12/31/10 | |
Supplemental Data and Ratios: | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in thousands) | | $ | 2,934,412 | | | $ | 2,869,323 | | | $ | 2,739,594 | | | $ | 2,055,241 | | | $ | 1,825,528 | | | $ | 2,098,137 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | | | | | |
Expenses | | | 0.045 | %(a) | | | 0.045 | % | | | 0.045 | % | | | 0.045 | % | | | 0.045 | % | | | 0.045 | % |
Net investment income | | | 1.99 | %(a) | | | 1.98 | % | | | 2.05 | % | | | 2.26 | % | | | 2.04 | % | | | 1.99 | % |
Portfolio turnover rate(b) | | | 1 | % | | | 2 | % | | | 4 | % | | | 9 | % | | | 15 | % | | | 12 | % |
Total return(c) | | | 1.22 | % | | | 13.62 | % | | | 32.30 | % | | | 15.97 | % | | | 2.03 | % | | | 15.08 | % |
(b) | The portfolio turnover rate excludes in-kind security transactions. |
(c) | Results represent past performance and are not indicative of future results. |
See Notes to Financial Statements.
12
State Street Equity 500 Index Portfolio
Notes to Financial Statements
June 30, 2015 (Unaudited)
State Street Master Funds (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, and was organized as a business trust under the laws of the Commonwealth of Massachusetts on July 27, 1999. The Trust consists of ten investment portfolios: State Street Equity 500 Index Portfolio, State Street Equity 400 Index Portfolio, State Street Equity 2000 Index Portfolio, State Street Aggregate Bond Index Portfolio, State Street Money Market Portfolio, State Street Tax Free Money Market Portfolio, State Street Limited Duration Bond Portfolio, State Street Treasury Money Market Portfolio, State Street Treasury Plus Money Market Portfolio and State Street U.S. Government Money Market Portfolio. Information presented in these financial statements pertains only to the State Street Equity 500 Index Portfolio (the “Portfolio”).
At June 30, 2015, the following Portfolios were operational: State Street Money Market Portfolio, State Street Tax Free Money Market Portfolio, State Street U.S. Government Money Market Portfolio, State Street Treasury Money Market Portfolio and State Street Treasury Plus Money Market Portfolio. The Portfolios are authorized to issue an unlimited number of non-transferable beneficial interests.
The Portfolio’s investment objective is to replicate, as closely as possible, before expenses, the performance of the Standard & Poor’s 500 Index (the “S&P 500® Index”). The Portfolio uses a passive management strategy designed to track the performance of the S&P 500® Index. The S&P 500® Index is a well-known, unmanaged, stock index that includes common stocks of 500 companies from several industrial sectors representing a significant portion of the market value of all stocks publicly traded in the U.S. There is no assurance that the Portfolio will achieve its objective.
The Trust’s organizational documents provide that its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust. In addition, both in some of its principal service contracts and in the normal course of its business, the Trust enters into contracts that provide indemnifications to other parties for certain types of losses or liabilities. The Trust’s maximum exposure under these arrangements is unknown as this could involve future claims against the Trust. Management does not expect any significant claims.
2. | | Significant Accounting Policies |
The following is a summary of significant accounting policies followed by the Portfolio in the preparation of its financial statements:
The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) which requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Portfolio is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 946, Financial Services Investment Companies (“ASC 946”).
Security valuation – The Portfolio’s investments are valued at fair value each day that the Portfolio’s listing exchange is open and, for financial reporting purposes, as of the report date should the reporting period end on a day that the Portfolio’s listing exchange is not open. Fair value is generally defined as
13
State Street Equity 500 Index Portfolio
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
the price a fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. By its nature, a fair value price is a good faith estimate of the valuation in a current sale and may not reflect an actual market price. The investments of the Portfolio are valued pursuant to policies and procedures developed by the Oversight Committee (the “Committee”) and approved by the Board of Trustees of the Trust (the “Board”). The Committee provides oversight of the valuation of investments for the Portfolio. The Board has responsibility for determining the fair value of investments. The members of the Committee are approved by the Board. Valuation techniques used to value the Portfolio’s investments by major category are as follows:
| • | | Equity investments (including registered investment companies that are exchange-traded funds) traded on a recognized securities exchange for which market quotations are readily available are valued at the last sale price or official closing price, as applicable, on the primary market or exchange on which they trade. Equity investments traded on a recognized exchange for which there were no sales on that day are valued at the last published sale price or at fair value. |
| • | | Investments in registered investment companies (including money market funds) or other unitized pooled investment vehicles that are not traded on an exchange are valued at that day’s published net asset value per share or unit. Money market funds generally value portfolio investments using the amortized cost method as set forth in Rule 2a-7 under the 1940 Act and in accordance with Fund procedures to stabilize net asset value. |
| • | | Exchange-traded futures contracts are valued at the settlement price on the primary market on which, they are traded most extensively. Exchange-traded futures contracts traded on a recognized exchange for which there were no sales on that day are valued at the last reported sale price obtained from independent pricing services or brokers or at fair value. |
In the event prices or quotations are not readily available or that application of these methods of valuation results in a price for an investment which is deemed not to be representative of the fair value of such investment, fair value will be determined in good faith by the Committee, in accordance with valuation policies and procedures approved by the Board.
Fair value pricing could result in a difference between the prices used to calculate the Portfolio’s net asset value and the prices used by the Portfolio’s underlying index, which in turn could result in a difference between the Portfolio’s performance and the performance of the Portfolio’s underlying index. Various inputs are used in determining the value of the Portfolio’s investments. These inputs are categorized into a hierarchy consisting of three broad levels for financial reporting purposes. The Portfolio values its assets and liabilities at fair value using a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements) when market prices are not readily available or reliable. The categorization of a value determined for an investment within the hierarchy is based upon the pricing transparency of the investment and is not necessarily an indication of the risk associated with investing in it.
14
State Street Equity 500 Index Portfolio
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
The three levels of the fair value hierarchy are as follows:
| • | | Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities; |
| • | | Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not considered to be active, inputs other than quoted prices that are observable for the asset or liability (such as exchange rates, financing terms, interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market-corroborated inputs; and |
| • | | Level 3 – Unobservable inputs for the asset or liability, including the Committee’s assumptions used in determining the fair value of investments. |
Changes in valuation techniques may result in transfers in or out of an assigned level within the fair value hierarchy. Transfers between different levels of the fair value hierarchy are recognized at the end of the reporting period. The Portfolio had no transfers between levels for the six months ended June 30, 2015.
The following table summarizes the value of the Portfolio’s investments according to the fair value hierarchy as of June 30, 2015. The breakdown of the Portfolio’s investments into major categories is disclosed in its schedule of investments.
| | | | | | | | | | | | | | | | |
Description | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | | Significant Other Observable Inputs (Level 2) | | | Significant Unobservable Inputs (Level 3) | | | Total | |
ASSETS: INVESTMENTS: | | | | | | | | | | | | | | | | |
Common Stocks | | $ | 2,870,961,961 | | | $ | – | | | $ | – | | | $ | 2,870,961,961 | |
U.S. Government Security | | | – | | | | 3,759,996 | | | | – | | | | 3,759,996 | |
Money Market Fund | | | 58,147,914 | | | | – | | | | – | | | | 58,147,914 | |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS | | | 2,929,109,875 | | | | 3,759,996 | | | | – | | | | 2,932,869,871 | |
LIABILITIES: | | | | | | | | | | | | | | | | |
OTHER FINANCIAL INSTRUMENTS: | | | | | | | | | | | | | | | | |
Futures contracts* | | | (655,898 | ) | | | – | | | | – | | | | (655,898 | ) |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS AND OTHER FINANCIAL INSTRUMENTS | | $ | 2,928,453,977 | | | $ | 3,759,996 | | | $ | – | | | $ | 2,932,213,973 | |
| | | | | | | | | | | | | | | | |
* | Only unsettled receivable/payable for variation margin is reported within Statement of Assets and Liabilities. |
15
State Street Equity 500 Index Portfolio
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
Securities transactions, investment income and expenses – Securities transactions are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date. Interest income is recorded daily on the accrual basis and includes amortization of premium and accretion of discount on investments. Realized gains and losses from securities transactions are recorded on the basis of identified cost. Expenses are accrued daily based on average daily net assets.
All of the net investment income and realized and unrealized gains and losses from the security transactions of the Portfolio are allocated pro rata among the partners in the Portfolio on a daily basis based on each partner’s daily ownership percentage.
Federal income taxes – The Portfolio is not required to pay federal income taxes on its net investment income and net capital gains because it is treated as a partnership for federal income tax purposes. All interest, dividends, gains and losses of the Portfolio are deemed to have been “passed through” to the Portfolio’s partners in proportion to their holdings in the Portfolio, regardless of whether such items have been distributed by the Portfolio. Each partner is responsible for tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio has reviewed the tax positions for open years as of and during the year ended December 31, 2014, and determined it did not have a liability for any unrecognized tax expenses. The Portfolio recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. As of June 30, 2015, tax years 2011 through 2014 remain subject to examination by the Portfolio’s major tax jurisdictions, which include the United States of America and the Commonwealth of Massachusetts.
At June 30, 2015, the tax cost of investments was $1,457,213,754 on a federal tax basis. The aggregate gross unrealized appreciation and gross unrealized depreciation was $1,496,707,567 and $21,051,450, respectively, resulting in net appreciation of $1,475,656,117 for all securities as computed on a federal income tax basis.
Futures – The Portfolio may enter into financial futures contracts as part of its strategy to track the performance of the S&P 500® Index. Upon entering into a futures contract, the Portfolio is required to deposit with the broker cash or securities in an amount equal to a certain percentage of the contract amount. Variation margin payments are made or received by the Portfolio each day, depending on the daily fluctuations in the value of the underlying security or index, and are recorded for financial statement purposes as unrealized gains or losses by the Portfolio, which is recorded on the Statement of Assets and Liabilities. The Portfolio recognizes a realized gain or loss when the contract is closed, which is recorded on the Statement of Operations. The Portfolio voluntarily segregates securities in an amount equal to the outstanding value of the open futures contracts in accordance with Securities and Exchange Commission requirements.
The primary risks associated with the use of futures contracts are an imperfect correlation between the change in market value of the benchmark and the prices of futures contracts and the possibility of an illiquid market. To the extent permitted by the investment objective, restrictions and policies set forth in the Portfolio’s Prospectus and Statement of Additional Information, the Portfolio may participate in various derivative-based transactions. Derivative securities are instruments or agreements whose value is derived from an underlying security or index. The Portfolio’s use of derivatives includes futures. These instruments offer unique characteristics and risks that assist the Portfolio in meeting its investment objective. The Portfolio typically uses derivatives in two ways: cash equitization and return
16
State Street Equity 500 Index Portfolio
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
enhancement. Cash equitization is a technique that may be used by the Portfolio through the use of options and futures to earn “market-like” returns with the Portfolio’s excess and liquidity reserve cash balances and receivables. Return enhancement can be accomplished through the use of derivatives in the Portfolio. By purchasing certain instruments, the Portfolio may more effectively achieve the desired portfolio characteristics that assist in meeting the Portfolio’s investment objectives. Depending on how the derivatives are structured and utilized, the risks associated with them may vary widely. These risks are generally categorized as market risk, liquidity risk and counterparty or credit risk.
The following table, grouped into appropriate risk categories, discloses the amounts related to the Portfolio’s use of derivative instruments and hedging activities at June 30, 2015:
Liability Derivatives(1)
| | | | | | |
| | Equity Contracts Risk | | Total | |
Futures Contracts | | $(655,898) | | $ | (655,898 | ) |
Transactions in derivative instruments during the six months ended June 30, 2015, were as follows:
Realized Gain (Loss)(2)
| | | | | | |
| | Equity Contracts Risk | | Total | |
Futures Contracts | | $4,237,467 | | $ | 4,237,467 | |
Change in Appreciation (Depreciation)(3)
| | | | | | |
| | Equity Contracts Risk | | Total | |
Futures Contracts | | $(3,037,956) | | $ | (3,037,956 | ) |
(1) | Portfolio of Investments: Unrealized depreciation of futures contracts. Only unsettled receivable/payable for variation margin is reported within Statement of Assets and Liabilities. |
(2) | Statement of Operations location: Net realized gain on: Futures contracts |
(3) | Statement of Operations location: Change in net unrealized appreciation (depreciation) on: Futures contracts |
The average notional value of futures outstanding during the six months ended June 30, 2015 was $55,106,053.
3. | | Securities Transactions |
For the six months ended June 30, 2015, purchases and sales of investment securities, excluding short-term investments, and futures contracts, aggregated to $121,356,796 and $21,401,770, respectively.
4. | | Fees and Compensation Paid to Affiliates and Other Related Party Transactions |
The Portfolio has entered into an Investment Advisory Agreement with SSGA Funds Management, Inc. (“SSGA FM” or the “Adviser”), a subsidiary of State Street Corporation and an affiliate of State Street Bank and Trust Company (“State Street”), under which SSGA FM directs the investments of the Portfolio in accordance with its investment objective, policies, and limitations.
17
State Street Equity 500 Index Portfolio
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
Effective June 1, 2015, SSGA FM serves as Administrator and State Street serves as Sub-Administrator. The Trust has contracted with State Street to provide custody, sub-administration and transfer agent services to the Portfolio. In compensation for SSGA FM’s services as investment adviser and administrator and for State Street’s services as sub-administrator, custodian and transfer agent (and for assuming ordinary operating expenses of the Portfolio, including ordinary legal, audit and trustees expense), State Street receives a unitary fee, calculated daily, at the annual rate of 0.045% of the Portfolio’s average daily net assets. Prior to June 1, 2015, State Street served as Administrator.
Transactions with Affiliates
The Portfolio invested in an affiliated company, State Street Corp. The Portfolio also invested in the State Street Institutional Liquid Reserves Fund. Amounts relating to these investments at June 30, 2015 and for the six months then ended are:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Security Description | | Number of shares held at 12/31/14 | | | Shares purchased for the six months ended 06/30/15 | | | Shares sold for the six months ended 06/30/15 | | | Number of shares held at 06/30/15 | | | Value at 06/30/15 | | | Income earned for the six months ended 06/30/15 | | | Realized gain/loss on shares sold | |
State Street Corp. | | | 62,947 | | | | 3,700 | | | | – | | | | 66,647 | | | $ | 5,131,819 | | | $ | 42,654 | | | $ | – | |
State Street Institutional Liquid Reserves Fund, Premier Class | | | 91,116,189 | | | | 159,235,675 | | | | 192,203,950 | | | | 58,147,914 | | | | 58,147,914 | | | | 29,853 | | | | – | |
Independent Trustees are compensated on a calendar year basis. Any Trustee who is deemed to be an “interested person” (as defined in the 1940 Act) of the Portfolio does not receive compensation from the Portfolio for his or her service as a Trustee.
Each Independent Trustee receives for his or her services to the State Street Master Funds, State Street Institutional Investment Trust and SSGA Funds, a $141,500 annual base retainer in addition to $18,000 for each in-person meeting and $2,000 for each telephonic meeting from the Trust. The Trust will bear a pro rata allocation based on the Trust’s average monthly assets. The Co-Chairmen each receive an additional $44,000 annual retainer. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance. As of the date of this Report, the Trustees were not paid pension or retirement benefits as part of the Trust’s expenses.
The Trust’s officers are compensated by the Adviser and its affiliates.
On August 11, 2014, the State Street Equity 500 Index Fund redeemed its interest in the Portfolio in connection with a transfer of net assets to the State Street Equity 500 Index II Portfolio, a series of State Street Institutional Investment Trust. The transfer consisted of five hundred and three (503) securities totaling $387,955,841 at market value or 13% of the Portfolio and $2,852,336 in cash, and is disclosed in the Statement of Changes in Net Assets.
The Portfolio and other affiliated funds (each a “Participant” and, collectively, the “Participants”) share in a $300 million revolving credit facility provided by a syndication of banks. The Participants may borrow for the purpose of meeting shareholder redemption requests that otherwise might require the
18
State Street Equity 500 Index Portfolio
Notes to Financial Statements — (continued)
June 30, 2015 (Unaudited)
untimely disposition of securities. The Participants are charged an annual commitment fee which is calculated based on the unused portion of the shared credit line. Commitment fees are allocated among each of the Participants based on net assets. Commitment fees are ordinary fund operating expenses and are paid by the Adviser. A Participant incurs and pays the interest expense related to its borrowing. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1%. The Portfolio may borrow up to a maximum of 33 percent of its assets. The Portfolio had no outstanding loans during the period ended June 30, 2015.
19
State Street Equity 500 Index Portfolio
Other Information
June 30, 2015 (Unaudited)
Proxy | | Voting Policies and Procedures and Record |
Information regarding the Fund’s proxy voting policies and procedures, as well as information regarding how the Fund voted proxies, if any, during the most recent 12-month period ended June 30 is available without charge (1) by calling 1-877-521-4083 (toll free), or (2) on the website of the Securities and Exchange Commission (“SEC”) at www.sec.gov.
Quarterly | | Portfolio Schedule |
The Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The information on Form N-Q is available upon request, without charge, by calling 1-877-521-4083 (toll-free).
20
State Street Equity 500 Index Portfolio
Other Information — (continued)
June 30, 2015 (Unaudited)
TRUSTEE CONSIDERATIONS IN APPROVING CONTINUATION OF
INVESTMENT ADVISORY AGREEMENTS1
Overview of the Contract Review Process
Under the Investment Company Act of 1940, an investment advisory agreement between a mutual fund and its investment adviser may continue in effect from year to year only if its continuance is approved at least annually by the fund’s board of trustees, including by a vote of a majority of those trustees who are not “interested persons” of the fund (commonly referred to as, the “Independent Trustees”) cast in person at a meeting called for the purpose of considering such approval.
Consistent with these requirements, the Independent Trustees on the Board of Trustees (the “Board”) of the State Street Master Funds and State Street Institutional Investment Trust (each a “Trust” and together, the “Trusts”), met in Executive Sessions on April 12-13, 2015 and May 18-19, 2015 to consider a proposal to approve, with respect to each portfolio series of the each Trust (each, a “Fund” and collectively, the “Funds”), the continuation of the investment advisory agreement (the “Advisory Agreement”) with SSGA Funds Management, Inc. (the “Adviser”). Prior to voting on the proposal, the Independent Trustees, as well as the Trustees who are “interested persons” of the Adviser, reviewed information furnished by the Adviser and others reasonably necessary to permit the Board to evaluate the proposal fully.2 The Independent Trustees were separately represented by co-counsel that is independent of the Adviser in connection with their consideration of approval of the Advisory Agreements. Following the April 12-13, 2015 meeting, the Independent Trustees submitted questions and requests for additional information to management, and considered management’s responses thereto prior to and at the May 18-19, 2015 meeting. The Independent Trustees considered, among other things, the following:
1 Over the course of more than 15 years, the Independent Trustees have identified numerous relevant issues, factors and concerns (“issues, factors and concerns”) that they consider each year in connection with the proposed continuation of the advisory agreements, the administration agreement, the distribution plans, the distribution agreement and various related-party service agreements (the “annual review process”). The statement of issues, factors and concerns and the related conclusions of the Independent Trustees may not change substantially from year to year. However, the information requested by, and provided to, the Independent Trustees with respect to the issues, factors and concerns and on which their conclusions are based is updated annually and, in some cases, may differ substantially from the previous year. The Independent Trustees schedule annually a separate in-person meeting that is dedicated to the annual review process (the “special meeting”). At the special meeting and throughout the annual review process, the Independent Trustees take a fresh look at each of the issues, factors and concerns in light of the latest available information and each year present one or more sets of comments and questions to management with respect to specific issues, factors and concerns. Management responds to such comments and questions to the satisfaction of the Independent Trustee before the annual review process is completed and prior to the Independent Trustees voting on proposals to approve continuation of the agreements and plans.
2 Certain Funds had either recently commenced operations or had yet to commence operations, and as such, the Advisory Agreement was not up for renewal with respect to such Funds.
21
State Street Equity 500 Index Portfolio
Other Information — (continued)
June 30, 2015 (Unaudited)
Information about Performance, Expenses and Fees
| • | | A report prepared by an independent third-party provider of investment company data, which includes for the Fund: |
| ¡ | | Comparisons of the Fund’s performance over the past one-, three-, five- and ten-year periods ended December 31, 2014, as applicable, to the performance of an appropriate benchmark for the Fund and a universe of other mutual funds with similar investment objectives and policies; |
| ¡ | | Comparisons of the Fund’s expense ratio (with detail of component expenses) to the expense ratios of a group of comparable mutual funds selected by the independent third-party data provider; |
| ¡ | | A chart showing the Fund’s historical average net assets relative to its total expenses, management fees, and non-management expenses over the past five years, as applicable; and |
| ¡ | | Comparisons of the Fund’s contractual management fee to the contractual management fees of comparable mutual funds at different asset levels. |
| • | | Comparative information concerning fees charged by the Adviser for managing institutional accounts using investment strategies and techniques similar to those used in managing the Funds, as applicable; and |
| • | | Profitability analyses for (a) the Adviser with respect to the Fund and (b) affiliates of the Adviser that provide services to the Funds (“Affiliated Service Providers”). |
Information about Portfolio Management
| • | | Descriptions of the investment management services provided by the Adviser, including its investment strategies and processes; |
| • | | Information concerning the allocation of brokerage and the benefits received by the Adviser as a result of brokerage allocation, including information concerning the acquisition of any research through “soft dollar” benefits received in connection with the Funds’ brokerage; and |
| • | | Information regarding the procedures and processes used to value the assets of the Funds and the assistance provided to the administrator of the Funds by the Adviser in monitoring the effectiveness of such procedures and processes. |
Information about the Adviser
| • | | Reports detailing the financial results and condition of the Adviser and its affiliates; |
| • | | Descriptions of the qualifications, education and experience of the individual investment professionals responsible for managing the portfolios of the Funds; |
| • | | A copy of each Code of Ethics adopted by the Adviser, together with information relating to compliance with and the administration of such Codes; |
| • | | A copy of the Adviser’s proxy voting policies and procedures; |
22
State Street Equity 500 Index Portfolio
Other Information — (continued)
June 30, 2015 (Unaudited)
| • | | Information concerning the resources devoted by the Adviser to overseeing compliance by the Funds and their service providers, including the Adviser’s record of compliance with investment policies and restrictions and other operating policies of the Funds; and |
| • | | A description of the business continuity and disaster recovery plans of the Adviser; and |
| • | | Information regarding the Adviser’s risk management processes. |
Other Relevant Information
| • | | Information concerning the nature, quality and cost of various non-investment management services provided to the Funds by affiliates of the Adviser, including the custodian, administrator, fund accountant, transfer agent and securities lending agent of the Funds, and the role of the Adviser in managing the Funds’ relationship with these service providers; |
| • | | Copies of the Advisory Agreements and agreements with other service providers of the Funds; |
| • | | Draft responses to letter dated March 11, 2015 from Joseph P. Barri, LLC (co-counsel along with the law firm of Sullivan & Worcester LLP (together, “Independent Counsel”) to the Independent Trustees reviewed prior to such date by Independent Counsel, requesting specific information, from each of: |
| ¡ | | The Adviser, with respect to its operations relating to the Funds and its approximate profit margins before taxes from such operations for the Funds’ last fiscal year; and the relevant operations of other affiliated service providers to the Funds, together with their approximate profit margins from such relevant operations for the Funds’ last fiscal year; |
| ¡ | | State Street Bank and Trust Company (“State Street”), the sub-administrator, administrator, custodian, transfer agent, securities lending agent, and/or shareholder services, as applicable, for the Funds, with respect to its operations relating to the Funds; and |
| ¡ | | State Street Global Markets, LLC, the principal underwriter and distributor of the shares of the Funds (the “Distributor”), with respect to its operations relating to the Funds, together with the Funds’ related distribution plans and arrangements under SEC Rule 12b-1; |
| • | | Information from the Adviser, State Street and the Distributor with respect to State Street Master Funds and State Street Institutional Investment Trust providing any material changes to the previous information supplied in response to the letter dated March 11, 2015 from Joseph P. Barri, LLC prior to the Executive Sessions of the Board on May 18-19, 2015. |
| • | | Excerpts from the Funds’ most recent prospectuses, statements of additional information and respective annual reports for the fiscal year ended August 31, 2014 or December 31, 2014, as applicable. including (i) the latest prospectus descriptions of the Fund’s investment objectives, strategies and authorized investment techniques and investments; and (ii) the latest Annual Shareholder Report for the Fund, including Portfolio Management Discussion of Performance, as prepared by its portfolio management team, together with a graphic comparison of the performance of the Fund with its benchmark index, for its fiscal year ended August 31, 2014 or December 31, 2014, as applicable; |
23
State Street Equity 500 Index Portfolio
Other Information — (continued)
June 30, 2015 (Unaudited)
| • | | Lipper materials dated March 2015, circulated to the Independent Trustees and to Independent Counsel, with respect to the Funds for which such materials were then available; and |
| • | | A summary of the foregoing materials prepared by Independent Counsel. |
In addition to the information identified above, the Board considered information provided from time to time by the Adviser, and other service providers of the Funds throughout the year at meetings of the Board and its committees. At such meetings, the Trustees received, among other things, presentations by the portfolio managers and other investment professionals of the Adviser relating to the performance of the Funds and the investment strategies used in pursuing the Fund’s investment objective.
The Independent Trustees were assisted throughout the contract review process by their independent legal counsel. The Independent Trustees relied upon the advice of such counsel and their own business judgment in determining the material factors to be considered in evaluating the Advisory Agreement, and the weight to be given to each such factor. The conclusions reached with respect to the Advisory Agreement were based on a comprehensive evaluation of all the information provided and not any single factor. Moreover, each Trustee may have placed varying emphasis on particular factors in reaching conclusions with respect to the Fund.
Results of the Process
Based on a consideration of the foregoing and such other information as deemed relevant, including the factors and conclusions described below, on May 18-19. 2015 the Board, including a majority of the Independent Trustees, voted to approve the adoption of, as applicable, and the continuation of the Advisory Agreements effective June 1, 2015, for an additional year with respect to all Funds.
Nature, Extent and Quality of Services
In considering whether to approve the Advisory Agreements, the Board evaluated the nature, extent and quality of services provided to the Fund by the Adviser.
The Board considered the Adviser’s management capabilities and investment process with respect to the types of investments held by the Fund, including the education, experience and number of investment professionals and other personnel who provide portfolio management, investment research, and similar services to the Fund. The Board evaluated, where relevant, the abilities and experience of such investment personnel in analyzing particular markets, industries and specific issuers of securities in these markets and industries. The Board also considered the substantial expertise of the Adviser in developing and applying proprietary quantitative models for managing various Funds that invest primarily in equity securities. With respect to those Funds that invest primarily in fixed-income securities, the Board considered the extensive experience and resources committed by the Adviser to the evaluation of credit, interest-rate and currency risks. The Board also took into account the compensation paid to recruit and retain investment personnel, and the time and attention devoted to the Funds by senior management.
The Board reviewed the compliance programs of the Adviser and various affiliated service providers. Among other things, the Board considered compliance and reporting matters relating to personal trading by investment personnel, selective disclosure of portfolio holdings, late trading, frequent trading, portfolio valuation, business continuity, the allocation of investment opportunities and the voting of
24
State Street Equity 500 Index Portfolio
Other Information — (continued)
June 30, 2015 (Unaudited)
proxies. The Board also considered the role of the Adviser in monitoring the Fund’s securities lending activities.
On the basis of the foregoing and other relevant information, the Board concluded that the Adviser can be expected to continue to provide, high quality investment management and related services for the Funds.
Fund Performance
The Board compared the Fund’s investment performance to the performance of an appropriate benchmark and universe of comparable mutual funds for various time periods ended December 31, 2014 by evaluating the performance of the Fund’s feeder fund.
On the basis of the foregoing and other relevant information, the Board concluded that the performance of the operational Fund is satisfactory or better (a) by comparison to the performance of its peer group funds or (b) after considering steps taken by management to improve the performance of certain Funds.
Management Fees and Expenses
The Board reviewed the contractual investment advisory fee rates payable by the Fund and actual fees paid by the Fund, net of waivers. As part of its review, the Board considered each Fund’s management fee and total expense ratio (both before and after giving effect to any expense caps), as compared to a group of similarly managed funds selected by an independent data provider. The Board also considered the comparability of the fees charged and the services provided to the Fund by the Adviser to the fees charged and services provided to other clients of the Adviser, including institutional accounts. In addition, the Board considered the willingness of the Adviser to provide undertakings from time to time to waive fees or pay expenses of various Funds to limit the total expenses borne by shareholders of such Funds. On the basis of the foregoing and other relevant information, and in light of the nature, extent and quality of the services provided by the Adviser, the Board concluded that the fees and the expense ratio of each Fund compare favorably to the fees and expenses of similar mutual funds and are reasonable in relation to the services provided.
Profitability
The Board reviewed the level of profits realized by the Adviser and its affiliates in providing investment advisory and other services to the Fund and to all Funds as a group. The Board considered other direct and indirect benefits received by the Adviser and the Affiliated Service Providers in connection with their relationships with the Funds, including the benefits of research services that may be available to the Adviser as a result of securities transactions effected for the Funds and other investment advisory clients, together with the ranges of profitability of each of the Affiliated Service Providers with respect to their services to the Funds.
The Board concluded that the profitability of the Adviser with respect to the Funds, and the profitability range of each of the Affiliated Service Providers with respect to its services to the Funds, were reasonable in relation to the services provided.
Economies of Scale
In reviewing management fees and profitability, the Board also considered the extent to which the Adviser and its affiliates, on the one hand, and the Fund and all Funds as a group, on the other hand, can
25
State Street Equity 500 Index Portfolio
Other Information — (continued)
June 30, 2015 (Unaudited)
expect to realize benefits from economies of scale as the assets of the Funds increase. The Board acknowledged the difficulty in accurately measuring the benefits resulting from the economies of scale with respect to the management of any specific Fund or the Funds taken as a whole. The Board concluded that, in light of the current size of the Fund and all Funds as a group, the level of profitability of the Adviser and its affiliates with respect to the Fund and all Funds as a group over various time periods, and the comparatively low management fee and expense ratio of the Fund during these periods, it does not appear that the Adviser or its affiliates has realized benefits from economies of scale in managing the assets of the Funds to such an extent that previously agreed advisory fees should be reduced or that breakpoints in such fees should be implemented for any Fund at this time.
Conclusions
In reaching its decision to approve the Advisory Agreement, the Board did not identify any single factor as being controlling, but based its recommendation on each of the factors it considered. Each Trustee may have contributed different weight to the various factors. Based upon the materials reviewed, the representations made and the considerations described above, and as part of their deliberations, the Board, including the Independent Trustees, concluded that the Adviser possesses the capability and resources to perform the duties required of it under the respective Advisory Agreement.
Further, based upon its review of the Advisory Agreement, the materials provided, and the considerations described above, the Board, including the Independent Trustees, concluded that (1) the terms of the Advisory Agreement are reasonable, fair, and in the best interests of the Fund and its respective shareholders, and (2) the rates payable under the Advisory Agreement are fair and reasonable in light of the usual and customary charges made for services of the same nature and quality.
26
Trustees
William L. Boyan
Gregory A. Ehret
Michael F. Holland
William L. Marshall
Patrick J. Riley
James E. Ross
Richard D. Shirk
Rina K. Spence
Bruce D. Taber
Douglas T. Williams
Investment Adviser and Administrator
SSGA Funds Management, Inc.
State Street Financial Center
One Lincoln Street
Boston, MA 02111
Custodian, Sub-Administrator and Transfer Agent
State Street Bank and Trust Company
State Street Financial Center
One Lincoln Street
Boston, MA 02111
Independent Registered Public Accounting Firm
Ernst & Young LLP
200 Clarendon Street
Boston, MA 02116
Legal Counsel
Ropes & Gray LLP
800 Boylston Street
Boston, MA 02199
This report is for shareholder information. This is not a prospectus intended for use in the purchase or sale of shares of beneficial interest.
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State Street Equity 500 Index Portfolio State Street Bank and Trust Company P.O. Box 5049 Boston, MA 02206 | | SSITEQSAR IBG-16231 |
Item 2. Code of Ethics.
Not applicable to this filing.
Item 3. Audit Committee Financial Expert.
Not applicable to this filing.
Item 4. Principal Accountant Fees and Services.
Not applicable to this filing.
Item 5. Audit Committees of Listed Registrants.
Not applicable to the Registrant.
Item 6. Investments.
(a) Schedule of Investments is included as part of Item 1 of this Form N-CSR.
(b) Not applicable to the Registrant.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to the Registrant.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to the Registrant.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to the Registrant.
Item 10. Submission of Matters to a Vote of Security Holders.
The Board of Trustees approved an Amended and Restated Nominating Committee Charter (the “Charter”) at their February 13, 2014 Board Meeting. The Charter contains procedures related to how shareholders are to submit recommendations for Trustee candidates to the Trusts. Those procedures are as follows:
Procedures for Shareholders to Submit Nominee Candidates
(As of February 13, 2014)
A shareholder of the Trust, or of any series thereof, if applicable, must follow the following procedures in order to submit properly a nominee recommendation for the Nominating Committee’s consideration.
| 1. | The shareholder must submit any such recommendation (a “Shareholder Recommendation”) in writing to the Trust, to the attention of the Trust’s Secretary, at the address of the principal executive offices of the Trust. |
| 2. | The Shareholder Recommendation must be delivered to, or mailed and received at, the principal executive offices of the Trust not less than sixty (60) calendar days nor more than ninety (90) calendar days prior to the date of the Board or shareholder meeting at which the nominee candidate would be considered for election. Shareholder Recommendations will be kept on file for two years after receipt of the Shareholder Recommendation. A Shareholder Recommendation considered by the Nominating Committee in connection with the Nominating Committee’s nomination of any candidate(s) for appointment or election as an independent Trustee need not be considered again by the Nominating Committee in connection with any subsequent nomination(s). |
| 3. | The Shareholder Recommendation must include: (i) a statement in writing setting forth (A) the name, age, date of birth, business address, residence address and nationality of the person recommended by the shareholder (the “candidate”), and the names and addresses of at least three professional references; (B) the number of all shares of the Trust (including the series and class, if applicable) owned of record or beneficially by the candidate, the date such shares were acquired and the investment intent of such acquisition(s), as reported to such shareholder by the candidate; (C) any other information regarding the candidate called for with respect to director nominees by paragraphs (a), (d), (e) and (f) of Item 401 of Regulation S-K or paragraph (b) of Item 22 of Rule 14a-101 (Schedule 14A) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), adopted by the Securities and Exchange Commission (or the corresponding provisions of any applicable regulation or rule subsequently adopted by the Securities and Exchange Commission or any successor agency with jurisdiction related to the Trust); (D) any other information regarding the candidate that would be required to be disclosed if the candidate were a nominee in a proxy statement or other filing required to be made in connection with solicitation of proxies for election of directors pursuant to Section 14 of the Exchange Act and the rules and regulations promulgated thereunder or any other applicable law or regulation; and (E) whether the recommending shareholder believes that the candidate is or will be an “interested person” of the Trust (as defined in the Investment Company Act of 1940, as amended) and, if not an “interested person,” information regarding the candidate that will be sufficient, in the discretion of the Board or the Nominating Committee, for the Trust to make such |
| determination; (ii) the written and signed consent of the candidate to be named as a nominee and to serve as a Trustee if elected; (iii) the recommending shareholder’s name as it appears on the Trust’s books; (iv) the number of all shares of the Trust (including the series and class, if applicable) owned beneficially and of record by the recommending shareholder; (v) a complete description of all arrangements or understandings between the recommending shareholder and the candidate and any other person or persons (including their names) pursuant to which the recommendation is being made by the recommending shareholder including, without limitation, all direct and indirect compensation and other material monetary agreements, arrangements and understandings between the candidate and recommending shareholder during the past three years, and (vi) a brief description of the candidate’s relevant background and experience for membership on the Board, such as qualification as an audit committee financial expert. |
| 4. | The Nominating Committee may require the recommending shareholder to furnish such other information as it may reasonably require or deem necessary to verify any information furnished pursuant to paragraph 3 above or to determine the eligibility of the candidate to serve as a Trustee of the Trust or to satisfy applicable law. If the recommending shareholder fails to provide such other information in writing within seven days of receipt of a written request from the Nominating Committee, the recommendation of such candidate as a nominee will be deemed not properly submitted for consideration, and the Nominating Committee will not be required to consider such candidate. |
Item 11. Controls and Procedures.
(a) The Trust’s principal executive officer and principal financial officer have concluded that the Trust’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective to provide reasonable assurance that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported as of a date within 90 days of the filing date of this report, that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934.
(b) There were no changes in the Trust’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the Trust’s second fiscal quarter of the period covered by this Form N-CSR filing that has materially affected, or is reasonably likely to materially affect, the Trust’s internal control over financial reporting.
Item 12. Exhibits.
(a)(1) Not applicable to the registrant; this Form N-CSR is a Semi-Annual Report.
(a)(2) Certifications of principal executive officer and principal financial and accounting officer of the Trust as required by Rule 30a-2(a) under the 1940 Act are attached hereto.
(a)(3) Not applicable to the Registrant.
(b) Certifications of principal executive officer and principal financial and accounting officer of the Trust as required by Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.
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.
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Registrant: | | STATE STREET MASTER FUNDS |
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By: | | /s/ Ellen M. Needham | | |
| | Ellen M. Needham | | |
| | President | | |
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Date: | | September 8, 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/ Ellen M. Needham | | |
| | Ellen M. Needham | | |
| | President (Principal Executive Officer) |
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Date: | | September 8, 2015 | | |
| | |
By: | | /s/ Chad Hallett | | |
| | Chad Hallett | | |
| | Treasurer (Principal Financial and Accounting Officer) |
| | |
Date: | | September 8, 2015 | | |