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)
One Lincoln Street
Boston, Massachusetts 02111
(Address of principal executive offices)(Zip code)
| | |
(Name and Address of Agent for Service) | | Copy to: |
Joshua A. Weinberg, Esq. Managing Director and Managing Counsel SSGA Funds Management, Inc. One Lincoln Street Boston, Massachusetts 02111 | | Timothy W. Diggins, Esq. Ropes & Gray LLP 800 Boylston Street Boston, Massachusetts 02110-2624 |
Registrant’s telephone number, including area code: (617) 664-7037
Date of fiscal year end: December 31
Date of reporting period: December 31, 2017
Item 1. Shareholder Report.
Annual Report
December 31, 2017
State Street Master Funds
State Street Equity 500 Index Portfolio
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-800-997-7327. Please read the offering document carefully before investing in the Portfolio.

TABLE OF CONTENTS
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-800-997-7327. Please read the offering document carefully before investing in the Portfolio.
STATE STREET EQUITY 500 INDEX PORTFOLIO
MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE (UNAUDITED)
The State Street Equity 500 Index Portfolio (the “Portfolio”) seeks to replicate as closely as possible, before expenses, the performance of the Standard & Poor’s 500 Index (the “S&P 500” or the “Index”). The Portfolio’s benchmark is the S&P 500 Index (the “Index”). In seeking to achieve this objective, the Portfolio utilizes an index-based management strategy designed to track the performance of the Index. The Portfolio also employs futures to maintain market exposure and otherwise assist in attempting to replicate the performance of the Index.
For the 12-month period ended December 31, 2017 (the “Reporting Period”), the total return for the Portfolio was 22.42%, and the Index was 21.83%. The Portfolio and Index returns reflect the reinvestment of dividends and other income. The Portfolio’s performance reflects the expenses of managing the Porfolio, including brokerage and advisory expenses. The Index is unmanaged and Index returns do not reflect fees and expenses of any kind, which would have a negative impact on returns. Expenses, managing cash inflows to and outflows from the Portfolio, and small security misweights contributed to the difference between the Portfolio’s performance and that of the Index.
After opening 2017 with a respectable gain of approximately 1.9% in January, the S&P 500 Total Return Index better than doubled that performance in February, rising just shy of 4% for the month. After starting the month on March 1st with a 1.4% approximate gain, the Index meandered lower during much of the rest of March to finish the month near unchanged. The positive surge in U.S. stocks to open the month coincided with a very positive response to U.S. President Trump’s address to Congress on February 28th. Political and policy concerns weighed on markets toward the end of the month as the failed attempt to advance a health care bill caused some market participants to question the likelihood of other policy priorities.
The year-to-date performance through the end of June hit approximately 9.3%, reaching new all-time highs and better than two decade lows in both realized and implied volatility during that time. The second quarter of 2017 finished up just over 3%, which was half that of the first quarter. This indicated a more tentative, but still positive, U.S. growth and inflation.
The third quarter of 2017 commenced with a continuation of many of the themes that prevailed in the first half of the year, including an accelerating selloff for the U.S. dollar. The financial markets had seemingly given a pass to the Trump administration, even in its early tenure when it had been unable to move forward on an anticipated growth agenda. August, in contrast, provided a reminder that markets do take the U.S. president seriously. Trump declared on August 8th that North Korea would be met with “fire and fury” if it continues to threaten the U.S. Volatility picked up in response to his comments, and once again when the President was less than critical in his comments pertaining to violent neo-Nazi protestors in Charlottesville, Virginia. The Index ended up gaining approximately only 0.3% for the month of August. As September progressed, the market picked back up and the Index gained over 2% for the month, posting a gain of approximately 4.5% for the quarter.
The last quarter of the Reporting Period gained strength in early October with a notable increase in U.S. interest rates. November hit its 51st all-time closing high for the Index on November 3rd. December kept pace and the fourth quarter had three months of solid returns for the Index; it finished up approximately 6.6% for the three month period and an impressive 21.8%, approximately, for the year. Information Technology was the greatest contributing sector to this performance at weight of approximately 22.7% and a return of approximately 38.8% for the year. The next greatest was Health Care with an approximate weight of 14.1% and an approximate return of 22.1%. The only two sectors with negative returns were Telecommunication Services and Energy. Both are relatively low weights in the index, so did not have much impact on the overall performance.
The Portfolio used S&P 500 futures contracts in order to equitize the small amount of cash in the portfolio during the Reporting Period. The Portfolio’s use of futures contracts did not have a material impact on Portfolio performance.
On an individual security level, the top positive contributors to the Portfolio’s performance during the Reporting Period were Apple Inc., Microsoft Corporation and Amazon.com Inc. The top negative contributors to the Portfolio’s performance during the Reporting Period were General Electric Company, Schlumberger Ltd. and Exxon Mobil Corporation.
The views expressed above reflect those of the Portfolio’s portfolio manager only through the Reporting Period, and do not necessarily represent the views of the Adviser as a whole. Any such views are subject to change at any time based upon market or other conditions and the Adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund.
See accompanying notes to financial statements.
1
STATE STREET EQUITY 500 INDEX PORTFOLIO
PERFORMANCE SUMMARY (UNAUDITED)
Comparison of Change in Value of a $10,000 Investment (Based on Net Asset Value)

Line graph is based on cumulative total return.
Performance as of December 31, 2017
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
| | | | Total Return One Year Ended December 31, 2017 | | | Average Annual Total Return Five Years Ended December 31, 2017 | | | Average Annual Total Return Ten Years Ended December 31, 2017 | | | |
| | State Street Equity 500 Index Portfolio | | | 22.42% | | | | 15.86% | | | | 8.52% | | | |
| | S&P 500® Index (1) | | | 21.83% | | | | 15.79% | | | | 8.50% | | | |
| | | | | | | | | | | | | |
| (1) | The S&P 500® Index is composed of five hundred (500) selected stocks, all of which are listed on national stock exchanges and spans over 25 separate industry groups. |
Total returns and performance graph information represent past performance and are not indicative of future results, which may be lower or higher than performance data quoted. Investment return and principal value of an investment will fluctuate so that an investor’s share, when redeemed, may be worth more or less than its original cost. The graph and table above do not reflect the deduction of taxes that a shareholder would pay on fund distributions, sales, or the redemption of fund shares.
See accompanying notes to financial statements.
2
STATE STREET EQUITY 500 INDEX PORTFOLIO
PORTFOLIO STATISTICS (UNAUDITED)
Portfolio Composition as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | Common Stocks | | | 95.7 | % | | |
| | Short-Term Investments | | | 1.7 | | | |
| | Other Assets in Excess of Liabilities | | | 2.6 | | | |
| | TOTAL | | | 100.0 | % | | |
(The composition is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
Top Five Sectors as of December 31, 2017
| | | | | | | | |
| | Description | | % of Net Assets | | | |
| | Information Technology | | | 22.8 | % | | |
| | Financials | | | 14.1 | | | |
| | Health Care | | | 13.2 | | | |
| | Consumer Discretionary | | | 11.7 | | | |
| | Industrials | | | 9.8 | | | |
| | TOTAL | | | 71.6 | % | | |
(The top five sectors are expressed as a percentage of net assets and may change over time.)
See accompanying notes to financial statements.
3
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
COMMON STOCKS — 95.7% | | | | | | | | |
CONSUMER DISCRETIONARY — 11.7% | | | | | | | | |
Advance Auto Parts, Inc. | | | 5,500 | | | $ | 548,295 | |
Amazon.com, Inc. (a) | | | 28,102 | | | | 32,864,446 | |
Aptiv PLC | | | 17,781 | | | | 1,508,362 | |
AutoZone, Inc. (a) | | | 1,888 | | | | 1,343,067 | |
Best Buy Co., Inc. | | | 18,413 | | | | 1,260,738 | |
BorgWarner, Inc. | | | 13,223 | | | | 675,563 | |
CarMax, Inc. (a) | | | 13,197 | | | | 846,324 | |
Carnival Corp. | | | 29,749 | | | | 1,974,441 | |
CBS Corp. Class B | | | 26,218 | | | | 1,546,862 | |
Charter Communications, Inc. Class A (a) | | | 13,400 | | | | 4,501,864 | |
Chipotle Mexican Grill, Inc. (a) (b) | | | 1,614 | | | | 466,494 | |
Comcast Corp. Class A | | | 326,730 | | | | 13,085,536 | |
D.R. Horton, Inc. | | | 22,479 | | | | 1,148,003 | |
Darden Restaurants, Inc. | | | 8,117 | | | | 779,394 | |
Discovery Communications, Inc. Class A (a) (b) | | | 12,597 | | | | 281,921 | |
Discovery Communications, Inc. Class C (a) (b) | | | 13,397 | | | | 283,614 | |
DISH Network Corp. Class A (a) | | | 17,000 | | | | 811,750 | |
Dollar General Corp. | | | 19,287 | | | | 1,793,884 | |
Dollar Tree, Inc. (a) | | | 17,482 | | | | 1,875,993 | |
Expedia, Inc. (b) | | | 9,323 | | | | 1,116,616 | |
Foot Locker, Inc. | | | 10,100 | | | | 473,488 | |
Ford Motor Co. | | | 281,260 | | | | 3,512,937 | |
Gap, Inc. | | | 15,364 | | | | 523,298 | |
Garmin, Ltd. | | | 9,160 | | | | 545,661 | |
General Motors Co. | | | 92,377 | | | | 3,786,533 | |
Genuine Parts Co. | | | 10,920 | | | | 1,037,509 | |
Goodyear Tire & Rubber Co. | | | 19,613 | | | | 633,696 | |
H&R Block, Inc. | | | 16,351 | | | | 428,723 | |
Hanesbrands, Inc. (b) | | | 23,400 | | | | 489,294 | |
Harley-Davidson, Inc. (b) | | | 12,385 | | | | 630,149 | |
Hasbro, Inc. | | | 7,628 | | | | 693,309 | |
Hilton Worldwide Holdings, Inc. | | | 13,700 | | | | 1,094,082 | |
Home Depot, Inc. | | | 81,910 | | | | 15,524,402 | |
Interpublic Group of Cos., Inc. | | | 31,928 | | | | 643,668 | |
Kohl’s Corp. (b) | | | 12,388 | | | | 671,801 | |
L Brands, Inc. (b) | | | 17,746 | | | | 1,068,664 | |
Leggett & Platt, Inc. | | | 9,844 | | | | 469,854 | |
Lennar Corp. Class A | | | 15,425 | | | | 975,477 | |
LKQ Corp. (a) | | | 20,800 | | | | 845,936 | |
Lowe’s Cos., Inc. | | | 57,812 | | | | 5,373,047 | |
Macy’s, Inc. (b) | | | 24,361 | | | | 613,654 | |
Marriott International, Inc. Class A | | | 20,952 | | | | 2,843,815 | |
Mattel, Inc. (b) | | | 27,743 | | | | 426,687 | |
McDonald’s Corp. | | | 55,715 | | | | 9,589,666 | |
MGM Resorts International | | | 35,300 | | | | 1,178,667 | |
Michael Kors Holdings, Ltd. (a) | | | 11,686 | | | | 735,634 | |
Mohawk Industries, Inc. (a) | | | 4,569 | | | | 1,260,587 | |
Netflix, Inc. (a) | | | 30,096 | | | | 5,777,228 | |
Newell Brands, Inc. | | | 34,450 | | | | 1,064,505 | |
News Corp. Class A | | | 28,814 | | | | 467,075 | |
News Corp. Class B | | | 7,500 | | | | 124,500 | |
NIKE, Inc. Class B | | | 94,102 | | | | 5,886,080 | |
Nordstrom, Inc. (b) | | | 7,756 | | | | 367,479 | |
Norwegian Cruise Line Holdings, Ltd. (a) | | | 12,900 | | | | 686,925 | |
Omnicom Group, Inc. | | | 17,450 | | | | 1,270,884 | |
O’Reilly Automotive, Inc. (a) | | | 5,620 | | | | 1,351,835 | |
Priceline Group, Inc. (a) | | | 3,408 | | | | 5,922,218 | |
PulteGroup, Inc. | | | 19,543 | | | | 649,805 | |
PVH Corp. | | | 6,051 | | | | 830,258 | |
Ralph Lauren Corp. | | | 4,136 | | | | 428,862 | |
Ross Stores, Inc. | | | 27,244 | | | | 2,186,331 | |
Royal Caribbean Cruises, Ltd. | | | 12,800 | | | | 1,526,784 | |
Scripps Networks Interactive, Inc. Class A | | | 6,863 | | | | 585,963 | |
Signet Jewelers, Ltd. (b) | | | 5,100 | | | | 288,405 | |
Starbucks Corp. | | | 98,892 | | | | 5,679,368 | |
Tapestry, Inc. | | | 19,000 | | | | 840,370 | |
Target Corp. | | | 38,944 | | | | 2,541,096 | |
Tiffany & Co. | | | 6,581 | | | | 684,095 | |
Time Warner, Inc. | | | 53,980 | | | | 4,937,551 | |
TJX Cos., Inc. | | | 43,775 | | | | 3,347,036 | |
Tractor Supply Co. | | | 9,774 | | | | 730,607 | |
TripAdvisor, Inc. (a) (b) | | | 9,015 | | | | 310,657 | |
Twenty-First Century Fox, Inc. Class A | | | 77,109 | | | | 2,662,574 | |
Twenty-First Century Fox, Inc. Class B | | | 28,600 | | | | 975,832 | |
Ulta Salon Cosmetics & Fragrance, Inc. (a) | | | 4,400 | | | | 984,104 | |
Under Armour, Inc. Class A (a) (b) | | | 14,376 | | | | 207,446 | |
Under Armour, Inc. Class C (a) (b) | | | 14,478 | | | | 192,847 | |
VF Corp. (b) | | | 24,428 | | | | 1,807,672 | |
Viacom, Inc. Class B | | | 24,341 | | | | 749,946 | |
Walt Disney Co. | | | 105,693 | | | | 11,363,054 | |
Whirlpool Corp. | | | 4,559 | | | | 768,830 | |
Wyndham Worldwide Corp. | | | 7,746 | | | | 897,529 | |
Wynn Resorts, Ltd. | | | 5,859 | | | | 987,769 | |
Yum! Brands, Inc. | | | 23,890 | | | | 1,949,663 | |
| | | | | | | | |
| | | | | | | 196,816,588 | |
| | | | | | | | |
CONSUMER STAPLES — 7.8% | | | | | | | | |
Altria Group, Inc. | | | 133,370 | | | | 9,523,952 | |
Archer-Daniels-Midland Co. | | | 39,892 | | | | 1,598,871 | |
British American Tobacco PLC ADR | | | 1 | | | | 67 | |
Brown-Forman Corp. Class B | | | 12,022 | | | | 825,551 | |
Campbell Soup Co. (b) | | | 14,083 | | | | 677,533 | |
Church & Dwight Co., Inc. | | | 17,800 | | | | 893,026 | |
Clorox Co. | | | 9,479 | | | | 1,409,906 | |
Coca-Cola Co. | | | 268,522 | | | | 12,319,789 | |
Colgate-Palmolive Co. | | | 60,779 | | | | 4,585,776 | |
Conagra Brands, Inc. | | | 30,951 | | | | 1,165,924 | |
Constellation Brands, Inc. Class A | | | 12,276 | | | | 2,805,925 | |
Costco Wholesale Corp. | | | 30,334 | | | | 5,645,764 | |
Coty, Inc. Class A | | | 37,840 | | | | 752,638 | |
CVS Health Corp. | | | 72,227 | | | | 5,236,458 | |
Dr. Pepper Snapple Group, Inc. | | | 11,903 | | | | 1,155,305 | |
See accompanying notes to financial statements.
4
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Estee Lauder Cos., Inc. Class A | | | 16,363 | | | $ | 2,082,028 | |
General Mills, Inc. | | | 40,222 | | | | 2,384,762 | |
Hershey Co. | | | 10,415 | | | | 1,182,207 | |
Hormel Foods Corp. (b) | | | 21,098 | | | | 767,756 | |
J.M. Smucker Co. | | | 7,355 | | | | 913,785 | |
Kellogg Co. (b) | | | 17,307 | | | | 1,176,530 | |
Kimberly-Clark Corp. | | | 24,773 | | | | 2,989,110 | |
Kraft Heinz Co. | | | 41,051 | | | | 3,192,126 | |
Kroger Co. | | | 63,510 | | | | 1,743,350 | |
McCormick & Co., Inc. | | | 8,061 | | | | 821,497 | |
Molson Coors Brewing Co. Class B | | | 13,609 | | | | 1,116,891 | |
Mondelez International, Inc. Class A | | | 103,494 | | | | 4,429,543 | |
Monster Beverage Corp. (a) | | | 30,087 | | | | 1,904,206 | |
PepsiCo, Inc. | | | 99,538 | | | | 11,936,597 | |
Philip Morris International, Inc. | | | 108,687 | | | | 11,482,782 | |
Procter & Gamble Co. | | | 178,713 | | | | 16,420,150 | |
Sysco Corp. | | | 32,435 | | | | 1,969,778 | |
Tyson Foods, Inc. Class A | | | 21,491 | | | | 1,742,275 | |
Wal-Mart Stores, Inc. | | | 102,399 | | | | 10,111,901 | |
Walgreens Boots Alliance, Inc. | | | 61,813 | | | | 4,488,860 | |
| | | | | | | | |
| | | | | | | 131,452,619 | |
| | | | | | | | |
ENERGY — 5.8% | | | | | | | | |
Anadarko Petroleum Corp. | | | 39,544 | | | | 2,121,140 | |
Andeavor | | | 10,249 | | | | 1,171,871 | |
Apache Corp. (b) | | | 24,970 | | | | 1,054,233 | |
Baker Hughes a GE Co. | | | 30,594 | | | | 967,994 | |
Cabot Oil & Gas Corp. | | | 33,722 | | | | 964,449 | |
Chesapeake Energy Corp. (a) (b) | | | 45,894 | | | | 181,740 | |
Chevron Corp. | | | 133,234 | | | | 16,679,565 | |
Cimarex Energy Co. | | | 6,942 | | | | 846,994 | |
Concho Resources, Inc. (a) (b) | | | 11,100 | | | | 1,667,442 | |
ConocoPhillips | | | 82,803 | | | | 4,545,057 | |
Devon Energy Corp. | | | 38,850 | | | | 1,608,390 | |
EOG Resources, Inc. | | | 41,463 | | | | 4,474,272 | |
EQT Corp. | | | 17,743 | | | | 1,009,932 | |
Exxon Mobil Corp. | | | 297,672 | | | | 24,897,286 | |
Halliburton Co. | | | 62,267 | | | | 3,042,988 | |
Helmerich & Payne, Inc. (b) | | | 7,974 | | | | 515,439 | |
Hess Corp. (b) | | | 20,244 | | | | 960,983 | |
Kinder Morgan, Inc. | | | 140,676 | | | | 2,542,015 | |
Marathon Oil Corp. | | | 65,189 | | | | 1,103,650 | |
Marathon Petroleum Corp. | | | 33,202 | | | | 2,190,668 | |
National Oilwell Varco, Inc. (b) | | | 26,341 | | | | 948,803 | |
Newfield Exploration Co. (a) | | | 15,685 | | | | 494,548 | |
Noble Energy, Inc. | | | 32,895 | | | | 958,560 | |
Occidental Petroleum Corp. | | | 54,635 | | | | 4,024,414 | |
ONEOK, Inc. | | | 27,904 | | | | 1,491,469 | |
Phillips 66 | | | 31,192 | | | | 3,155,071 | |
Pioneer Natural Resources Co. | | | 11,524 | | | | 1,991,923 | |
Range Resources Corp. (b) | | | 14,541 | | | | 248,070 | |
Schlumberger, Ltd. | | | 98,893 | | | | 6,664,399 | |
TechnipFMC PLC | | | 29,109 | | | | 911,403 | |
Valero Energy Corp. | | | 29,986 | | | | 2,756,013 | |
Williams Cos., Inc. | | | 57,910 | | | | 1,765,676 | |
| | | | | | | | |
| | | | | | | 97,956,457 | |
| | | | | | | | |
FINANCIALS — 14.1% | | | | | | | | |
Affiliated Managers Group, Inc. | | | 4,276 | | | | 877,649 | |
Aflac, Inc. | | | 28,237 | | | | 2,478,644 | |
Allstate Corp. | | | 26,167 | | | | 2,739,947 | |
American Express Co. | | | 49,952 | | | | 4,960,733 | |
American International Group, Inc. | | | 63,532 | | | | 3,785,236 | |
Ameriprise Financial, Inc. | | | 10,563 | | | | 1,790,112 | |
Aon PLC | | | 16,982 | | | | 2,275,588 | |
Arthur J Gallagher & Co. | | | 12,000 | | | | 759,360 | |
Assurant, Inc. | | | 3,946 | | | | 397,915 | |
Bank of America Corp. | | | 681,066 | | | | 20,105,068 | |
Bank of New York Mellon Corp. | | | 70,691 | | | | 3,807,417 | |
BB&T Corp. | | | 56,839 | | | | 2,826,035 | |
Berkshire Hathaway, Inc. Class B (a) | | | 135,219 | | | | 26,803,110 | |
BlackRock, Inc. | | | 8,518 | | | | 4,375,782 | |
Brighthouse Financial, Inc. (a) | | | 7,075 | | | | 414,878 | |
Capital One Financial Corp. | | | 34,068 | | | | 3,392,491 | |
Cboe Global Markets, Inc. | | | 8,200 | | | | 1,021,638 | |
Charles Schwab Corp. | | | 82,589 | | | | 4,242,597 | |
Chubb, Ltd. | | | 32,141 | | | | 4,696,764 | |
Cincinnati Financial Corp. | | | 11,705 | | | | 877,524 | |
Citigroup, Inc. | | | 185,293 | | | | 13,787,652 | |
Citizens Financial Group, Inc. | | | 34,200 | | | | 1,435,716 | |
CME Group, Inc. | | | 24,392 | | | | 3,562,452 | |
Comerica, Inc. | | | 13,017 | | | | 1,130,006 | |
Discover Financial Services | | | 26,277 | | | | 2,021,227 | |
E*TRADE Financial Corp. (a) | | | 20,489 | | | | 1,015,640 | |
Everest Re Group, Ltd. | | | 2,700 | | | | 597,402 | |
Fifth Third Bancorp | | | 51,854 | | | | 1,573,250 | |
Franklin Resources, Inc. | | | 22,151 | | | | 959,803 | |
Goldman Sachs Group, Inc. | | | 24,388 | | | | 6,213,087 | |
Hartford Financial Services Group, Inc. | | | 24,930 | | | | 1,403,060 | |
Huntington Bancshares, Inc. | | | 75,965 | | | | 1,106,050 | |
Intercontinental Exchange, Inc. | | | 42,225 | | | | 2,979,396 | |
Invesco, Ltd. | | | 28,289 | | | | 1,033,680 | |
JPMorgan Chase & Co. | | | 243,872 | | | | 26,079,672 | |
KeyCorp. | | | 71,879 | | | | 1,449,799 | |
Leucadia National Corp. | | | 23,809 | | | | 630,700 | |
Lincoln National Corp. | | | 16,710 | | | | 1,284,498 | |
Loews Corp. | | | 20,312 | | | | 1,016,209 | |
M&T Bank Corp. | | | 10,834 | | | | 1,852,506 | |
Marsh & McLennan Cos., Inc. | | | 35,034 | | | | 2,851,417 | |
MetLife, Inc. | | | 72,626 | | | | 3,671,971 | |
Moody’s Corp. | | | 12,234 | | | | 1,805,861 | |
Morgan Stanley | | | 96,555 | | | | 5,066,241 | |
Nasdaq, Inc. | | | 9,225 | | | | 708,757 | |
Navient Corp. | | | 16,541 | | | | 220,326 | |
Northern Trust Corp. | | | 14,710 | | | | 1,469,382 | |
People’s United Financial, Inc. | | | 22,434 | | | | 419,516 | |
PNC Financial Services Group, Inc. | | | 32,942 | | | | 4,753,201 | |
Principal Financial Group, Inc. | | | 18,426 | | | | 1,300,139 | |
Progressive Corp. | | | 40,852 | | | | 2,300,785 | |
See accompanying notes to financial statements.
5
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Prudential Financial, Inc. | | | 30,737 | | | $ | 3,534,140 | |
Raymond James Financial, Inc. | | | 9,600 | | | | 857,280 | |
Regions Financial Corp. | | | 86,943 | | | | 1,502,375 | |
S&P Global, Inc. | | | 17,498 | | | | 2,964,161 | |
State Street Corp. (c) | | | 25,847 | | | | 2,522,926 | |
SunTrust Banks, Inc. | | | 34,882 | | | | 2,253,028 | |
Synchrony Financial | | | 49,771 | | | | 1,921,658 | |
T Rowe Price Group, Inc. | | | 16,720 | | | | 1,754,430 | |
Torchmark Corp. | | | 8,384 | | | | 760,513 | |
Travelers Cos., Inc. | | | 19,298 | | | | 2,617,581 | |
Unum Group | | | 17,324 | | | | 950,914 | |
US Bancorp | | | 109,630 | | | | 5,873,975 | |
Wells Fargo & Co. | | | 311,046 | | | | 18,871,161 | |
Willis Towers Watson PLC | | | 9,479 | | | | 1,428,390 | |
XL Group, Ltd. | | | 20,520 | | | | 721,483 | |
Zions Bancorp | | | 15,258 | | | | 775,564 | |
| | | | | | | | |
| | | | | | | 237,637,468 | |
| | | | | | | | |
HEALTH CARE — 13.2% | | | | | | | | |
Abbott Laboratories | | | 121,249 | | | | 6,919,680 | |
AbbVie, Inc. | | | 111,563 | | | | 10,789,258 | |
Aetna, Inc. | | | 22,515 | | | | 4,061,481 | |
Agilent Technologies, Inc. | | | 22,475 | | | | 1,505,151 | |
Alexion Pharmaceuticals, Inc. (a) | | | 15,927 | | | | 1,904,710 | |
Align Technology, Inc. (a) | | | 5,000 | | | | 1,110,950 | |
Allergan PLC | | | 22,926 | | | | 3,750,235 | |
AmerisourceBergen Corp. | | | 10,552 | | | | 968,885 | |
Amgen, Inc. | | | 50,691 | | | | 8,815,165 | |
Anthem, Inc. | | | 17,719 | | | | 3,986,952 | |
Baxter International, Inc. | | | 36,370 | | | | 2,350,957 | |
Becton Dickinson and Co. | | | 18,477 | | | | 3,955,199 | |
Biogen, Inc. (a) | | | 15,147 | | | | 4,825,380 | |
Boston Scientific Corp. (a) | | | 93,577 | | | | 2,319,774 | |
Bristol-Myers Squibb Co. | | | 114,012 | | | | 6,986,655 | |
Cardinal Health, Inc. | | | 20,924 | | | | 1,282,013 | |
Celgene Corp. (a) | | | 54,765 | | | | 5,715,275 | |
Centene Corp. (a) | | | 11,700 | | | | 1,180,296 | |
Cerner Corp. (a) | | | 22,263 | | | | 1,500,304 | |
Cigna Corp. | | | 17,811 | | | | 3,617,236 | |
Cooper Cos., Inc. | | | 3,300 | | | | 719,004 | |
Danaher Corp. | | | 43,678 | | | | 4,054,192 | |
DaVita, Inc. (a) | | | 11,472 | | | | 828,852 | |
DENTSPLY SIRONA, Inc. | | | 17,366 | | | | 1,143,204 | |
Edwards Lifesciences Corp. (a) | | | 15,790 | | | | 1,779,691 | |
Eli Lilly & Co. | | | 69,157 | | | | 5,841,000 | |
Envision Healthcare Corp. (a) | | | 9,118 | | | | 315,118 | |
Express Scripts Holding Co. (a) | | | 40,747 | | | | 3,041,356 | |
Gilead Sciences, Inc. | | | 90,946 | | | | 6,515,371 | |
HCA Healthcare, Inc. (a) | | | 20,400 | | | | 1,791,936 | |
Henry Schein, Inc. (a) | | | 11,000 | | | | 768,680 | |
Hologic, Inc. (a) | | | 17,600 | | | | 752,400 | |
Humana, Inc. | | | 10,217 | | | | 2,534,531 | |
IDEXX Laboratories, Inc. (a) | | | 6,100 | | | | 953,918 | |
Illumina, Inc. (a) | | | 9,900 | | | | 2,163,051 | |
Incyte Corp. (a) | | | 11,900 | | | | 1,127,049 | |
Intuitive Surgical, Inc. (a) | | | 7,956 | | | | 2,903,463 | |
IQVIA Holdings, Inc. (a) | | | 10,000 | | | | 979,000 | |
Johnson & Johnson | | | 188,841 | | | | 26,384,864 | |
Laboratory Corp. of America Holdings (a) | | | 7,447 | | | | 1,187,871 | |
McKesson Corp. | | | 14,631 | | | | 2,281,704 | |
Medtronic PLC | | | 94,404 | | | | 7,623,123 | |
Merck & Co., Inc. | | | 191,398 | | | | 10,769,965 | |
Mettler-Toledo International, Inc. (a) | | | 1,800 | | | | 1,115,136 | |
Mylan NV (a) | | | 39,107 | | | | 1,654,617 | |
Patterson Cos., Inc. (b) | | | 6,459 | | | | 233,364 | |
PerkinElmer, Inc. | | | 7,032 | | | | 514,180 | |
Perrigo Co. PLC (b) | | | 9,814 | | | | 855,388 | |
Pfizer, Inc. | | | 417,948 | | | | 15,138,077 | |
Quest Diagnostics, Inc. | | | 10,158 | | | | 1,000,461 | |
Regeneron Pharmaceuticals, Inc. (a) | | | 5,658 | | | | 2,127,182 | |
ResMed, Inc. (b) | | | 10,400 | | | | 880,776 | |
Stryker Corp. | | | 22,195 | | | | 3,436,674 | |
Thermo Fisher Scientific, Inc. | | | 28,612 | | | | 5,432,847 | |
UnitedHealth Group, Inc. | | | 67,922 | | | | 14,974,084 | |
Universal Health Services, Inc. Class B | | | 6,800 | | | | 770,780 | |
Varian Medical Systems, Inc. (a) | | | 6,031 | | | | 670,346 | |
Vertex Pharmaceuticals, Inc. (a) | | | 18,348 | | | | 2,749,631 | |
Waters Corp. (a) | | | 5,415 | | | | 1,046,124 | |
Zimmer Biomet Holdings, Inc. | | | 14,827 | | | | 1,789,174 | |
Zoetis, Inc. | | | 34,228 | | | | 2,465,785 | |
| | | | | | | | |
| | | | | | | 220,859,525 | |
| | | | | | | | |
INDUSTRIALS — 9.8% | | | | | | | | |
3M Co. | | | 41,743 | | | | 9,825,050 | |
Acuity Brands, Inc. | | | 3,000 | | | | 528,000 | |
Alaska Air Group, Inc. | | | 9,000 | | | | 661,590 | |
Allegion PLC | | | 7,537 | | | | 599,644 | |
American Airlines Group, Inc. | | | 31,600 | | | | 1,644,148 | |
AMETEK, Inc. | | | 15,701 | | | | 1,137,851 | |
AO Smith Corp. | | | 10,800 | | | | 661,824 | |
Arconic, Inc. | | | 28,263 | | | | 770,167 | |
Boeing Co. | | | 39,224 | | | | 11,567,550 | |
C.H. Robinson Worldwide, Inc. (b) | | | 9,582 | | | | 853,660 | |
Caterpillar, Inc. | | | 42,455 | | | | 6,690,059 | |
Cintas Corp. | | | 5,722 | | | | 891,659 | |
CSX Corp. | | | 61,559 | | | | 3,386,361 | |
Cummins, Inc. | | | 10,744 | | | | 1,897,820 | |
Deere & Co. | | | 22,054 | | | | 3,451,672 | |
Delta Air Lines, Inc. | | | 44,766 | | | | 2,506,896 | |
Dover Corp. | | | 10,545 | | | | 1,064,940 | |
Eaton Corp. PLC | | | 29,999 | | | | 2,370,221 | |
Emerson Electric Co. | | | 45,969 | | | | 3,203,580 | |
Equifax, Inc. | | | 8,395 | | | | 989,938 | |
Expeditors International of Washington, Inc. | | | 11,844 | | | | 766,188 | |
Fastenal Co. | | | 20,242 | | | | 1,107,035 | |
FedEx Corp. | | | 17,050 | | | | 4,254,657 | |
Flowserve Corp. | | | 9,555 | | | | 402,552 | |
Fluor Corp. | | | 10,956 | | | | 565,877 | |
Fortive Corp. | | | 22,139 | | | | 1,601,757 | |
Fortune Brands Home & Security, Inc. | | | 10,100 | | | | 691,244 | |
See accompanying notes to financial statements.
6
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
General Dynamics Corp. | | | 19,789 | | | $ | 4,026,072 | |
General Electric Co. | | | 606,649 | | | | 10,586,025 | |
Harris Corp. | | | 8,598 | | | | 1,217,907 | |
Honeywell International, Inc. | | | 53,203 | | | | 8,159,212 | |
IHS Markit, Ltd. (a) | | | 23,400 | | | | 1,056,510 | |
Illinois Tool Works, Inc. | | | 21,971 | | | | 3,665,861 | |
Ingersoll-Rand PLC | | | 16,716 | | | | 1,490,900 | |
Jacobs Engineering Group, Inc. | | | 9,657 | | | | 636,976 | |
JB Hunt Transport Services, Inc. | | | 5,500 | | | | 632,390 | |
Johnson Controls International PLC | | | 63,093 | | | | 2,404,474 | |
Kansas City Southern | | | 7,004 | | | | 736,961 | |
L3 Technologies, Inc. | | | 5,365 | | | | 1,061,465 | |
Lockheed Martin Corp. | | | 17,890 | | | | 5,743,584 | |
Masco Corp. | | | 21,639 | | | | 950,818 | |
Nielsen Holdings PLC | | | 23,375 | | | | 850,850 | |
Norfolk Southern Corp. | | | 20,768 | | | | 3,009,283 | |
Northrop Grumman Corp. | | | 12,586 | | | | 3,862,769 | |
PACCAR, Inc. | | | 26,035 | | | | 1,850,568 | |
Parker-Hannifin Corp. | | | 9,214 | | | | 1,838,930 | |
Pentair PLC | | | 11,791 | | | | 832,680 | |
Quanta Services, Inc. (a) | | | 11,593 | | | | 453,402 | |
Raytheon Co. | | | 19,936 | | | | 3,744,978 | |
Republic Services, Inc. | | | 15,814 | | | | 1,069,185 | |
Robert Half International, Inc. | | | 9,374 | | | | 520,632 | |
Rockwell Automation, Inc. | | | 9,379 | | | | 1,841,567 | |
Rockwell Collins, Inc. | | | 12,100 | | | | 1,641,002 | |
Roper Technologies, Inc. | | | 7,535 | | | | 1,951,565 | |
Snap-on, Inc. (b) | | | 4,572 | | | | 796,900 | |
Southwest Airlines Co. | | | 37,227 | | | | 2,436,507 | |
Stanley Black & Decker, Inc. | | | 10,650 | | | | 1,807,198 | |
Stericycle, Inc. (a) | | | 6,604 | | | | 449,006 | |
Textron, Inc. | | | 17,106 | | | | 968,029 | |
TransDigm Group, Inc. (b) | | | 3,400 | | | | 933,708 | |
Union Pacific Corp. | | | 54,938 | | | | 7,367,186 | |
United Continental Holdings, Inc. (a) | | | 17,400 | | | | 1,172,760 | |
United Parcel Service, Inc. Class B | | | 47,755 | | | | 5,690,008 | |
United Rentals, Inc. (a) | | | 6,100 | | | | 1,048,651 | |
United Technologies Corp. | | | 53,127 | | | | 6,777,411 | |
Verisk Analytics, Inc. (a) | | | 10,300 | | | | 988,800 | |
W.W. Grainger, Inc. (b) | | | 4,012 | | | | 947,835 | |
Waste Management, Inc. | | | 28,604 | | | | 2,468,525 | |
Xylem, Inc. | | | 11,434 | | | | 779,799 | |
| | | | | | | | |
| | | | | | | 164,560,829 | |
| | | | | | | | |
INFORMATION TECHNOLOGY — 22.8% | |
Accenture PLC Class A | | | 43,982 | | | | 6,733,204 | |
Activision Blizzard, Inc. | | | 52,000 | | | | 3,292,640 | |
Adobe Systems, Inc. (a) | | | 34,313 | | | | 6,013,010 | |
Advanced Micro Devices, Inc. (a) (b) | | | 57,800 | | | | 594,184 | |
Akamai Technologies, Inc. (a) | | | 12,634 | | | | 821,715 | |
Alliance Data Systems Corp. | | | 3,504 | | | | 888,194 | |
Alphabet, Inc. Class A (a) | | | 20,923 | | | | 22,040,288 | |
Alphabet, Inc. Class C (a) | | | 21,245 | | | | 22,230,768 | |
Amphenol Corp. Class A | | | 20,580 | | | | 1,806,924 | |
Analog Devices, Inc. | | | 25,870 | | | | 2,303,206 | |
ANSYS, Inc. (a) | | | 5,600 | | | | 826,504 | |
Apple, Inc. | | | 361,464 | | | | 61,170,553 | |
Applied Materials, Inc. | | | 77,053 | | | | 3,938,949 | |
Autodesk, Inc. (a) | | | 15,970 | | | | 1,674,135 | |
Automatic Data Processing, Inc. | | | 30,565 | | | | 3,581,912 | |
Broadcom, Ltd. | | | 28,335 | | | | 7,279,261 | |
CA, Inc. | | | 24,759 | | | | 823,980 | |
Cadence Design Systems, Inc. (a) | | | 20,400 | | | | 853,128 | |
Cars.com, Inc. (a) | | | 1 | | | | 29 | |
Cisco Systems, Inc | | | 346,329 | | | | 13,264,401 | |
Citrix Systems, Inc. (a) | | | 9,478 | | | | 834,064 | |
Cognizant Technology Solutions Corp. Class A | | | 42,227 | | | | 2,998,962 | |
Corning, Inc. | | | 62,850 | | | | 2,010,572 | |
CSRA, Inc. | | | 9,732 | | | | 291,181 | |
DXC Technology Co. | | | 19,291 | | | | 1,830,716 | |
eBay, Inc. (a) | | | 70,358 | | | | 2,655,311 | |
Electronic Arts, Inc. (a) | | | 21,521 | | | | 2,260,996 | |
F5 Networks, Inc. (a) | | | 5,059 | | | | 663,842 | |
Facebook, Inc. Class A (a) | | | 167,607 | | | | 29,575,931 | |
Fidelity National Information Services, Inc. | | | 24,386 | | | | 2,294,479 | |
Fiserv, Inc. (a) | | | 15,142 | | | | 1,985,570 | |
FLIR Systems, Inc. | | | 8,239 | | | | 384,102 | |
Gartner, Inc. (a) | | | 6,700 | | | | 825,105 | |
Global Payments, Inc. | | | 11,275 | | | | 1,130,206 | |
Hewlett Packard Enterprise Co. | | | 115,263 | | | | 1,655,177 | |
HP, Inc. | | | 120,363 | | | | 2,528,827 | |
Intel Corp. | | | 328,120 | | | | 15,146,019 | |
International Business Machines Corp. | | | 60,147 | | | | 9,227,753 | |
Intuit, Inc. | | | 17,326 | | | | 2,733,696 | |
Juniper Networks, Inc. | | | 27,844 | | | | 793,554 | |
KLA-Tencor Corp. | | | 11,473 | | | | 1,205,468 | |
Lam Research Corp. (b) | | | 11,581 | | | | 2,131,715 | |
Mastercard, Inc. Class A | | | 64,949 | | | | 9,830,681 | |
Microchip Technology, Inc. (b) | | | 16,206 | | | | 1,424,183 | |
Micron Technology, Inc. (a) | | | 81,128 | | | | 3,335,983 | |
Microsoft Corp. | | | 542,877 | | | | 46,437,699 | |
Motorola Solutions, Inc. | | | 12,428 | | | | 1,122,746 | |
NetApp, Inc. | | | 19,943 | | | | 1,103,247 | |
NVIDIA Corp. | | | 42,312 | | | | 8,187,372 | |
Oracle Corp. | | | 213,070 | | | | 10,073,950 | |
Paychex, Inc. | | | 23,831 | | | | 1,622,414 | |
PayPal Holdings, Inc. (a) | | | 80,758 | | | | 5,945,404 | |
Qorvo, Inc. (a) | | | 9,800 | | | | 652,680 | |
QUALCOMM, Inc. | | | 102,685 | | | | 6,573,894 | |
Red Hat, Inc. (a) | | | 12,530 | | | | 1,504,853 | |
salesforce.com, Inc. (a) | | | 49,005 | | | | 5,009,781 | |
Seagate Technology PLC (b) | | | 18,476 | | | | 773,036 | |
Skyworks Solutions, Inc. | | | 13,600 | | | | 1,291,320 | |
Symantec Corp. | | | 45,903 | | | | 1,288,038 | |
Synopsys, Inc. (a) | | | 11,300 | | | | 963,212 | |
TE Connectivity, Ltd. | | | 24,649 | | | | 2,342,641 | |
Texas Instruments, Inc. | | | 68,706 | | | | 7,175,655 | |
Total System Services, Inc. | | | 10,899 | | | | 862,002 | |
VeriSign, Inc. (a) (b) | | | 5,320 | | | | 608,821 | |
See accompanying notes to financial statements.
7
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Visa, Inc. Class A | | | 127,140 | | | $ | 14,496,503 | |
Western Digital Corp. | | | 21,706 | | | | 1,726,278 | |
Western Union Co. | | | 37,340 | | | | 709,833 | |
Xerox Corp. | | | 15,823 | | | | 461,240 | |
Xilinx, Inc. (b) | | | 18,542 | | | | 1,250,102 | |
| | | | | | | | |
| | | | | | | 382,073,799 | |
| | | | | | | | |
MATERIALS — 2.9% | | | | | | | | |
Air Products & Chemicals, Inc. | | | 14,907 | | | | 2,445,941 | |
Albemarle Corp. (b) | | | 8,400 | | | | 1,074,276 | |
Avery Dennison Corp. | | | 6,518 | | | | 748,657 | |
Ball Corp. | | | 25,716 | | | | 973,351 | |
CF Industries Holdings, Inc. | | | 16,730 | | | | 711,694 | |
DowDuPont, Inc. | | | 163,832 | | | | 11,668,115 | |
Eastman Chemical Co. | | | 10,672 | | | | 988,654 | |
Ecolab, Inc. | | | 18,665 | | | | 2,504,470 | |
FMC Corp. | | | 10,522 | | | | 996,013 | |
Freeport-McMoRan, Inc. (a) | | | 99,564 | | | | 1,887,733 | |
International Flavors & Fragrances, Inc. | | | 5,880 | | | | 897,347 | |
International Paper Co. | | | 30,508 | | | | 1,767,634 | |
LyondellBasell Industries NV Class A | | | 22,052 | | | | 2,432,777 | |
Martin Marietta Materials, Inc. | | | 4,855 | | | | 1,073,149 | |
Monsanto Co. | | | 31,494 | | | | 3,677,869 | |
Mosaic Co. | | | 27,716 | | | | 711,193 | |
Newmont Mining Corp. | | | 36,973 | | | | 1,387,227 | |
Nucor Corp. | | | 21,906 | | | | 1,392,783 | |
Packaging Corp. of America | | | 6,900 | | | | 831,795 | |
PPG Industries, Inc. | | | 17,288 | | | | 2,019,584 | |
Praxair, Inc. | | | 20,800 | | | | 3,217,344 | |
Sealed Air Corp. | | | 11,269 | | | | 555,562 | |
Sherwin-Williams Co. | | | 5,587 | | | | 2,290,893 | |
Vulcan Materials Co. | | | 9,790 | | | | 1,256,742 | |
WestRock Co. | | | 19,148 | | | | 1,210,345 | |
| | | | | | | | |
| | | | | | | 48,721,148 | |
| | | | | | | | |
REAL ESTATE — 2.8% | | | | | | | | |
Alexandria Real Estate Equities, Inc. REIT | | | 6,700 | | | | 874,953 | |
American Tower Corp. REIT | | | 30,582 | | | | 4,363,134 | |
Apartment Investment & Management Co. Class A, REIT | | | 11,865 | | | | 518,619 | |
AvalonBay Communities, Inc. REIT | | | 9,729 | | | | 1,735,751 | |
Boston Properties, Inc. REIT | | | 11,421 | | | | 1,485,073 | |
CBRE Group, Inc. Class A (a) | | | 21,708 | | | | 940,174 | |
Crown Castle International Corp. REIT | | | 28,242 | | | | 3,135,145 | |
Digital Realty Trust, Inc. REIT | | | 14,900 | | | | 1,697,110 | |
Duke Realty Corp. REIT | | | 26,000 | | | | 707,460 | |
Equinix, Inc. REIT | | | 5,338 | | | | 2,419,288 | |
Equity Residential REIT | | | 27,038 | | | | 1,724,213 | |
Essex Property Trust, Inc. REIT | | | 4,455 | | | | 1,075,303 | |
Extra Space Storage, Inc. REIT | | | 9,500 | | | | 830,775 | |
Federal Realty Investment Trust REIT | | | 5,400 | | | | 717,174 | |
GGP, Inc. REIT | | | 42,942 | | | | 1,004,413 | |
HCP, Inc. REIT | | | 32,677 | | | | 852,216 | |
Host Hotels & Resorts, Inc. REIT | | | 54,259 | | | | 1,077,041 | |
Iron Mountain, Inc. REIT | | | 18,074 | | | | 681,932 | |
Kimco Realty Corp. REIT | | | 32,916 | | | | 597,425 | |
Macerich Co. REIT | | | 8,645 | | | | 567,804 | |
Mid-America Apartment Communities, Inc. REIT | | | 8,800 | | | | 884,928 | |
Prologis, Inc. REIT | | | 36,247 | | | | 2,338,294 | |
Public Storage REIT | | | 10,152 | | | | 2,121,768 | |
Realty Income Corp. REIT | | | 19,800 | | | | 1,128,996 | |
Regency Centers Corp. REIT | | | 10,899 | | | | 753,993 | |
SBA Communications Corp. REIT (a) | | | 8,800 | | | | 1,437,568 | |
Simon Property Group, Inc. REIT | | | 21,435 | | | | 3,681,247 | |
SL Green Realty Corp. REIT | | | 6,100 | | | | 615,673 | |
UDR, Inc. REIT | | | 20,100 | | | | 774,252 | |
Ventas, Inc. REIT | | | 23,803 | | | | 1,428,418 | |
Vornado Realty Trust REIT | | | 13,046 | | | | 1,019,936 | |
Welltower, Inc. REIT | | | 26,881 | | | | 1,714,201 | |
Weyerhaeuser Co. REIT | | | 55,198 | | | | 1,946,282 | |
| | | | | | | | |
| | | | | | | 46,850,559 | |
| | | | | | | | |
TELECOMMUNICATION SERVICES — 2.0% | |
AT&T, Inc. | | | 430,718 | | | | 16,746,316 | |
CenturyLink, Inc. (b) | | | 67,987 | | | | 1,134,023 | |
Verizon Communications, Inc. | | | 286,051 | | | | 15,140,679 | |
| | | | | | | | |
| | | | | | | 33,021,018 | |
| | | | | | | | |
UTILITIES — 2.8% | | | | | | | | |
AES Corp. | | | 49,859 | | | | 539,973 | |
Alliant Energy Corp. | | | 14,700 | | | | 626,367 | |
Ameren Corp. | | | 16,456 | | | | 970,739 | |
American Electric Power Co., Inc. | | | 35,743 | | | | 2,629,613 | |
American Water Works Co., Inc. | | | 12,300 | | | | 1,125,327 | |
CenterPoint Energy, Inc. | | | 33,235 | | | | 942,545 | |
CMS Energy Corp. | | | 18,801 | | | | 889,287 | |
Consolidated Edison, Inc. | | | 21,500 | | | | 1,826,425 | |
Dominion Energy, Inc. | | | 44,368 | | | | 3,596,470 | |
DTE Energy Co. | | | 13,239 | | | | 1,449,141 | |
Duke Energy Corp. | | | 49,591 | | | | 4,171,099 | |
Edison International | | | 24,205 | | | | 1,530,724 | |
Entergy Corp. | | | 12,200 | | | | 992,958 | |
Eversource Energy | | | 22,043 | | | | 1,392,677 | |
Exelon Corp. | | | 69,359 | | | | 2,733,438 | |
FirstEnergy Corp. | | | 32,229 | | | | 986,852 | |
NextEra Energy, Inc. | | | 32,657 | | | | 5,100,697 | |
NiSource, Inc. | | | 23,078 | | | | 592,412 | |
NRG Energy, Inc. | | | 22,498 | | | | 640,743 | |
PG&E Corp. | | | 37,712 | | | | 1,690,629 | |
Pinnacle West Capital Corp. | | | 8,756 | | | | 745,836 | |
PPL Corp. | | | 50,456 | | | | 1,561,613 | |
Public Service Enterprise Group, Inc. | | | 37,536 | | | | 1,933,104 | |
SCANA Corp. | | | 11,501 | | | | 457,510 | |
Sempra Energy | | | 17,624 | | | | 1,884,358 | |
See accompanying notes to financial statements.
8
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | |
Security Description | | | | | Shares | | | Value | |
Southern Co. | | | | | | | 69,084 | | | $ | 3,322,250 | |
WEC Energy Group, Inc. | | | | | | | 23,287 | | | | 1,546,955 | |
Xcel Energy, Inc. | | | | | | | 37,600 | | | | 1,808,936 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 47,688,678 | |
| | | | | | | | | | | | |
TOTAL COMMON STOCKS (Cost $479,714,178) | | | | 1,607,638,688 | |
| | | | | | | | | | | | |
SHORT-TERM INVESTMENTS — 1.7% | |
State Street Institutional U.S. Government Money Market Fund, Class G Shares 1.25% (d) (e) | | | | | | | 27,556,254 | | | | 27,556,254 | |
State Street Navigator Securities Lending Government Money Market Portfolio (d) (f) | | | | | | | 818,690 | | | | 818,690 | |
| | | | | | | | | | | | |
TOTAL SHORT-TERM INVESTMENTS (Cost $28,374,944) | | | | | | | | | | | 28,374,944 | |
| | | | | | | | | | | | |
TOTAL INVESTMENTS — 97.4% (Cost $508,089,122) | | | | | | | | | | | 1,636,013,632 | |
| | | | | | | | | | | | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 2.6% | | | | | | | | | | | 43,236,032 | |
| | | | | | | | | | | | |
NET ASSETS — 100.0% | | | | | | | | | | $ | 1,679,249,664 | |
| | | | | | | | | | | | |
(a) | Non-income producing security. |
(b) | All or a portion of the shares of the security are on loan at December 31, 2017. |
(c) | The Fund invested in an affiliated entity, State Street Corp. Amounts related to these transactions during the period ended December 31, 2017 are shown in the Affiliate Table below. |
(d) | The Fund invested in certain money market funds managed by SSGA Funds Management, Inc. Amounts related to these transactions during the period ended December 31, 2017 are shown in the Affiliate Table below. |
(e) | The rate shown is the annualized seven-day yield at December 31, 2017. |
(f) | Investment of cash collateral for securities loaned. |
ADR = American Depositary Receipt
REIT = Real Estate Investment Trust
At December 31, 2017, open futures contracts purchased were as follows:
| | | | | | | | | | | | | | | | | | | | |
Futures Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value | | | Unrealized Appreciation/ (Depreciation) | |
E-Mini S&P 500 Index (long) | | | 03/16/2018 | | | | 222 | | | $ | 29,214,220 | | | $ | 29,703,600 | | | $ | 489,380 | |
| | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | $ | 489,380 | |
| | | | | | | | | | | | | | | | | | | | |
During the period ended December 31, 2017, average notional value related to futures contracts was $28,935,876 or 2% of net assets.
The following table summarizes the value of the Portfolio’s investments according to the fair value hierarchy as of December 31, 2017.
| | | | | | | | | | | | | | | | |
Description | | Level 1 — Quoted Prices | | | Level 2 — Other Significant Observable Inputs | | | Level 3 — Significant Unobservable Inputs | | | Total | |
ASSETS | | | | | | | | | | | | | | | | |
INVESTMENTS: | | | | | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | | | | | |
Consumer Discretionary | | $ | 196,816,588 | | | $ | — | | | $ | — | | | $ | 196,816,588 | |
Consumer Staples | | | 131,452,619 | | | | — | | | | — | | | | 131,452,619 | |
Energy | | | 97,956,457 | | | | — | | | | — | | | | 97,956,457 | |
Financials | | | 237,637,468 | | | | — | | | | — | | | | 237,637,468 | |
Health Care | | | 220,859,525 | | | | — | | | | — | | | | 220,859,525 | |
Industrials | | | 164,560,829 | | | | — | | | | — | | | | 164,560,829 | |
See accompanying notes to financial statements.
9
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | |
Description | | Level 1 — Quoted Prices | | | Level 2 — Other Significant Observable Inputs | | | Level 3 — Significant Unobservable Inputs | | | Total | |
Information Technology | | | 382,073,799 | | | $ | — | | | $ | — | | | | 382,073,799 | |
Materials | | | 48,721,148 | | | | — | | | | — | | | | 48,721,148 | |
Real Estate | | | 46,850,559 | | | | — | | | | — | | | | 46,850,559 | |
Telecommunication Services | | | 33,021,018 | | | | — | | | | — | | | | 33,021,018 | |
Utilities | | | 47,688,678 | | | | — | | | | — | | | | 47,688,678 | |
Short-Term Investments | | | 28,374,944 | | | | — | | | | — | | | | 28,374,944 | |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS | | $ | 1,636,013,632 | | | $ | — | | | $ | — | | | $ | 1,636,013,632 | |
| | | | | | | | | | | | | | | | |
OTHER FINANCIAL INSTRUMENTS: | | | | | | | | | | | | | | | | |
Futures Contracts (a) | | | 489,380 | | | | — | | | | — | | | | 489,380 | |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS AND OTHER FINANCIAL INSTRUMENTS | | $ | 1,636,503,012 | | | $ | — | | | $ | — | | | $ | 1,636,503,012 | |
| | | | | | | | | | | | | | | | |
(a) | Futures Contracts are valued at unrealized appreciation (depreciation). |
Affiliate Table
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Number of Shares Held at 12/31/16 | | | Value at 12/31/16 | | | Cost of Purchases | | | Proceeds from Shares Sold | | | Realized Gain (Loss) | | | Change in Unrealized Appreciation/ Depreciation | | | Number of Shares Held at 12/31/17 | | | Value at 12/31/17 | | | Dividend Income | | | Capital Gains Distributions | |
State Street Corp. | | | 27,747 | | | $ | 2,156,497 | | | $ | — | | | $ | 151,031 | | | $ | 43,261 | | | $ | 474,199 | | | | 25,847 | | | $ | 2,522,926 | | | $ | 42,077 | | | $ | — | |
State Street Institutional U.S. Government Money Market Fund, Class G Shares | | | — | | | | — | | | | 94,983,704 | | | | 67,427,450 | | | | — | | | | — | | | | 27,556,254 | | | | 27,556,254 | | | | 150,202 | | | | — | |
State Street Institutional U.S. Government Money Market Fund, Premier Class | | | 18,425,570 | | | | 18,425,570 | | | | 78,281,942 | | | | 96,707,512 | | | | — | | | | — | | | | — | | | | — | | | | 42,426 | | | | — | |
State Street Navigator Securities Lending Government Money Market Portfolio | | | — | | | | — | | | | 24,459,246 | | | | 23,640,556 | | | | — | | | | — | | | | 818,690 | | | | 818,690 | | | | 14,170 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total | | | | | | $ | 20,582,067 | | | $ | 197,724,892 | | | $ | 187,926,549 | | | $ | 43,261 | | | $ | 474,199 | | | | | | | $ | 30,897,870 | | | $ | 248,875 | | | $ | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
10
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2017
| | | | |
ASSETS | | | | |
Investments in unaffiliated issuers, at value* | | $ | 1,605,115,762 | |
Investments in affiliated issuers, at value | | | 30,897,870 | |
| | | | |
Total Investments | | | 1,636,013,632 | |
Cash at broker | | | 999,000 | |
Cash | | | 1,165 | |
Receivable for investments sold | | | 42,190,886 | |
Dividends receivable — unaffiliated issuers | | | 1,646,970 | |
Dividends receivable — affiliated issuers | | | 34,928 | |
Securities lending income receivable — unaffiliated issuers | | | 2,691 | |
Securities lending income receivable — affiliated issuers | | | 975 | |
Receivable from Adviser | | | 3,701 | |
| | | | |
TOTAL ASSETS | | | 1,680,893,948 | |
| | | | |
LIABILITIES | | | | |
Payable upon return of securities loaned | | | 818,690 | |
Payable for investments purchased | | | 600,007 | |
Payable to broker – variation margin on open futures contracts | | | 107,671 | |
Advisory fee payable | | | 117,916 | |
| | | | |
TOTAL LIABILITIES | | | 1,644,284 | |
| | | | |
NET ASSETS | | $ | 1,679,249,664 | |
| | | | |
COST OF INVESTMENTS: | | | | |
Investments in unaffiliated issuers | | $ | 478,977,048 | |
Investments in affiliated issuers | | | 29,112,074 | |
| | | | |
Total cost of investments | | $ | 508,089,122 | |
| | | | |
* Includes investments in securities on loan, at value | | $ | 21,975,355 | |
| | | | |
See accompanying notes to financial statements.
11
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2017
| | | | |
INVESTMENT INCOME | | | | |
Interest income — unaffiliated issuers | | $ | 19,599 | |
Dividend income — unaffiliated issuers | | | 31,762,872 | |
Dividend income — affiliated issuers | | | 234,705 | |
Unaffiliated securities lending income | | | 21,023 | |
Affiliated securities lending income | | | 14,170 | |
Foreign taxes withheld | | | (127,340 | ) |
| | | | |
TOTAL INVESTMENT INCOME (LOSS) | | | 31,925,029 | |
| | | | |
EXPENSES | | | | |
Advisory fee | | | 708,813 | |
Miscellaneous expenses | | | 76 | |
| | | | |
TOTAL EXPENSES | | | 708,889 | |
| | | | |
NET INVESTMENT INCOME (LOSS) | | | 31,216,140 | |
| | | | |
REALIZED AND UNREALIZED GAIN (LOSS) | | | | |
Net realized gain (loss) on: | | | | |
Investments — unaffiliated issuers | | | 92,151,713 | |
Investments — affiliated issuers | | | 43,261 | |
Futures contracts | | | 4,495,428 | |
| | | | |
Net realized gain (loss) | | | 96,690,402 | |
| | | | |
Net change in unrealized appreciation/depreciation on: | | | | |
Investments — unaffiliated issuers | | | 181,855,451 | |
Investments — affiliated issuers | | | 474,199 | |
Futures contracts | | | 682,055 | |
| | | | |
Net change in unrealized appreciation/depreciation | | | 183,011,705 | |
| | | | |
NET REALIZED AND UNREALIZED GAIN (LOSS) | | | 279,702,107 | |
| | | | |
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS | | $ | 310,918,247 | |
| | | | |
See accompanying notes to financial statements.
12
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | |
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income (loss) | | $ | 31,216,140 | | | $ | 33,251,620 | |
Net realized gain (loss) | | | 96,690,402 | | | | 105,963,108 | |
Net change in unrealized appreciation/depreciation | | | 183,011,705 | | | | 34,051,685 | |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 310,918,247 | | | | 173,266,413 | |
| | | | | | | | |
FROM BENEFICIAL INTEREST TRANSACTIONS | | | | | | | | |
Contributions | | | 44,261,255 | | | | 116,324,014 | |
Withdrawals | | | (194,742,512 | ) | | | (372,376,185 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | (150,481,257 | ) | | | (256,052,171 | ) |
| | | | | | | | |
Net increase (decrease) in net assets during the period | | | 160,436,990 | | | | (82,785,758 | ) |
| | | | | | | | |
Net assets at beginning of period | | | 1,518,812,674 | | | | 1,601,598,432 | |
| | | | | | | | |
NET ASSETS AT END OF PERIOD | | $ | 1,679,249,664 | | | $ | 1,518,812,674 | |
| | | | | | | | |
See accompanying notes to financial statements.
13
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
FINANCIAL HIGHLIGHTS
The following table includes selected supplemental data and ratios to average net assets:
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | | | Year Ended 12/31/15 | | | Year Ended 12/31/14 | | | Year Ended 12/31/13 | |
Total return (a) | | | 22.42 | %(b) | | | 11.90 | % | | | 1.41 | % | | | 13.62 | % | | | 32.30 | % |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in 000s) | | $ | 1,679,250 | | | $ | 1,518,813 | | | $ | 1,601,598 | | | $ | 2,869,323 | | | $ | 2,739,594 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.05 | % | | | 0.05 | % | | | 0.05 | % | | | 0.050 | % | | | 0.05 | % |
Net expenses | | | 0.05 | % | | | 0.04 | % | | | 0.05 | % | | | 0.05 | % | | | 0.05 | % |
Net investment income (loss) | | | 1.98 | % | | | 2.18 | % | | | 2.00 | % | | | 1.98 | % | | | 2.05 | % |
Portfolio turnover rate | | | 2 | % | | | 5 | % | | | 7 | %(c) | | | 2 | %(c) | | | 4 | %(c) |
(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) | Reflects a non-recurring litigation payment received by the Portfolio from State Street Corp., an affiliate, which amounted to less than $0.01 per share outstanding as of March 8, 2017. This payment resulted in an increase to total return of less than 0.005% for the period ended December 31, 2017. |
(c) | Portfolio turnover rate excludes in-kind security transactions. |
See accompanying notes to financial statements.
14
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
December 31, 2017
State Street Master Funds (the “Trust”), a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (“1940 Act”), is an open-end management investment company.
As of December 31, 2017, the Trust consists of six (6) series (and corresponding classes, each of which have the same rights and privileges, including voting rights), each of which represents a separate series of beneficial interest in the Trust. The State Street Equity 500 Index Portfolio (the “Portfolio”) is authorized to issue unlimited number of non transferable beneficial interest. The financial statements herein relate only to:
| | | | |
Fund | | Commencement of Operations | | Diversification Classification |
State Street Equity 500 Index Portfolio | | March 1, 2000 | | Diversified |
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 would involve future claims that may be made against the Trust that have not yet occurred.
2. | Summary of 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 (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Portfolio is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.
Security Valuation
The Portfolio’s investments are valued at fair value each day that the New York Stock Exchange (“NYSE”) is open and, for financial reporting purposes, as of the report date should the reporting period end on a day that the NYSE is not open. Fair value is generally defined as 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 the policy 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.
Valuation techniques used to value the Portfolio’s investments by major category are as follows:
• | | Equity investments 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 (“NAV”) per share or unit. |
• | | Government and municipal fixed income securities are generally valued using quotations from independent pricing services or brokers. Certain government inflation-indexed securities may require a calculated fair valuation as the cumulative inflation is contained within the price provided by the pricing service or broker. For these securities, the inflation component of the price is “cleaned” from the pricing service or broker price utilizing the published inflation factors in order to ensure proper accrual of income. |
15
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
• | | Exchange-traded futures contracts are valued at the closing 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 the application of these valuation methods results in a price for an investment that is deemed to be not representative of the fair value of such investment, fair value will be determined in good faith by the Committee, in accordance with the valuation policy and procedures approved by the Board.
Various inputs are used in determining the value of the Portfolio’s investments.
The Portfolio values its assets and liabilities at fair value using a fair value hierarchy consisting of three broad levels that prioritize 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 an identical asset or liability; |
• | | 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. |
The value of the Portfolio’s investments according to the fair value hierarchy as of December 31, 2017, is disclosed in the Portfolio’s Schedule 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 period ended December 31, 2017.
Investment Transactions and Income Recognition
Investment transactions are accounted for on trade date for financial reporting purposes. Realized gains and losses from the sale or disposition of investments are determined using the identified cost method. Dividend income and capital gain distributions, if any, are recognized on the ex-dividend date, net of any foreign taxes withheld at source, if any. Interest income is recorded daily on an accrual basis. Non-cash dividends received in the form of stock are recorded as dividend income at fair value.
Distributions received by the Portfolio may include a return of capital that is estimated by management. Such amounts are recorded as a reduction of the cost of investments or reclassified to capital gains.
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.
Expenses
Certain expenses, which are directly identifiable to a specific Portfolio, are applied to that Portfolio within the Trust. 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 Portfolio within the Trust.
16
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
Foreign Taxes
The Portfolio may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with SSGA Funds Management, Inc.’s (the “Adviser” or “SSGA FM”) understanding of the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the Portfolio invests. These foreign taxes, if any, are paid by the Portfolio and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred as of December 31, 2017, if any, are disclosed in the Portfolio’s Statement of Assets and Liabilities.
3. | Derivative Financial Instruments |
Futures Contracts
The Portfolio may enter into futures contracts to meet its objectives. A futures contract is a standardized, exchange-traded agreement to buy or sell a financial instrument at a set price on a future date. Upon entering into a futures contract, the Portfolio is required to deposit with the broker, cash or securities in an amount equal to the minimum initial margin requirements of the clearing house. Subsequent payments are made or received by the Portfolio equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses. The Portfolio recognizes a realized gain or loss when the contract is closed.
Losses may arise if the value of a futures contract decreases due to unfavorable changes in the market rates or values of the underlying instrument during the term of the contract or if the counterparty does not perform under the contract. The use of futures contracts also involves the risk that the movements in the price of the futures contracts do not correlate with the movement of the assets underlying such contracts.
For the period ended December 31, 2017, the Portfolio entered into futures contracts for cash equitization, to reduce tracking error and to facilitate daily liquidity.
The following tables summarize the value of the Portfolio’s derivative instruments as of December 31, 2017, and the related location in the accompanying Statement of Assets and Liabilities and Statement of Operations, presented by primary underlying risk exposure:
| | | | | | | | | | | | | | | | | | | | | | |
| | Asset Derivatives |
| | Interest Rate Contracts Risk | | | Foreign Exchange Contracts Risk | | | Credit Contracts Risk | | | Equity Contracts Risk | | | Commodity Contracts Risk | | | Total |
State Street Equity 500 Index Portfolio | | | | | | | | | | | | | | | | | | | | | | |
Futures Contracts (a) | | $ | — | | | $ | — | | | $ | — | | | $ | 489,380 | | | $ | — | | | $ 489,380 |
|
(a) Unrealized appreciation on open futures contracts. The Statement of Assets and Liabilities only reflect the current day’s net variation margin. |
| | Net Realized Gain (Loss) |
| | Interest Rate Contracts Risk | | | Foreign Exchange Contracts Risk | | | Credit Contracts Risk | | | Equity Contracts Risk | | | Commodity Contracts Risk | | | Total |
State Street Equity 500 Index Portfolio | | | | | | | | | | | | | | | | | | | | | | |
Futures Contracts | | $ | — | | | $ | — | | | $ | — | | | $ | 4,495,428 | | | $ | — | | | $4,495,428 |
17
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Net Change in Unrealized Appreciation (Depreciation) | |
| | Interest Rate Contracts Risk | | | Foreign Exchange Contracts Risk | | | Credit Contracts Risk | | | Equity Contracts Risk | | | Commodity Contracts Risk | | | Total | |
State Street Equity 500 Index Portfolio | | | | | | | | | | | | | | | | | | | | | | | | |
Futures Contracts | | $ | — | | | $ | — | | | $ | — | | | $ | 682,055 | | | $ | — | | | $ | 682,055 | |
4. | Fees and Transactions with Affiliates |
Advisory Fees
The Portfolio has entered into an Investment Advisory Agreement with SSGA FM, 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.
Administrator, Custodian, Sub-Administrator and Transfer Agent Fees
SSGA FM serves as administrator and State Street, an affiliate of the Adviser, serves as custodian, sub-administrator and transfer agent to the Portfolio. In compensation for SSGA FM’s services as investment adviser and administrator and for State Street’s services as custodian, sub-administrator 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.
Other Transactions with Affiliates — Securities Lending
State Street, an affiliate of the Portfolio, acts as the securities lending agent for the Portfolio, pursuant to an amended and restated securities lending authorization agreement dated January 6, 2017.
Proceeds collected by State Street on investment of cash collateral or any fee income are allocated as follows (after deduction of such other amounts payable to State Street under the terms of the securities lending agreement): 85% payable to the Portfolio, and 15% payable to State Street.
In addition, cash collateral from lending activities is invested in the State Street Navigator Securities Lending Government Money Market Portfolio, an affiliated money market fund, for which SSGA FM serves as investment adviser. See Note 8 for additional information regarding securities lending.
Other Transactions with Affiliates
The Portfolio may invest in affiliated entities, including securities issued by State Street Corporation, affiliated funds, or entities deemed to be affiliates as a result of the Portfolio owning more than five percent of the entity’s voting securities or outstanding shares. Amounts relating to these transactions during the period ended December 31, 2017, are disclosed in the Schedule of Investments.
On March 8, 2017, the Portfolio received a non-recurring litigation payment of $6,722, from State Street Corporation, an affiliate of the Adviser, which is recorded as a realized gain in the Statement of Operations.
The fees and expenses of the Trust’s trustees, who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), are paid directly by the Portfolio. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance and industry seminars.
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STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
6. | Investment Transactions |
Purchases and sales of investments (excluding in-kind transactions, short term investments and derivative contracts) for the period ended December 31, 2017, were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
State Street Equity 500 Index Portfolio | | $ | 35,529,815 | | | $ | 192,019,343 | |
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, 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 its tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio files federal and various state and local tax returns as required. No income tax returns are currently under examination. Generally, the federal returns are subject to examination by the Internal Revenue Service for a period of three years from date of filing, while the state returns may remain open for an additional year depending upon jurisdiction. SSGA FM has analyzed the Portfolio’s tax positions taken on tax returns for all open years and does not believe there are any uncertain tax positions that would require recognition of a tax liability.
As of December 31, 2017, gross unrealized appreciation and gross unrealized depreciation of investments and other financial instruments based on cost for federal income tax purposes were as follows:
| | | | | | | | | | | | | | | | |
| | Tax Cost | | | Gross Unrealized Appreciation | | | Gross Unrealized Depreciation | | | Net Unrealized Appreciation (Depreciation) | |
State Street Equity 500 Index Portfolio | | $ | 568,146,969 | | | $ | 1,141,277,507 | | | $ | 72,921,464 | | | $ | 1,068,356,043 | |
The Portfolio may lend securities to qualified broker-dealers or institutional investors. The loans are secured at all times by cash, cash equivalents or U.S. government securities in an amount at least equal to the market value of the securities loaned, plus accrued interest and dividends, determined on a daily basis and adjusted accordingly. The value of the collateral with respect to a loaned security may be temporarily more or less than the value of a security due to market fluctuations of securities values. With respect to each loan, if on any U.S. business day the aggregate market value of securities collateral plus cash collateral is less than the aggregate market value of the securities which are subject to the loan, the borrower will be notified to provide additional collateral on the next business day.
The Portfolio will regain record ownership of loaned securities to exercise certain beneficial rights; however, the Portfolio may bear the risk of delay in recovery of, or even loss of rights in the securities loaned should the borrower fail financially. In addition, the Portfolio will bear the risk of loss of any cash collateral that it may invest. The Portfolio receives compensation for lending its securities from interest or dividends earned on the cash, cash equivalents or U.S. government securities held as collateral, net of fee rebates paid to the borrower and net of fees paid to State Street as the lending agent. Additionally, the Portfolio will receive a fee from the borrower for non-cash collateral equal to a percentage of the market value of the loaned securities.
The market value of securities on loan as of December 31, 2017, and the value of the invested cash collateral are disclosed in the Portfolio’s Statement of Assets and Liabilities. Non-cash collateral is not disclosed in the Portfolio’s Statement of Assets and Liabilities as it is held by the lending agent on behalf of the Portfolio, and the Portfolio does not have the ability to re-hypothecate those securities. Securities lending income, as disclosed in the Portfolio’s Statement of Operations, represents the income earned from the non-cash collateral and the investment of cash collateral, net of fee rebates paid to the borrower and net of fees paid to State Street as lending agent.
19
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
The following is a summary of the Portfolio’s securities lending agreements and related cash and non-cash collateral received as of December 31, 2017:
| | | | | | | | | | | | | | | | |
Fund | | Market Value of Securities on Loan | | | Cash Collateral Received | | | Non Cash Collateral Received* | | | Total Collateral Received | |
State Street Equity 500 Index Portfolio | | $ | 21,975,355 | | | $ | 818,690 | | | $ | 21,872,186 | | | $ | 22,690,876 | |
* | The non-cash collateral includes U.S. Treasuries and U.S. Government Agency securities. |
The following table reflects a breakdown of transactions accounted for as secured borrowings, the gross obligation by the type of collateral pledged or securities loaned, and the remaining contractual maturity of those transactions as of December 31, 2017:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Remaining Contractual Maturity of the Agreements As of December 31, 2017 | |
Fund | | Securities Lending Transactions | | Overnight and Continuous | | | <30 Days | | | Between 30 & 90 Days | | | >90 Days | | | Total Borrowings | | | Gross Amount of Recognized Liabilities for Securities Lending Transactions | |
State Street Equity 500 Index Portfolio | | Common Stocks | | $ | 818,690 | | | $ | — | | | $ | — | | | $ | — | | | $ | 818,690 | | | $ | 818,690 | |
The Portfolio and other affiliated funds (each a “Participant” and, collectively, the “Participants”) participate in a $500 million revolving credit facility provided by a syndication of banks under which the Participants may borrow to fund shareholder redemptions. This agreement expires in October 2018 unless extended or renewed.
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 relative net assets. Commitment fees are ordinary fund operating expenses. 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 1% plus the greater of the New York Fed Bank Rate and 1-month LIBOR rate.
Prior to October 12, 2017, the Portfolio and other affiliated funds participated in a $360 million revolving credit facility.
The Portfolio had no outstanding loans as of December 31, 2017.
Concentration Risk
As a result of the Portfolio’s ability to invest a large percentage of its assets in obligations of issuers within the same country, state, region, currency or economic sector, an adverse economic, business or political development may affect the value of the Portfolio’s investments more than if the Portfolio were more broadly diversified.
Market and Credit Risk
In the normal course of business, the Portfolio trades financial instruments and enters into transactions where risk of potential loss exists due to changes in the general economic conditions and fluctuations of the market (market risk). Additionally, the Portfolio may also be exposed to credit risk in the event that an issuer or guarantor fails to perform or that an institution or entity with which the Portfolio has unsettled or open transactions defaults.
20
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
11. Subsequent Events
Management has evaluated the impact of all subsequent events on the Portfolio through the date on which the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.
21
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Owners of Beneficial Interest and Board of Trustees of
State Street Equity 500 Index Portfolio:
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of State Street Equity 500 Index Portfolio (the “Portfolio”) (one of the portfolios constituting State Street Master Funds (the “Trust”)), including the schedule of investments, as of December 31, 2017, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of State Street Equity 500 Index Portfolio (one of the portfolios constituting State Street Master Funds) at December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financials reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian, brokers and others or by other appropriate auditing procedures where replies from brokers and others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provides a reasonable basis for our opinion.

We have served as the auditor of one or more State Street Global Advisors investment companies since 2000.
Boston, Massachusetts
February 28, 2018
22
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
OTHER INFORMATION
December 31, 2017 (Unaudited)
Expense Example
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, including sales charges (loads), if applicable, on purchase payments, reinvested dividends, or other distributions and (2) ongoing costs, including advisory fees and to the extent applicable, distribution (12b-1) and/or service fees; and other Portfolio expenses. 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. It is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from July 1, 2017 to December 31, 2017.
The table below illustrates your Portfolio’s cost 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 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 U.S. Securities and Exchange Commission (the “SEC”) 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 transaction costs, such as sales load charges (loads). Therefore, the hypothetical 5% return section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | | | | | |
| | | | | Actual | | | Hypothetical (assuming a 5% return before expenses) | |
| | Annualized Expense Ratio | | | Ending Account Value | | | Expenses Paid During Period(a) | | | Ending Account Value | | | Expenses Paid During Period(a) | |
State Street Equity 500 Index Portfolio | | | 0.05 | % | | $ | 1,119.70 | | | $ | 0.27 | | | $ | 1,025.00 | | | $ | 0.26 | |
(a) | Hypothetical expenses are equal to the Portfolio’s annualized net expense ratio multiplied by the average account value of the year multiplied by 184, then divided by 365. |
23
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
Proxy Voting Policies and Procedures and Records
The Portfolio has adopted the proxy voting policies of the Adviser. A description of the policies and procedures that the Portfolio have adopted to determine how to vote proxies relating to portfolio securities are contained in the Portfolio’s Statement of Additional Information, which is available (i) without charge, upon request, by calling the Portfolio at 1-800-997-7327, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330. Information regarding how the Portfolio voted proxies, if any, during the most recent 12-month period ended June 30 is available by August 31 of each year without charge (1) by calling 1-800-997-7327 (toll free), or (2) on the website of the SEC at www.sec.gov.
Quarterly Portfolio Schedule
The Portfolio will file its complete schedule of investments with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Portfolio’s Form N-Q is available (i) without charge, upon request, by calling the Portfolio at 1-800-997-7327, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330.
24
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
TRUSTEES AND OFFICERS
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Trustees | | | | | | | | | | |
Independent Trustees | | | | | | | | | | |
Michael F. Holland c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1944 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 7/99 | | Chairman, Holland & Company L.L.C. (investment adviser) (1995-present). | | 67 | | Director, the Holland Series Fund, Inc.; Director, The China Fund, Inc.; Director, The Taiwan Fund, Inc. (2007-2017); Director, Reaves Utility Income Fund, Inc.; and Director, Blackstone/GSO Loans (and Real Estate) Funds. |
Patrick J. Riley c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 1/14 | | 2002 to May 2010, Associate Justice of the Superior Court, Commonwealth of Massachusetts; 1985 to 2002, Partner, Riley, Burke & Donahue, L.L.P. (law firm); 1998 to Present, Independent Director, State Street Global Advisers Ireland, Ltd. (investment company); 1998 to Present, Independent Director, SSGA Liquidity plc (formerly, SSGA Cash Management Fund plc); January 2009 to Present, Independent Director, SSGA Fixed Income plc; and January 2009 to Present, Independent Director, SSGA Qualified Funds PLC. | | 73 | | Board Director and Chairman, SPDR Europe 1PLC Board (2011-Present); Board Director and Chairman, SPDR Europe II, PLC (2013- Present). |
William L. Marshall c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1942 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 1/14 | | July 2016 to Present, Chief Executive Officer and Chief Compliance Officer, The Marshall Financial Group, Inc.; 2015 to present, Board member, The Doylestown Health Foundation Board; April 2011 to June 2016, Chairman (until April 2011, Chief Executive Officer and President), Wm. L. Marshall Associates, Inc., Wm. L. Marshall Companies, Inc. and the Marshall Financial Group, Inc. (a registered investment adviser and provider of financial and related consulting services); Certified Financial Planner; Member, Financial Planners Association. | | 73 | | None. |
Richard D. Shirk c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1945 | | Trustee and Co-Chairman of the Qualified Legal and Compliance Committee | | Term: Indefinite Elected: 1/14 | | March 2001 to April 2002, Chairman (1996 to March 2001, President and Chief Executive Officer), Cerulean Companies, Inc. (holding company) (Retired); 1992 to March 2001, President and Chief Executive Officer, Blue Cross Blue Shield of Georgia (health insurer, managed healthcare). | | 73 | | 1998 to December 2008, Chairman, Board Member and December 2008 to Present, Investment Committee Member, Healthcare Georgia Foundation (private foundation); September 2002 to 2012, Lead Director and Board Member, Amerigroup Corp. (managed health care); 1999 to 2013, Board Member and (since 2001) Investment Committee Member, Woodruff Arts Center; and 2003 to 2009, Trustee, Gettysburg College; Board member, Aerocare Holdings, Regenesis Biomedical Inc. |
Rina K. Spence c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chair of the Qualified Legal and Compliance Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 7/99 | | President of SpenceCare International LLC (international healthcare consulting) (1999-present); Chief Executive Officer, IEmily.com (health internet company) (2000-2001); Chief Executive Officer of Consensus Pharmaceutical, Inc. (1998-1999); Founder, President and Chief Executive Officer of Spence Center for Women’s Health (1994-1998); President and CEO, Emerson Hospital (1984-1994); Honorary Consul for Monaco in Boston (2015-present). | | 73 | | Trustee, Eastern Enterprise (utilities) (1988-2000); Director, Berkshire Life Insurance Company of America (1993-2009). |
25
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Bruce D. Taber c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1943 | | Trustee and Co-Chairman of the Valuation Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 1/14 | | Retired; 1999 to 2016, Partner, Zenergy LLC (a technology company providing Computer Modeling and System Analysis to the General Electric Power Generation Division); Until December 2008, Independent Director, SSGA Cash Management Fund plc; Until December 2008, Independent Director, State Street Global Advisers Ireland, Ltd. (investment companies); and Until August 1994, President, Alonzo B. Reed, Inc., (a Boston architect-engineering firm). | | 67 | | None. |
Douglas T. Williams c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1940 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 7/99 | | Retired Executive Vice President and member of Executive Committee, Chase Manhattan Bank (1987-1999); President, Boston Stock Exchange Depository Trust Company, 1981-1982; Treasurer, Nantucket Educational Trust, (2002-2007); Executive Vice President and Global Head of Technology and Operations, JP Morgan Chase (1994 to1998). | | 73 | | None. |
Michael A. Jessee c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1946 | | Trustee and Co-Chairman of the Valuation Committee | | Term: Indefinite Appointed: 7/16 | | Retired; formerly, President and Chief Executive Officer of the Federal Home Loan Bank of Boston (1989-2009); Trustee, Randolph-Macon College (2004-2016). | | 73 | | None. |
Interested Trustees(1) | | | | | | | | | | |
James E. Ross SSGA Funds Management, Inc. One Lincoln Street Boston, MA 02111-2900 YOB: 1965 | | Trustee | | Term: Indefinite Appointed: 2/07 | | Chairman and Director, SSGA Funds Management, Inc. (2005-present); Executive Vice President, State Street Global Advisors (2012-present); Chief Executive Officer and Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present); Director, State Street Global Markets, LLC (2013-April 2017); President, SSGA Funds Management, Inc. (2005-2012), Principal, State Street Global Advisors (2000-2005). | | 234 | | SSGA SPDR ETFs Europe I plc (Director) (November 2016-present); SSGA SPDR ETFs Europe II plc (Director) (November 2016-present). |
† | For the purpose of determining the number of portfolios overseen by the Trustees, “Fund Complex” comprises registered investment companies for which SSGA Funds Management, Inc. serves as investment adviser. |
(1) | Mr. Ross is an Interested Trustee because of his employment by SSGA FM, an affiliate of the Trust. |
The following lists the principal officers for the Trust, as well as their mailing addresses and ages, positions with the Trust and length of time served, and present and principal occupations:
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
Officers | | | | | | |
ELLEN M. NEEDHAM SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1967 | | President | | Term: Indefinite Elected: 10/12 | | President and Director, SSGA Funds Management, Inc. (2001-present)*; Senior Managing Director, State Street Global Advisors (1992-present); Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present).* |
26
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
BRUCE S. ROSENBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1961 | | Treasurer | | Term: Indefinite Elected: 2/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (July 2015-present); Director, Credit Suisse (April 2008-July 2015). |
ANN M. CARPENTER SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1966 | | Vice President and Deputy Treasurer | | Term: Indefinite Elected: 10/12 Term: Indefinite Elected: 2/16 | | Chief Operating Officer, SSGA Funds Management, Inc. (2005-Present)*; Managing Director, State Street Global Advisors (2005-present).* |
CHAD C. HALLETT SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1969 | | Deputy Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (November 2014-present); Vice President, State Street Bank and Trust Company (2001-November 2014).* |
DARLENE ANDERSON-VASQUEZ SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1968 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (May 2016-present); Senior Vice President, John Hancock Investments (September 2007-May 2016). |
ARTHUR A. JENSEN SSGA Funds Management, Inc. 1600 Summer Street Stamford, CT 06905 YOB: 1966 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Vice President at State Street Global Advisors (July 2016-present); Deputy Treasurer of Elfun Funds (July 2016-present); Treasurer of State Street Institutional Funds, State Street Variable Insurance Series Funds, Inc. and GE Retirement Savings Plan Funds (June 2011-present); Treasurer of Elfun Funds (June 2011-July 2016); Mutual Funds Controller of GE Asset Management Incorporated (April 2011-July 2016). |
SUJATA UPRETI SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1974 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (May 2015-present); Assistant Director, Cambridge Associates, LLC (July 2014-January 2015); Vice President, Bank of New York Mellon (July 2012-August 2013); Manager, PricewaterhouseCoopers, LLP (September 2003-July 2012). |
DANIEL FOLEY SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1972 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (April 2007-present).* |
DANIEL G. PLOURDE SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1980 | | Assistant Treasurer | | Term: Indefinite Elected: 5/17 | | Assistant Vice President, SSGA Funds Management, Inc. (May 2015-present); Officer, State Street Bank and Trust Company (March 2009-May 2015). |
BRIAN HARRIS SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1973 | | Chief Compliance Officer, Anti-Money Laundering Officer and Code of Ethics Compliance Officer | | Term: Indefinite Elected: 11/13 Term: Indefinite Elected: 9/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (2013-Present); Senior Vice President and Global Head of Investment Compliance, BofA Global Capital Management (September 2010-May 2013). |
27
STATE STREET MASTER FUNDS
STATE STREET EQUITY 500 INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
JOSHUA A. WEINBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1978 | | Chief Legal Officer | | Term: Indefinite Elected: 2/15 | | Managing Director and Managing Counsel, State Street Global Advisors (2011-present)*; Clerk, SSGA Funds Management, Inc. (2013-present); Associate, Financial Services Group, Dechert LLP (2005-2011). |
JESSE D. HALLEE State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1976 | | Secretary | | Term: Indefinite Elected: 9/16 | | Vice President and Managing Counsel, State Street Bank and Trust Company (2013-present); Vice President and Counsel, Brown Brothers Harriman & Co. (2007-2013). |
KHIMMARA GREER State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1983 | | Assistant Secretary | | Term: Indefinite Elected: 5/16 | | Vice President and Counsel, State Street Bank and Trust Company (2015- present); Regulatory Advisor, JPMorgan (2014-2015); Claims Case Manager, Liberty Mutual Insurance (2012-2014); Contract Attorney, Various Law Firms (2011-2012). |
* | Served in various capacities and/or with various affiliated entities during noted time period. |
Statement of Additional Information (SAI) includes additional information about the Portfolio’s directors and is available, without charge, upon request and by calling 1-800-997-7327.
28
Trustees
Michael F. Holland
Michael A. Jessee
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.
State Street Equity 500 Index Portfolio
State Street Bank and Trust Company
P.O. Box 5049
Boston, MA 02206
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-800-997-7327. Please read the offering document carefully before investing in the Portfolio.
Annual Report
December 31, 2017
State Street Master Funds
State Street Money Market Portfolio
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.

TABLE OF CONTENTS
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
STATE STREET MONEY MARKET PORTFOLIO
PORTFOLIO STATISTICS (UNAUDITED)
Portfolio Composition as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | Certificates of Deposit | | | 39.2 | % | | |
| | Financial Company Commercial Paper | | | 24.2 | | | |
| | Other Notes | | | 17.8 | | | |
| | Other Repurchase Agreements | | | 10.9 | | | |
| | Asset Backed Commercial Paper | | | 7.2 | | | |
| | Other Commercial Paper | | | 0.6 | | | |
| | Other Assets in Excess of Liabilities | | | 0.1 | | | |
| | TOTAL | | | 100.0 | % | | |
(The composition is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
Maturity Ladder as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | 2 to 30 Days | | | 47.6 | % | | |
| | 31 to 60 Days | | | 9.6 | | | |
| | 61 to 90 Days | | | 14.7 | | | |
| | Over 90 Days | | | 28.0 | | | |
| | TOTAL | | | 99.9 | % | | |
| | Average days to maturity | | | 20 | | | |
| | Weighted average life | | | 69 | | | |
(The maturity ladder is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
See accompanying notes to financial statements.
1
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
ASSET BACKED COMMERCIAL PAPER — 7.2% | | | | | | | | | | | | | | | | | | | | |
Alpine Securitization Ltd. (a) | | | 1.370 | % | | | 01/16/2018 | | | | 01/16/2018 | | | $ | 100,000,000 | | | $ | 99,921,900 | |
Alpine Securitization Ltd. (a) | | | 1.440 | % | | | 01/31/2018 | | | | 01/31/2018 | | | | 30,000,000 | | | | 29,955,038 | |
Antalis SA (a) | | | 1.480 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 40,000,000 | | | | 39,991,722 | |
Antalis SA (a) | | | 1.650 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 66,410,000 | | | | 66,390,630 | |
Collateralized Commercial Paper Co. LLC, 3 Month USD LIBOR + 0.12% (b) | | | 1.456 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 101,000,000 | | | | 101,001,094 | |
Collateralized Commercial Paper Co. LLC, 1 Month USD LIBOR + 0.21% (b) | | | 1.642 | % | | | 01/12/2018 | | | | 06/12/2018 | | | | 100,000,000 | | | | 100,006,632 | |
Collateralized Commercial Paper Co. LLC (a) | | | 1.730 | % | | | 04/13/2018 | | | | 04/13/2018 | | | | 125,000,000 | | | | 124,349,947 | |
Kells Funding LLC, 1 Month USD LIBOR + 0.10% (b) | | | 1.572 | % | | | 01/15/2018 | | | | 03/14/2018 | | | | 123,000,000 | | | | 123,014,279 | |
Liberty Street Funding LLC (a) | | | 1.370 | % | | | 01/18/2018 | | | | 01/18/2018 | | | | 35,000,000 | | | | 34,969,667 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL ASSET BACKED COMMERCIAL PAPER | | | | | | | | | | | | | | | | | | | 719,600,909 | |
| | | | | | | | | | | | | | | | | | | | |
CERTIFICATES OF DEPOSIT — 39.2% | | | | | | | | | | | | | | | | | | | | |
Bank of China (a) | | | 1.800 | % | | | 01/26/2018 | | | | 01/26/2018 | | | | 125,000,000 | | | | 125,001,050 | |
Bank of Montreal (a) | | | 1.320 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 50,000,000 | | | | 49,998,901 | |
Bank of Montreal (a) | | | 1.350 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 90,000,000 | | | | 89,997,494 | |
Bank of Montreal, 1 Month USD LIBOR + 0.13% (b) | | | 1.537 | % | | | 01/08/2018 | | | | 03/08/2018 | | | | 50,000,000 | | | | 50,008,360 | |
Bank of Montreal, 1 Month USD LIBOR + 0.19% (b) | | | 1.562 | % | | | 01/04/2018 | | | | 05/04/2018 | | | | 75,000,000 | | | | 75,013,276 | |
Bank of Montreal, 3 Month USD LIBOR + 0.17% (b) | | | 1.632 | % | | | 02/23/2018 | | | | 05/23/2018 | | | | 80,000,000 | | | | 80,022,998 | |
Bank of Nova Scotia, 1 Month USD LIBOR + 0.19% (b) | | | 1.754 | % | | | 01/29/2018 | | | | 08/28/2018 | | | | 125,000,000 | | | | 124,962,371 | |
Bank of Nova Scotia (a) | | | 1.760 | % | | | 03/19/2018 | | | | 03/19/2018 | | | | 50,000,000 | | | | 50,007,316 | |
Bank of Tokyo-Mitsubishi UFJ Ltd. (a) | | | 1.330 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 50,000,000 | | | | 49,999,196 | |
Bank of Tokyo-Mitsubishi UFJ Ltd. (a) | | | 1.450 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 150,000,000 | | | | 149,999,476 | |
BNP Paribas (a) | | | 1.320 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 100,000,000 | | | | 99,998,025 | |
BNP Paribas (a) | | | 1.410 | % | | | 02/20/2018 | | | | 02/20/2018 | | | | 100,000,000 | | | | 99,982,493 | |
Canadian Imperial Bank of Commerce, 1 Month USD LIBOR + 0.19% (b) | | | 1.759 | % | | | 01/31/2018 | | | | 08/31/2018 | | | | 100,000,000 | | | | 99,948,811 | |
DZ Bank AG Deutsche Zentral-Genossenschaftsbank (a) | | | 1.590 | % | | | 03/12/2018 | | | | 03/12/2018 | | | | 125,000,000 | | | | 124,983,247 | |
KBC Bank NV (a) | | | 1.360 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 95,000,000 | | | | 94,999,136 | |
KBC Bank NV (a) | | | 1.630 | % | | | 03/08/2018 | | | | 03/08/2018 | | | | 125,000,000 | | | | 125,018,519 | |
KBC Bank NV (a) | | | 1.780 | % | | | 03/13/2018 | | | | 03/13/2018 | | | | 50,000,000 | | | | 49,999,651 | |
Lloyds Bank PLC, 1 Month USD LIBOR + 0.18% (b) | | | 1.552 | % | | | 01/03/2018 | | | | 08/03/2018 | | | | 75,000,000 | | | | 74,982,740 | |
Lloyds Bank PLC, 1 Month USD LIBOR + 0.18% (b) | | | 1.681 | % | | | 01/22/2018 | | | | 04/20/2018 | | | | 75,000,000 | | | | 75,015,556 | |
Mizuho Bank Ltd. (a) | | | 1.370 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 150,000,000 | | | | 149,997,897 | |
Mizuho Bank Ltd., 1 Month USD LIBOR + 0.14% (b) | | | 1.584 | % | | | 01/12/2018 | | | | 01/12/2018 | | | | 35,000,000 | | | | 35,002,459 | |
Mizuho Bank Ltd., 1 Month USD LIBOR + 0.20% (b) | | | 1.592 | % | | | 01/08/2018 | | | | 04/04/2018 | | | | 100,000,000 | | | | 100,026,650 | |
Oversea-Chinese Banking Corp. Ltd. (a) | | | 1.400 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 140,000,000 | | | | 140,000,000 | |
Oversea-Chinese Banking Corp. Ltd. (a) | | | 1.620 | % | | | 03/12/2018 | | | | 03/12/2018 | | | | 125,000,000 | | | | 124,999,687 | |
Royal Bank of Canada, 3 Month USD LIBOR + 0.13% (b) | | | 1.679 | % | | | 03/12/2018 | | | | 06/12/2018 | | | | 75,000,000 | | | | 75,016,137 | |
Royal Bank of Canada, 1 Month USD LIBOR + 0.24% (b) | | | 1.735 | % | | | 01/19/2018 | | | | 04/19/2018 | | | | 72,000,000 | | | | 72,028,521 | |
Royal Bank of Canada, 1 Month USD LIBOR + 0.35% (b) | | | 1.753 | % | | | 01/08/2018 | | | | 03/07/2018 | | | | 100,000,000 | | | | 100,058,198 | |
Standard Chartered Bank (a) | | | 1.660 | % | | | 03/14/2018 | | | | 03/14/2018 | | | | 125,000,000 | | | | 124,997,105 | |
Sumitomo Mitsui Banking Corp., 1 Month USD LIBOR + 0.15% (b) | | | 1.511 | % | | | 01/02/2018 | | | | 03/01/2018 | | | | 75,000,000 | | | | 75,013,218 | |
Sumitomo Mitsui Banking Corp., 1 Month USD LIBOR + 0.22% (b) | | | 1.652 | % | | | 01/11/2018 | | | | 05/11/2018 | | | | 100,000,000 | | | | 100,020,791 | |
Sumitomo Mitsui Banking Corp., 1 Month USD LIBOR + 0.20% (b) | | | 1.660 | % | | | 01/16/2018 | | | | 02/13/2018 | | | | 100,000,000 | | | | 100,024,709 | |
Sumitomo Mitsui Banking Corp., 1 Month USD LIBOR + 0.20% (b) | | | 1.769 | % | | | 01/31/2018 | | | | 03/29/2018 | | | | 75,000,000 | | | | 75,016,447 | |
Sumitomo Mitsui Trust Bank, 1 Month USD LIBOR + 0.19% (b) | | | 1.742 | % | | | 01/25/2018 | | | | 05/25/2018 | | | | 125,000,000 | | | | 125,011,662 | |
Svenska Handelsbanken AB, 1 Month USD LIBOR + 0.13% (b) | | | 1.502 | % | | | 01/03/2018 | | | | 04/03/2018 | | | | 75,000,000 | | | | 75,010,388 | |
Swedbank AB (a) | | | 1.330 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 80,000,000 | | | | 79,999,721 | |
Toronto Dominion Bank (a) | | | 1.400 | % | | | 02/05/2018 | | | | 02/05/2018 | | | | 100,000,000 | | | | 99,980,356 | |
Toronto Dominion Bank (a) | | | 1.440 | % | | | 02/20/2018 | | | | 02/20/2018 | | | | 125,000,000 | | | | 124,966,151 | |
Toronto Dominion Bank, 1 Month USD LIBOR + 0.23% (b) | | | 1.591 | % | | | 01/02/2018 | | | | 12/03/2018 | | | | 125,000,000 | | | | 124,786,755 | |
See accompanying notes to financial statements.
2
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Toronto Dominion Bank, 1 Month USD LIBOR + 0.34% (b) | | | 1.712 | % | | | 01/03/2018 | | | | 03/05/2018 | | | $ | 50,000,000 | | | $ | 50,028,019 | |
Wells Fargo Bank NA, 1 Month USD LIBOR + 0. 12% (b) | | | 1.523 | % | | | 01/08/2018 | | | | 02/07/2018 | | | | 55,000,000 | | | | 55,007,585 | |
Wells Fargo Bank NA, 1 Month USD LIBOR + 0. 17% (b) | | | 1.542 | % | | | 01/04/2018 | | | | 07/05/2018 | | | | 100,000,000 | | | | 99,983,736 | |
Wells Fargo Bank NA, 1 Month USD LIBOR + 0. 22% (b) | | | 1.711 | % | | | 01/16/2018 | | | | 11/15/2018 | | | | 100,000,000 | | | | 100,002,570 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL CERTIFICATES OF DEPOSIT | | | | | | | | | | | | | | | | | | | 3,896,917,378 | |
| | | | | | | | | | | | | | | | | | | | |
FINANCIAL COMPANY COMMERCIAL PAPER — 24.2% | | | | | | | | | | | | | | | | | | | | |
Australia & New Zealand Banking Group Ltd., 1 Month USD LIBOR + 0. 15% (b) | | | 1.522 | % | | | 01/02/2018 | | | | 07/02/2018 | | | | 94,000,000 | | | | 93,984,017 | |
Australia & New Zealand Banking Group Ltd., 1 Month USD LIBOR + 0. 11% (b) | | | 1.645 | % | | | 01/22/2018 | | | | 03/22/2018 | | | | 90,000,000 | | | | 90,010,533 | |
Bank of Nova Scotia, 3 Month USD LIBOR + 0. 20% (b) | | | 1.641 | % | | | 02/21/2018 | | | | 02/21/2018 | | | | 49,000,000 | | | | 49,011,456 | |
Bank of Nova Scotia, 3 Month USD LIBOR + 0. 20% (b) | | | 1.662 | % | | | 02/23/2018 | | | | 02/23/2018 | | | | 32,000,000 | | | | 32,008,472 | |
BPCE SA (a) | | | 1.620 | % | | | 03/07/2018 | | | | 03/07/2018 | | | | 75,000,000 | | | | 74,778,008 | |
Caisse des Depots et Consignations (a) | | | 1.560 | % | | | 03/22/2018 | | | | 03/22/2018 | | | | 100,000,000 | | | | 99,626,731 | |
Canadian Imperial Bank of Commerce, 1 Month USD LIBOR + 0. 24% (b) | | | 1.712 | % | | | 01/15/2018 | | | | 08/14/2018 | | | | 50,000,000 | | | | 50,000,910 | |
Canadian Imperial Bank of Commerce, 1 Month USD LIBOR + 0. 19% (b) | | | 1.725 | % | | | 01/22/2018 | | | | 05/22/2018 | | | | 75,000,000 | | | | 75,017,302 | |
Commonwealth Bank of Australia, 1 Month USD LIBOR + 0. 17% (b) | | | 1.531 | % | | | 01/02/2018 | | | | 06/01/2018 | | | | 75,000,000 | | | | 75,014,617 | |
Commonwealth Bank of Australia, 1 Month USD LIBOR + 0. 20% (b) | | | 1.561 | % | | | 01/02/2018 | | | | 11/02/2018 | | | | 75,000,000 | | | | 75,002,470 | |
Commonwealth Bank of Australia, 1 Month USD LIBOR + 0. 19% (b) | | | 1.593 | % | | | 01/08/2018 | | | | 09/07/2018 | | | | 100,000,000 | | | | 100,017,692 | |
CPPIB Capital, Inc. (a) | | | 1.610 | % | | | 01/09/2018 | | | | 01/09/2018 | | | | 36,000,000 | | | | 35,983,885 | |
CPPIB Capital, Inc. (a) | | | 1.610 | % | | | 01/16/2018 | | | | 01/16/2018 | | | | 39,000,000 | | | | 38,971,179 | |
Danske Corp. (a) | | | 1.430 | % | | | 02/07/2018 | | | | 02/07/2018 | | | | 75,000,000 | | | | 74,869,417 | |
DBS Bank Ltd. (a) | | | 1.360 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 50,000,000 | | | | 49,989,396 | |
DnB Bank ASA (a) | | | 1.420 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 100,000,000 | | | | 99,976,717 | |
Federation des Caisses Desjardins du Quebec (a) | | | 1.350 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 75,000,000 | | | | 74,984,708 | |
GE Capital Treasury Services US LLC, 1 Month USD LIBOR + 0. 09% (b) | | | 1.659 | % | | | 01/29/2018 | | | | 02/22/2018 | | | | 52,000,000 | | | | 52,007,060 | |
HSBC Bank PLC, 1 Month USD LIBOR + 0. 16% (b) | | | 1.646 | % | | | 01/18/2018 | | | | 05/18/2018 | | | | 100,000,000 | | | | 100,018,166 | |
ING U.S. Funding LLC, 1 Month USD LIBOR + 0. 24% (b) | | | 1.612 | % | | | 01/04/2018 | | | | 05/04/2018 | | | | 72,000,000 | | | | 72,026,902 | |
National Australia Bank Ltd., 3 Month USD LIBOR + 0. 14% (b) | | | 1.490 | % | | | 01/08/2018 | | | | 04/06/2018 | | | | 50,000,000 | | | | 50,018,400 | |
National Securities Clearing Corp. (a) | | | 1.480 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 100,000,000 | | | | 99,971,611 | |
National Securities Clearing Corp. (a) | | | 1.480 | % | | | 01/09/2018 | | | | 01/09/2018 | | | | 60,000,000 | | | | 59,973,142 | |
Nordea Bank AB (a) | | | 1.420 | % | | | 02/23/2018 | | | | 02/23/2018 | | | | 100,000,000 | | | | 99,764,956 | |
Royal Bank of Canada (a) | | | 1.570 | % | | | 03/22/2018 | | | | 03/22/2018 | | | | 100,000,000 | | | | 99,630,419 | |
Swedbank AB (a) | | | 1.435 | % | | | 02/23/2018 | | | | 02/23/2018 | | | | 62,500,000 | | | | 62,363,306 | |
Swedbank AB (a) | | | 1.465 | % | | | 03/02/2018 | | | | 03/02/2018 | | | | 62,500,000 | | | | 62,345,453 | |
Toyota Motor Credit Corp., 1 Month USD LIBOR + 0. 15% (b) | | | 1.557 | % | | | 01/08/2018 | | | | 03/05/2018 | | | | 33,000,000 | | | | 33,006,764 | |
UBS AG, 1 Month USD LIBOR + 0. 20% (b) | | | 1.592 | % | | | 01/08/2018 | | | | 04/06/2018 | | | | 100,000,000 | | | | 100,024,791 | |
UBS AG, 1 Month USD LIBOR + 0. 24% (b) | | | 1.643 | % | | | 01/08/2018 | | | | 08/07/2018 | | | | 75,000,000 | | | | 74,995,005 | |
Westpac Banking Corp., 1 Month USD LIBOR + 0. 15% (b) | | | 1.610 | % | | | 01/16/2018 | | | | 07/13/2018 | | | | 75,000,000 | | | | 74,982,102 | |
Westpac Banking Corp., 1 Month USD LIBOR + 0. 18% (b) | | | 1.640 | % | | | 01/16/2018 | | | | 08/13/2018 | | | | 50,000,000 | | | | 49,998,455 | |
Westpac Banking Corp., 1 Month USD LIBOR + 0. 23% (b) | | | 1.690 | % | | | 01/15/2018 | | | | 04/13/2018 | | | | 53,000,000 | | | | 53,023,595 | |
Westpac Banking Corp., 1 Month USD LIBOR + 0. 19% (b) | | | 1.691 | % | | | 01/02/2018 | | | | 08/31/2018 | | | | 75,000,000 | | | | 75,002,751 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL FINANCIAL COMPANY COMMERCIAL PAPER | | | | | | | | | | | | | | | | | | | 2,408,400,388 | |
| | | | | | | | | | | | | | | | | | | | |
OTHER COMMERCIAL PAPER — 0.6% | | | | | | | | | | | | | | | | | | | | |
General Electric Co. (a) | | | 1.420 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 60,000,000 | | | | 59,990,640 | |
| | | | | | | | | | | | | | | | | | | | |
OTHER NOTES — 17.8% | | | | | | | | | | | | | | | | | | | | |
Bank of America NA, 1 Month USD LIBOR + 0. 14% (b) | | | 1.512 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 74,000,000 | | | | 74,000,000 | |
Bank of America NA, 1 Month USD LIBOR + 0. 14% (b) | | | 1.512 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 50,000,000 | | | | 49,999,997 | |
Bank of America NA, 1 Month USD LIBOR + 0. 11% (b) | | | 1.517 | % | | | 01/08/2018 | | | | 01/08/2018 | | | | 100,000,000 | | | | 99,999,694 | |
Bank of America NA, 1 Month USD LIBOR + 0. 14% (b) | | | 1.584 | % | | | 01/12/2018 | | | | 06/12/2018 | | | | 40,000,000 | | | | 39,999,991 | |
See accompanying notes to financial statements.
3
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Canadian Imperial Bank of Commerce (a) | | | 1.330 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 200,000,000 | | | $ | 200,000,000 | |
Citibank NA (a) | | | 1.360 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 150,000,000 | | | | 150,000,000 | |
Credit Agricole Corporate & Investment Bank (a) | | | 1.330 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 326,777,000 | | | | 326,777,000 | |
Lloyds Bank PLC (a) | | | 1.300 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 250,000,000 | | | | 250,000,000 | |
National Bank of Canada (a) | | | 1.380 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 200,000,000 | | | | 200,000,000 | |
Nordea Bank AB (a) | | | 1.300 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 150,000,000 | | | | 150,000,000 | |
Royal Bank of Canada (a) | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 75,000,000 | | | | 75,000,000 | |
Skandinaviska Enskilda Banken AB (a) | | | 1.300 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 150,000,000 | | | | 150,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL OTHER NOTES | | | | | | | | | | | | | | | | | | | 1,765,776,682 | |
| | | | | | | | | | | | | | | | | | | | |
OTHER REPURCHASE AGREEMENTS — 10.9% | | | | | | | | | | | | | | | | | | | | |
Agreement with BNP Paribas Securities Corp. Agreement with BNP Paribas Securities Corp. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by various Equity Securities, valued at $280,800,000); expected proceeds $260,045,356 | | | 1.570 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 260,000,000 | | | | 260,000,000 | |
Agreement with Citigroup Global Markets, Inc. Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a Convertible Bond, 4.875% due 06/01/2020, and various Equity Securities, valued at $243,113,437); expected proceeds $225,039,250 | | | 1.570 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 225,000,000 | | | | 225,000,000 | |
Agreement with Scotia Capital Agreement with Bank of Nova Scotia and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by various Corporate Bonds, 1.500%-7.625% due 01/22/2018-12/01/2047, valued at $185,604,426); expected proceeds $175,030,528 | | | 1.570 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 175,000,000 | | | | 175,000,000 | |
Agreement with UBS Securities LLC Agreement with UBS Securities LLC and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by various Corporate Bonds, 1.500%-6.875% due 02/01/2018-01/15/2048, valued at $161,720,252); expected proceeds $150,026,167 | | | 1.570 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 150,000,000 | | | | 150,000,000 | |
Agreement with UBS Securities LLC Agreement with UBS Securities LLC and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by various Corporate Bonds, 1.500%-8.625% due 01/18/2018-01/15/2048, valued at $113,312,083); expected proceeds $100,018,556 | | | 1.670 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 100,000,000 | | | | 100,000,000 | |
Agreement with Wells Fargo Bank Agreement with Wells Fargo Bank and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by various Corporate Bonds, 0.875%-5.875% due 01/16/2018-08/11/2026, valued at $77,419,073); expected proceeds $75,012,667 | | | 1.520 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 75,000,000 | | | | 75,000,000 | |
Agreement with Wells Fargo Bank Agreement with Wells Fargo Bank and Bank of New York Mellon (Tri-Party), dated 12/27/2017 (collateralized by various Equity Securities, valued at $108,029,161); expected proceeds $100,031,500 | | | 1.620 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 100,000,000 | | | | 100,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL OTHER REPURCHASE AGREEMENTS | | | | | | | | | | | | | | | | | | | 1,085,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS — 99.9% (c) (Cost $9,935,831,586) | | | | | | | | | | | | | | | | | | | 9,935,685,997 | |
| | | | | | | | | | | | | | | | | | | | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 0.1% | | | | | | | | | | | | | | | | | | | 6,119,949 | |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS — 100.0% | | | | | | | | | | | | | | | | | | $ | 9,941,805,946 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Rate represents annualized yield at date of purchase. |
(b) | Variable Rate Security — Interest rate shown is rate in effect at December 31, 2017. |
(c) | Also represents the cost for federal tax purposes. |
See accompanying notes to financial statements.
4
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
The following table summarizes the value of the Portfolio’s investments according to the fair value hierarchy as of December 31, 2017.
| | | | | | | | | | | | | | | | |
Description | | Level 1 — Quoted Prices | | | Level 2 — Other Significant Observable Inputs | | | Level 3 — Significant Unobservable Inputs | | | Total | |
ASSETS: | | | | | | | | | | | | | | | | |
INVESTMENTS: | | | | | | | | | | | | | | | | |
Asset Backed Commercial Paper | | $ | — | | | $ | 719,600,909 | | | $ | — | | | $ | 719,600,909 | |
Certificates of Deposit | | | — | | | | 3,896,917,378 | | | | — | | | | 3,896,917,378 | |
Financial Company Commercial Paper | | | — | | | | 2,408,400,388 | | | | — | | | | 2,408,400,388 | |
Other Commercial Paper | | | — | | | | 59,990,640 | | | | — | | | | 59,990,640 | |
Other Notes | | | — | | | | 1,765,776,682 | | | | — | | | | 1,765,776,682 | |
Other Repurchase Agreements. | | | — | | | | 1,085,000,000 | | | | — | | | | 1,085,000,000 | |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS | | $ | — | | | $ | 9,935,685,997 | | | $ | — | | | $ | 9,935,685,997 | |
| | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
5
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2017
| | | | |
ASSETS | | | | |
Investments in unaffiliated issuers, at value | | $ | 8,850,685,997 | |
Repurchase agreements, at value | | | 1,085,000,000 | |
| | | | |
Total Investments | | | 9,935,685,997 | |
Cash | | | 96,023 | |
Interest receivable — unaffiliated issuers | | | 6,912,041 | |
Prepaid expenses and other assets | | | 36,752 | |
| | | | |
TOTAL ASSETS | | | 9,942,730,813 | |
| | | | |
LIABILITIES | | | | |
Advisory fee payable | | | 462,425 | |
Administration, custody and transfer agent fees payable | | | 293,245 | |
Trustees’ fees and expenses payable | | | 100,574 | |
Professional fees payable | | | 50,162 | |
Printing fees payable | | | 13,828 | |
Accrued expenses and other liabilities | | | 4,633 | |
| | | | |
TOTAL LIABILITIES | | | 924,867 | |
| | | | |
NET ASSETS | | $ | 9,941,805,946 | |
| | | | |
COST OF INVESTMENTS: | | | | |
Investments in unaffiliated issuers | | $ | 8,850,831,586 | |
Repurchase agreements | | | 1,085,000,000 | |
| | | | |
Total cost of investments | | $ | 9,935,831,586 | |
| | | | |
See accompanying notes to financial statements.
6
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2017
| | | | |
INVESTMENT INCOME | | | | |
Interest income — unaffiliated issuers | | $ | 114,850,617 | |
| | | | |
EXPENSES | | | | |
Advisory fee | | | 4,877,771 | |
Administration, custodian and transfer agent fees | | | 1,235,052 | |
Professional fees and expenses | | | 121,298 | |
Printing and postage fees | | | 11,854 | |
Insurance expense | | | 43,822 | |
Miscellaneous expenses | | | 1,976 | |
| | | | |
TOTAL EXPENSES | | | 6,291,773 | |
| | | | |
NET INVESTMENT INCOME (LOSS) | | | 108,558,844 | |
| | | | |
REALIZED AND UNREALIZED GAIN (LOSS) | | | | |
Net realized gain (loss) on: | | | | |
Investments — unaffiliated issuers | | | (63,091 | ) |
Net change in unrealized appreciation/depreciation on: | | | | |
Investments — unaffiliated issuers | | | (946,240 | ) |
NET REALIZED AND UNREALIZED GAIN (LOSS) | | | (1,009,331 | ) |
| | | | |
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS | | $ | 107,549,513 | |
| | | | |
See accompanying notes to financial statements.
7
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | |
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income (loss) | | $ | 108,558,844 | | | $ | 176,501,548 | |
Net realized gain (loss) | | | (63,091 | ) | | | 313,218 | |
Net change in unrealized appreciation/depreciation | | | (946,240 | ) | | | 800,651 | |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 107,549,513 | | | | 177,615,417 | |
| | | | | | | | |
CAPITAL TRANSACTIONS | | | | | | | | |
Contributions | | | 26,478,211,141 | | | | 62,887,835,691 | |
Proceeds in connection with Reorganization (Note 8) | | | — | | | | 8,420,969,389 | |
Withdrawals | | | (24,916,607,332 | ) | | | (110,897,624,155 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | 1,561,603,809 | | | | (39,588,819,075 | ) |
| | | | | | | | |
Net increase (decrease) in net assets during the period | | | 1,669,153,322 | | | | (39,411,203,658 | ) |
| | | | | | | | |
Net assets at beginning of period | | | 8,272,652,624 | | | | 47,683,856,282 | |
| | | | | | | | |
NET ASSETS AT END OF PERIOD | | $ | 9,941,805,946 | | | $ | 8,272,652,624 | |
| | | | | | | | |
See accompanying notes to financial statements.
8
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
FINANCIAL HIGHLIGHTS
Selected data for a share outstanding throughout each period
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | | | Year Ended 12/31/15 | | | Year Ended 12/31/14 | | | Year Ended 12/31/13 | |
Total return (a) | | | 0.96 | % | | | 0.51 | % | | | 0.17 | % | | | 0.13 | % | | | 0.15 | % |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in 000s) | | $ | 9,941,806 | | | $ | 8,272,653 | | | $ | 47,683,856 | | | $ | 40,704,468 | | | $ | 34,053,304 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.06 | % | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % | | | 0.06 | % |
Net investment income (loss) | | | 1.11 | % | | | 0.49 | % | | | 0.17 | % | | | 0.13 | % | | | 0.15 | % |
(a) | Results represent past performance and are not indicative of future results. Total return for periods of less than one year are not annualized. |
See accompanying notes to financial statements.
9
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
December 31, 2017
State Street Master Funds (the “Trust”), a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (“1940 Act”), is an open-end management investment company.
As of December 31, 2017, the Trust consists of six (6) series each of which represents a separate series of beneficial interest in the Trust. The State Street Money Market Portfolio (the “Portfolio”) is authorized to issue an unlimited number of shares of beneficial interest with no par value. The financial statements herein relate only to the Portfolio.
The Portfolio operates as a floating net asset value (“NAV”) money market fund. As a floating NAV money market fund, the Portfolio (1) will utilize current market-based prices (except as otherwise generally permitted to value individual portfolio securities with remaining maturities of 60 days or less at amortized cost in accordance with Securities and Exchange Commission (“SEC”) guidance) to value its portfolio securities and transact at a floating NAV calculated to four decimal places; and (2) has adopted policies and procedures to impose liquidity fees on redemptions and/or temporary redemption gates in the event that the Portfolio’s weekly liquid assets fall below a designated threshold.
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 would involve future claims that may be made against the Trust that have not yet occurred.
2. | Summary of 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 (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Portfolio is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.
Security Valuation
The Portfolio’s investments are valued at fair value each day that the New York Stock Exchange (“NYSE”) is open and, for financial reporting purposes, as of the report date should the reporting period end on a day that the NYSE is not open. Fair value is generally defined as 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 the policy and procedures developed by the Oversight Committee (the “Committee”) and approved by 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.
Valuation techniques used to value the Portfolio’s investments by major category are as follows:
• | | Government and municipal fixed income securities are generally valued using quotations from independent pricing services or brokers. |
• | | Debt obligations (including short term investments) are valued using quotations from independent pricing services or brokers or are generally valued at the last reported evaluated prices. |
• | | Repurchase agreements are valued at the repurchase price as of valuation date. |
In the event prices or quotations are not readily available or that the application of these valuation methods results in a price for an investment that is deemed to be not representative of the fair value of such investment, fair value will be determined in good faith by the Committee, in accordance with the valuation policy and procedures approved by the Board.
Various inputs are used in determining the value of the Portfolio’s investments.
10
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
The Portfolio values its assets and liabilities at fair value using a fair value hierarchy consisting of three broad levels that prioritize 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 an identical asset or liability; |
• | | 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 period ended December 31, 2017.
Investment Transactions and Income Recognition
Investment transactions are accounted for on trade date for financial reporting purposes. Realized gains and losses from the sale or disposition of investments are determined using the identified cost method. Interest income is recorded daily on an accrual basis. All premiums and discounts are amortized/accreted for financial reporting purposes.
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.
Expenses
Certain expenses, which are directly identifiable to a specific Portfolio, are applied to that Portfolio within the Trust. 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 Portfolio within the Trust.
3. | Securities and Other Investments |
Repurchase Agreements
The 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 the Portfolio to repurchase the securities at a mutually agreed upon price and time. During the term of a repurchase agreement, the value of the underlying securities held as collateral on behalf of the Portfolio including accrued interest, is required to exceed the value of the repurchase agreement, including accrued interest.
The Portfolio monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the Portfolio’s principal amount of the repurchase agreement (including accrued interest). The underlying securities are ordinarily United States Government or Government Agency securities, but may consist of other securities. The use of repurchase agreements involves certain risks including counterparty risks. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which the value of the collateral may decline.
11
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
As of December 31, 2017, the Portfolio had invested in repurchase agreements with the gross values of $1,085,000,000 and associated collateral equal to $1,169,998,432.
4. | Fees and Transactions with Affiliates |
Advisory Fee
The Trust has entered into an investment advisory agreement with SSGA Funds Management, Inc. (the “Adviser” or “SSGA FM”), a subsidiary of State Street Corporation and an affiliate of State Street Bank and Trust Company (“State Street”), under which the Adviser directs the investments of the Portfolio in accordance with its investment objective, policies, and limitations. In compensation for the Adviser’s services as investment adviser, the Portfolio pays the Adviser a management fee at an annual rate of 0.05% of its average daily net assets.
Administrator, Custodian, Sub-Administrator and Transfer Agent Fees
SSGA FM serves as administrator and State Street serves as custodian, sub-administrator and transfer agent. SSGA FM and State Street receive an annual fee for their services as administrator, custodian, sub-administrator and transfer agent, respectively. The annual fee is accrued daily and payable monthly at the following fee rate:
| | | | |
Asset Levels | | Annual Percentage of Average Aggregate Monthly 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 Portfolio fee by the number of Portfolios within the Trust to arrive at the total minimum fee. The greater of the asset based fee or the minimum fee will be charged to the Portfolios. SSGA FM and State Street each receive a portion of the fee.
The fees and expenses of the Trust’s trustees, who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), are paid directly by the Portfolio. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance and industry seminars.
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, 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 its tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio files federal and various state and local tax returns as required. No income tax returns are currently under examination. Generally, the federal returns are subject to examination by the Internal Revenue Service for a period of three years from date of filing, while the state returns may remain open for an additional year depending upon jurisdiction. SSGA FM has analyzed the Portfolio’s tax positions taken on tax returns for all open years and does not believe there are any uncertain tax positions that would require recognition of a tax liability.
12
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
As of December 31, 2017, gross unrealized appreciation and gross unrealized depreciation of investments based on cost for federal income tax purposes were as follows:
| | | | | | | | | | | | | | | | |
| | Tax Cost | | | Gross Unrealized Appreciation | | | Gross Unrealized Depreciation | | | Net Unrealized Appreciation (Depreciation) | |
State Street Money Market Portfolio | | $ | 9,935,831,586 | | | $ | 582,966 | | | $ | 728,555 | | | $ | (145,589 | ) |
Concentration Risk
As a result of the Portfolio’s ability to invest a large percentage of its assets in obligations of issuers within the same country, state, region, currency or economic sector, an adverse economic, business or political development may affect the value of the Portfolio’s investments more than if the Portfolio were more broadly diversified.
Market, Credit and Counterparty Risk
In the normal course of business, the Portfolio trades securities and enters into financial transactions where risk of potential loss exists due to changes in global economic conditions and fluctuations of the market (market risk). Additionally, the Portfolio may also be exposed to counterparty risk in the event that an issuer or guarantor fails to perform or that an institution or entity with which the Portfolio has unsettled or open transactions defaults. The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency and interest rate and price fluctuations (credit risk).
Financial assets, which potentially expose the Portfolio to market, credit and counterparty risks, consist principally of investments and cash due from counterparties. The extent of the Portfolio’s exposure to market, credit and counterparty risks in respect to these financial assets approximates their value as recorded in the Portfolio’s Statement of Assets and Liabilities, less any collateral held by the Portfolio.
8. | Proceeds in Connection with Reorganization |
On August 29, 2016, State Street Institutional Liquid Reserves Fund (“Acquiring Fund”) acquired substantially all of the assets and assumed all of the liabilities of SSGA Prime Money Market Fund and SSGA Money Market Fund (“Acquired Funds”) in exchange for Trust Class shares and Administration Class shares, respectively, of the Acquiring Fund pursuant to an Agreement and Plan of Reorganization approved by the Board. Immediately following, the Fund transferred to the Portfolio all of the net assets received from the Acquired Fund in exchange for an interest in the Portfolio, which is disclosed in the Statements of Changes in Net Assets.
9. | New Accounting Pronouncement |
In March 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-08, Receivables — Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in the ASU shorten the amortization period for certain callable debt securities, held at a premium, to be amortized to the earliest call date. The ASU does not require an accounting change for securities held at a discount; which continues to be amortized to maturity. The ASU is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2018. Management is currently evaluating the impact, if any, of applying this provision.
Management has evaluated the impact of all subsequent events on the Portfolio through the date on which the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.
13
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Owners of Beneficial Interest and the Board of Trustees of
State Street Money Market Portfolio
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of State Street Money Market Portfolio (the “Portfolio”) (one of the portfolios constituting State Street Master Funds (the “Trust”)), as of December 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio (one of the portfolios constituting State Street Master Funds) at December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financials reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more State Street Global Advisors investment companies since 2000.
Boston, Massachusetts
February 28, 2018
14
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
OTHER INFORMATION
December 31, 2017 (Unaudited)
Expense Example
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, including sales charges (loads), if applicable, on purchase payments, reinvested dividends, or other distributions and (2) ongoing costs, including advisory fees and to the extent applicable, distribution (12b-1) and/or service fees; and other Portfolio expenses. 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. It is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from July 1, 2017 to December 31, 2017.
The table below illustrates your Portfolio’s cost 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 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 U.S. Securities and Exchange Commission (the “SEC”) 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 transaction costs, such as sales load charges (loads). Therefore, the hypothetical 5% return section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | | | | | |
| | | | | Actual | | | Hypothetical (assuming a 5% return before expenses) | |
| | Annualized Expense Ratio | | | Ending Account Value | | | Expenses Paid During Period(a) | | | Ending Account Value | | | Expenses Paid During Period(a) | |
State Street Money Market Portfolio | | | 0.06 | % | | $ | 1,004.90 | | | $ | 0.30 | | | $ | 1,024.90 | | | $ | 0.31 | |
(a) | Expenses are equal to the Portfolio’s annualized net expense ratio multiplied by the average account value of the period, multiplied by 184, then divided by 365. |
15
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
Proxy Voting Policies and Procedures and Records
The Portfolio has adopted the proxy voting policies of the Adviser. A description of the policies and procedures that the Portfolio have adopted to determine how to vote proxies relating to portfolio securities are contained in the Portfolio’s Statement of Additional Information, which is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330. Information regarding how the Portfolio voted proxies, if any, during the most recent 12-month period ended June 30 is available by August 31 of each year without charge (1) by calling 1-877-521-4083 (toll free), or (2) on the website of the SEC at www.sec.gov.
Quarterly Portfolio Schedule
The Portfolio will file its complete schedule of investments with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Portfolio’s Form N-Q is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330.
Monthly Portfolio Schedule
The Portfolio files its monthly portfolio holdings with the SEC on Form N-MFP. The Portfolio’s Form N-MFP is available (i) on the SEC’s website at www.sec.gov, or (ii) at the SEC’s public reference room.
16
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
TRUSTEES AND OFFICERS INFORMATION
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Trustees | | | | | | | | | | |
Independent Trustees | | | | | | | | | | |
Michael F. Holland c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1944 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 7/99 | | Chairman, Holland & Company L.L.C. (investment adviser) (1995-present). | | 67 | | Director, the Holland Series Fund, Inc.; Director, The China Fund, Inc.; Director, The Taiwan Fund, Inc. (2007-2017); Director, Reaves Utility Income Fund, Inc.; and Director, Blackstone/GSO Loans (and Real Estate) Funds. |
Patrick J. Riley c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 1/14 | | 2002 to May 2010, Associate Justice of the Superior Court, Commonwealth of Massachusetts; 1985 to 2002, Partner, Riley, Burke & Donahue, L.L.P. (law firm); 1998 to Present, Independent Director, State Street Global Advisers Ireland, Ltd. (investment company); 1998 to Present, Independent Director, SSGA Liquidity plc (formerly, SSGA Cash Management Fund plc); January 2009 to Present, Independent Director, SSGA Fixed Income plc; and January 2009 to Present, Independent Director, SSGA Qualified Funds PLC. | | 73 | | Board Director and Chairman, SPDR Europe 1PLC Board (2011-Present); Board Director and Chairman, SPDR Europe II, PLC (2013-Present). |
William L. Marshall c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1942 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 1/14 | | July 2016 to Present, Chief Executive Officer and Chief Compliance Officer, The Marshall Financial Group, Inc.; 2015 to present, Board member, The Doylestown Health Foundation Board; April 2011 to June 2016, Chairman (until April 2011, Chief Executive Officer and President), Wm. L. Marshall Associates, Inc., Wm. L. Marshall Companies, Inc. and the Marshall Financial Group, Inc. (a registered investment adviser and provider of financial and related consulting services); Certified Financial Planner; Member, Financial Planners Association. | | 73 | | None. |
Richard D. Shirk c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1945 | | Trustee and Co-Chairman of the Qualified Legal and Compliance Committee | | Term: Indefinite Elected: 1/14 | | March 2001 to April 2002, Chairman (1996 to March 2001, President and Chief Executive Officer), Cerulean Companies, Inc. (holding company) (Retired); 1992 to March 2001, President and Chief Executive Officer, Blue Cross Blue Shield of Georgia (health insurer, managed healthcare). | | 73 | | 1998 to December 2008, Chairman, Board Member and December 2008 to Present, Investment Committee Member, Healthcare Georgia Foundation (private foundation); September 2002 to 2012, Lead Director and Board Member, Amerigroup Corp. (managed health care); 1999 to 2013, Board Member and (since 2001) Investment Committee Member, Woodruff Arts Center; and 2003 to 2009, Trustee, Gettysburg College; Board member, Aerocare Holdings, Regenesis Biomedical Inc. |
Rina K. Spence c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chair of the Qualified Legal and Compliance Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 7/99 | | President of SpenceCare International LLC (international healthcare consulting) (1999-present); Chief Executive Officer, IEmily.com (health internet company) (2000-2001); Chief Executive Officer of Consensus Pharmaceutical, Inc. (1998-1999); Founder, President and Chief Executive Officer of Spence Center for Women’s Health (1994-1998); President and CEO, Emerson Hospital (1984-1994); Honorary Consul for Monaco in Boston (2015-present). | | 73 | | Trustee, Eastern Enterprise (utilities) (1988-2000); Director, Berkshire Life Insurance Company of America (1993-2009). |
17
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Bruce D. Taber c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1943 | | Trustee and Co-Chairman of the Valuation Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 1/14 | | Retired; 1999 to 2016, Partner, Zenergy LLC (a technology company providing Computer Modeling and System Analysis to the General Electric Power Generation Division); Until December 2008, Independent Director, SSGA Cash Management Fund plc; Until December 2008, Independent Director, State Street Global Advisers Ireland, Ltd. (investment companies); and Until August 1994, President, Alonzo B. Reed, Inc., (a Boston architect-engineering firm). | | 67 | | None. |
Douglas T. Williams c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1940 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 7/99 | | Retired Executive Vice President and member of Executive Committee, Chase Manhattan Bank (1987-1999); President, Boston Stock Exchange Depository Trust Company, 1981-1982; Treasurer, Nantucket Educational Trust, (2002-2007); Executive Vice President and Global Head of Technology and Operations, JP Morgan Chase (1994 to1998). | | 73 | | None. |
Michael A. Jessee c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1946 | | Trustee and Co-Chairman of the Valuation Committee | | Term: Indefinite Appointed: 7/16 | | Retired; formerly, President and Chief Executive Officer of the Federal Home Loan Bank of Boston (1989-2009); Trustee, Randolph-Macon College (2004-2016). | | 73 | | None. |
Interested Trustees(1) | | | | | | | | | | |
James E. Ross SSGA Funds Management, Inc. One Lincoln Street Boston, MA 02111-2900 YOB: 1965 | | Trustee | | Term: Indefinite Appointed: 2/07 | | Chairman and Director, SSGA Funds Management, Inc. (2005-present); Executive Vice President, State Street Global Advisors (2012-present); Chief Executive Officer and Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present); Director, State Street Global Markets, LLC (2013-April 2017); President, SSGA Funds Management, Inc. (2005-2012), Principal, State Street Global Advisors (2000-2005). | | 234 | | SSGA SPDR ETFs Europe I plc (Director) (November 2016-present); SSGA SPDR ETFs Europe II plc (Director) (November 2016-present). |
† | For the purpose of determining the number of portfolios overseen by the Trustees, “Fund Complex” comprises registered investment companies for which SSGA Funds Management, Inc. serves as investment adviser. |
(1) | Mr. Ross is an Interested Trustee because of his employment by SSGA FM, an affiliate of the Trust. |
The following lists the principal officers for the Trust, as well as their mailing addresses and ages, positions with the Trust and length of time served, and present and principal occupations:
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
Officers | | | | | | |
ELLEN M. NEEDHAM SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1967 | | President | | Term: Indefinite Elected: 10/12 | | President and Director, SSGA Funds Management, Inc. (2001-present)*; Senior Managing Director, State Street Global Advisors (1992-present); Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present).* |
18
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
BRUCE S. ROSENBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1961 | | Treasurer | | Term: Indefinite Elected: 2/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (July 2015-present); Director, Credit Suisse (April 2008-July 2015). |
ANN M. CARPENTER SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1966 | | Vice President and Deputy Treasurer | | Term: Indefinite Elected: 10/12 Term: Indefinite Elected: 2/16 | | Chief Operating Officer, SSGA Funds Management, Inc. (2005-Present)*; Managing Director, State Street Global Advisors (2005-present).* |
CHAD C. HALLETT SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1969 | | Deputy Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (November 2014-present); Vice President, State Street Bank and Trust Company (2001-November 2014).* |
DARLENE ANDERSON-VASQUEZ SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1968 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (May 2016-present); Senior Vice President, John Hancock Investments (September 2007-May 2016). |
ARTHUR A. JENSEN SSGA Funds Management, Inc. 1600 Summer Street Stamford, CT 06905 YOB: 1966 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Vice President at State Street Global Advisors (July 2016-present); Deputy Treasurer of Elfun Funds (July 2016-present); Treasurer of State Street Institutional Funds, State Street Variable Insurance Series Funds, Inc. and GE Retirement Savings Plan Funds (June 2011-present); Treasurer of Elfun Funds (June 2011-July 2016); Mutual Funds Controller of GE Asset Management Incorporated (April 2011-July 2016). |
SUJATA UPRETI SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1974 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (May 2015-present); Assistant Director, Cambridge Associates, LLC (July 2014-January 2015); Vice President, Bank of New York Mellon (July 2012-August 2013); Manager, PricewaterhouseCoopers, LLP (September 2003-July 2012). |
DANIEL FOLEY SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1972 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (April 2007-present).* |
DANIEL G. PLOURDE SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1980 | | Assistant Treasurer | | Term: Indefinite Elected: 5/17 | | Assistant Vice President, SSGA Funds Management, Inc. (May 2015-present); Officer, State Street Bank and Trust Company (March 2009-May 2015). |
BRIAN HARRIS SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1973 | | Chief Compliance Officer, Anti-Money Laundering Officer and Code of Ethics Compliance Officer | | Term: Indefinite Elected: 11/13 Term: Indefinite Elected: 9/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (2013-Present); Senior Vice President and Global Head of Investment Compliance, BofA Global Capital Management (September 2010-May 2013). |
19
STATE STREET MASTER FUNDS
STATE STREET MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
JOSHUA A. WEINBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1978 | | Chief Legal Officer | | Term: Indefinite Elected: 2/15 | | Managing Director and Managing Counsel, State Street Global Advisors (2011-present)*; Clerk, SSGA Funds Management, Inc. (2013-present); Associate, Financial Services Group, Dechert LLP (2005-2011). |
JESSE D. HALLEE State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1976 | | Secretary | | Term: Indefinite Elected: 9/16 | | Vice President and Managing Counsel, State Street Bank and Trust Company (2013-present); Vice President and Counsel, Brown Brothers Harriman & Co. (2007-2013). |
KHIMMARA GREER State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1983 | | Assistant Secretary | | Term: Indefinite Elected: 5/16 | | Vice President and Counsel, State Street Bank and Trust Company (2015- present); Regulatory Advisor, JPMorgan (2014-2015); Claims Case Manager, Liberty Mutual Insurance (2012-2014); Contract Attorney, Various Law Firms (2011-2012). |
* | Served in various capacities and/or with various affiliated entities during noted time period. |
Statement of Additional Information (SAI) includes additional information about the Portfolio’s directors and is available, without charge, upon request and by calling 1-877-521-4083.
20
Trustees
Michael F. Holland
Michael A. Jessee
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.
State Street Master Funds
State Street Bank and Trust Company
P.O. Box 5049
Boston, MA 02206
STTMMAR1
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
Annual Report
December 31, 2017
State Street Master Funds
State Street U.S. Government Money Market Portfolio
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.

TABLE OF CONTENTS
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
PORTFOLIO STATISTICS (UNAUDITED)
Portfolio Composition as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | Government Agency Debt | | | 38.2 | % | | |
| | Treasury Repurchase Agreements | | | 23.9 | | | |
| | Treasury Debt | | | 21.1 | | | |
| | Government Agency Repurchase Agreements | | | 15.7 | | | |
| | Other Assets in Excess of Liabilities | | | 1.1 | | | |
| | TOTAL | | | 100.0 | % | | |
(The composition is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
Maturity Ladder as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | 2 to 30 Days | | | 51.4 | % | | |
| | 31 to 60 Days | | | 9.1 | | | |
| | 61 to 90 Days | | | 17.4 | | | |
| | Over 90 Days | | | 21.0 | | | |
| | TOTAL | | | 98.9 | % | | |
| | Average days to maturity | | | 27 | | | |
| | Weighted average life | | | 77 | | | |
(The maturity ladder is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
See accompanying notes to financial statements.
1
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
GOVERNMENT AGENCY DEBT — 38.2% | | | | | | | | | | | | | | | | | | | | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.18% (a) | | | 1.181 | % | | | 01/02/2018 | | | | 03/02/2018 | | | $ | 115,000,000 | | | $ | 115,000,000 | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.15% (a) | | | 1.216 | % | | | 01/02/2018 | | | | 04/02/2018 | | | | 200,000,000 | | | | 200,000,000 | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.13% (a) | | | 1.220 | % | | | 01/02/2018 | | | | 08/30/2018 | | | | 195,000,000 | | | | 194,998,709 | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.13% (a) | | | 1.231 | % | | | 01/01/2018 | | | | 04/01/2019 | | | | 290,000,000 | | | | 289,989,076 | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.17% (a) | | | 1.238 | % | | | 01/07/2018 | | | | 11/07/2018 | | | | 241,000,000 | | | | 240,993,814 | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.13% (a) | | | 1.278 | % | | | 01/07/2018 | | | | 06/07/2019 | | | | 184,300,000 | | | | 184,194,352 | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.12% (a) | | | 1.415 | % | | | 01/25/2018 | | | | 03/25/2019 | | | | 100,000,000 | | | | 100,000,000 | |
Federal Farm Credit Bank, 3 Month USD MMY + 0.12% (a) | | | 1.570 | % | | | 01/02/2018 | | | | 05/08/2019 | | | | 77,250,000 | | | | 77,341,618 | |
Federal Farm Credit Bank, 1 Month USD LIBOR – 0.12% (a) | | | 1.626 | % | | | 01/21/2018 | | | | 03/21/2018 | | | | 37,800,000 | | | | 37,822,445 | |
Federal Home Loan Bank, 3 Month USD LIBOR – 0.39% (a) | | | 0.986 | % | | | 01/26/2018 | | | | 01/26/2018 | | | | 413,000,000 | | | | 413,000,000 | |
Federal Home Loan Bank, 3 Month USD LIBOR – 0.35% (a) | | | 1.013 | % | | | 01/22/2018 | | | | 01/22/2018 | | | | 171,400,000 | | | | 171,400,000 | |
Federal Home Loan Bank, 3 Month USD LIBOR – 0.32% (a) | | | 1.014 | % | | | 01/03/2018 | | | | 04/03/2018 | | | | 243,000,000 | | | | 243,000,000 | |
Federal Home Loan Bank (b) | | | 1.075 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 500,000,000 | | | | 499,940,278 | |
Federal Home Loan Bank (b) | | | 1.080 | % | | | 01/09/2018 | | | | 01/09/2018 | | | | 457,300,000 | | | | 457,189,581 | |
Federal Home Loan Bank (b) | | | 1.085 | % | | | 01/12/2018 | | | | 01/12/2018 | | | | 98,300,000 | | | | 98,267,411 | |
Federal Home Loan Bank (b) | | | 1.134 | % | | | 01/19/2018 | | | | 01/19/2018 | | | | 150,000,000 | | | | 149,914,950 | |
Federal Home Loan Bank (b) | | | 1.145 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 250,000,000 | | | | 249,984,097 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.17% (a) | | | 1.191 | % | | | 01/01/2018 | | | | 02/01/2018 | | | | 100,000,000 | | | | 100,000,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.12% (a) | | | 1.241 | % | | | 01/01/2018 | | | | 08/01/2018 | | | | 338,100,000 | | | | 338,100,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.13% (a) | | | 1.249 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 701,200,000 | | | | 701,200,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.13% (a) | | | 1.277 | % | | | 01/09/2018 | | | | 01/09/2018 | | | | 185,700,000 | | | | 185,700,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.08% (a) | | | 1.286 | % | | | 01/01/2018 | | | | 03/01/2019 | | | | 250,000,000 | | | | 250,000,000 | |
Federal Home Loan Bank (b) | | | 1.299 | % | | | 02/09/2018 | | | | 02/09/2018 | | | | 540,500,000 | | | | 539,739,002 | |
Federal Home Loan Bank (b) | | | 1.300 | % | | | 02/07/2018 | | | | 02/07/2018 | | | | 227,000,000 | | | | 226,696,703 | |
Federal Home Loan Bank (b) | | | 1.300 | % | | | 02/16/2018 | | | | 02/16/2018 | | | | 650,000,000 | | | | 648,920,278 | |
Federal Home Loan Bank (b) | | | 1.301 | % | | | 02/14/2018 | | | | 02/14/2018 | | | | 498,000,000 | | | | 497,208,125 | |
Federal Home Loan Bank (b) | | | 1.305 | % | | | 02/12/2018 | | | | 02/12/2018 | | | | 129,000,000 | | | | 128,803,597 | |
Federal Home Loan Bank (b) | | | 1.310 | % | | | 03/01/2018 | | | | 03/01/2018 | | | | 250,000,000 | | | | 249,463,264 | |
Federal Home Loan Bank (b) | | | 1.310 | % | | | 03/02/2018 | | | | 03/02/2018 | | | | 718,000,000 | | | | 716,432,367 | |
Federal Home Loan Bank (b) | | | 1.325 | % | | | 03/14/2018 | | | | 03/14/2018 | | | | 193,000,000 | | | | 192,488,550 | |
Federal Home Loan Bank (b) | | | 1.339 | % | | | 03/21/2018 | | | | 03/21/2018 | | | | 571,000,000 | | | | 569,322,196 | |
Federal Home Loan Bank (b) | | | 1.339 | % | | | 03/23/2018 | | | | 03/23/2018 | | | | 350,000,000 | | | | 348,945,537 | |
Federal Home Loan Bank (b) | | | 1.340 | % | | | 03/19/2018 | | | | 03/19/2018 | | | | 177,000,000 | | | | 176,492,698 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.15% (a) | | | 1.346 | % | | | 01/18/2018 | | | | 01/18/2018 | | | | 105,500,000 | | | | 105,500,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.12% (a) | | | 1.362 | % | | | 01/17/2018 | | | | 08/17/2018 | | | | 335,300,000 | | | | 335,322,857 | |
Federal Home Loan Bank, 3 Month USD LIBOR – 0.32% (a) | | | 1.366 | % | | | 03/28/2018 | | | | 03/28/2018 | | | | 81,000,000 | | | | 81,000,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.09% (a) | | | 1.387 | % | | | 01/15/2018 | | | | 04/15/2019 | | | | 500,000,000 | | | | 500,000,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.15% (a) | | | 1.390 | % | | | 01/25/2018 | | | | 01/25/2018 | | | | 211,000,000 | | | | 211,000,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR + 0.01% (a) | | | 1.402 | % | | | 01/06/2018 | | | | 04/06/2018 | | | | 90,000,000 | | | | 89,999,962 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.13% (a) | | | 1.405 | % | | | 01/25/2018 | | | | 07/25/2018 | | | | 507,000,000 | | | | 507,000,000 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.15% (a) | | | 1.407 | % | | | 01/27/2018 | | | | 07/27/2018 | | | | 48,750,000 | | | | 48,750,989 | |
Federal Home Loan Bank, 1 Month USD LIBOR – 0.12% (a) | | | 1.415 | % | | | 01/26/2018 | | | | 10/26/2018 | | | | 850,000,000 | | | | 849,935,964 | |
Federal Home Loan Bank, 1 Month USD LIBOR + 0.08% (a) | | | 1.487 | % | | | 01/08/2018 | | | | 01/08/2018 | | | | 50,000,000 | | | | 50,001,903 | |
Federal Home Loan Bank, 3 Month USD LIBOR – 0.19% (a) | | | 1.496 | % | | | 03/28/2018 | | | | 06/28/2018 | | | | 398,550,000 | | | | 398,550,000 | |
Federal Home Loan Mortgage Corp., 3 Month USD LIBOR – 0.04% (a) | | | 1.016 | % | | | 01/11/2018 | | | | 01/11/2018 | | | | 376,500,000 | | | | 376,500,000 | |
Federal Home Loan Mortgage Corp., 3 Month USD LIBOR – 0.23% (a) | | | 1.123 | % | | | 01/17/2018 | | | | 07/17/2018 | | | | 100,000,000 | | | | 99,992,230 | |
Federal Home Loan Mortgage Corp. (b) | | | 1.269 | % | | | 02/23/2018 | | | | 02/23/2018 | | | | 373,488,000 | | | | 372,787,017 | |
Federal Home Loan Mortgage Corp. (b) | | | 1.270 | % | | | 02/22/2018 | | | | 02/22/2018 | | | | 50,000,000 | | | | 49,908,278 | |
Federal Home Loan Mortgage Corp., 1 Month USD LIBOR – 0.16% (a) | | | 1.272 | % | | | 01/11/2018 | | | | 05/11/2018 | | | | 631,400,000 | | | | 631,400,000 | |
Federal Home Loan Mortgage Corp., 3 Month USD LIBOR – 0.03% (a) | | | 1.319 | % | | | 01/08/2018 | | | | 01/08/2018 | | | | 118,400,000 | | | | 118,404,963 | |
Federal Home Loan Mortgage Corp., 1 Month USD LIBOR – 0.12% (a) | | | 1.357 | % | | | 01/17/2018 | | | | 05/17/2019 | | | | 650,000,000 | | | | 650,000,000 | |
See accompanying notes to financial statements.
2
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Federal Home Loan Mortgage Corp., 1 Month USD LIBOR – 0.15% (a) | | | 1.361 | % | | | 01/21/2018 | | | | 06/21/2018 | | | $ | 646,400,000 | | | $ | 646,400,000 | |
Federal Home Loan Mortgage Corp., 1 Month USD LIBOR – 0.14% (a) | | | 1.371 | % | | | 01/21/2018 | | | | 11/21/2018 | | | | 348,000,000 | | | | 348,000,000 | |
Federal National Mortgage Assoc. (b) | | | 1.050 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 1,615,000,000 | | | | 1,614,948,950 | |
Federal National Mortgage Assoc. (b) | | | 1.130 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 88,073,000 | | | | 88,067,471 | |
Federal National Mortgage Assoc. (b) | | | 1.270 | % | | | 02/28/2018 | | | | 02/28/2018 | | | | 221,969,000 | | | | 221,514,827 | |
Federal National Mortgage Assoc. (b) | | | 1.314 | % | | | 03/14/2018 | | | | 03/14/2018 | | | | 230,000,000 | | | | 229,395,560 | |
Federal National Mortgage Assoc., 3 Month USD LIBOR – 0.03% (a) | | | 1.326 | % | | | 01/11/2018 | | | | 01/11/2018 | | | | 125,000,000 | | | | 125,000,000 | |
Federal National Mortgage Assoc., 3 Month USD LIBOR – 0.05% (a) | | | 1.592 | % | | | 03/21/2018 | | | | 03/21/2018 | | | | 250,000,000 | | | | 250,092,120 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL GOVERNMENT AGENCY DEBT | | | | | | | | | | | | | | | | | | | 18,592,021,739 | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY DEBT — 21.1% | | | | | | | | | | | | | | | | | | | | |
U.S. Treasury Bill (b) | | | 1.041 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 114,800,000 | | | | 114,796,677 | |
U.S. Treasury Bill (b) | | | 1.100 | % | | | 01/25/2018 | | | | 01/25/2018 | | | | 300,000,000 | | | | 299,778,292 | |
U.S. Treasury Bill (b) | | | 1.130 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 450,000,000 | | | | 449,960,625 | |
U.S. Treasury Bill (b) | | | 1.178 | % | | | 03/22/2018 | | | | 03/22/2018 | | | | 2,256,400,000 | | | | 2,249,824,052 | |
U.S. Treasury Bill (b) | | | 1.240 | % | | | 04/19/2018 | | | | 04/19/2018 | | | | 500,000,000 | | | | 498,140,000 | |
U.S. Treasury Bill (b) | | | 1.285 | % | | | 02/22/2018 | | | | 02/22/2018 | | | | 400,000,000 | | | | 399,256,591 | |
U.S. Treasury Bill (b) | | | 1.288 | % | | | 03/01/2018 | | | | 03/01/2018 | | | | 400,000,000 | | | | 399,157,152 | |
U.S. Treasury Bill (b) | | | 1.293 | % | | | 03/08/2018 | | | | 03/08/2018 | | | | 750,000,000 | | | | 748,225,026 | |
U.S. Treasury Bill (b) | | | 1.310 | % | | | 03/15/2018 | | | | 03/15/2018 | | | | 750,000,000 | | | | 747,998,974 | |
U.S. Treasury Bill (b) | | | 1.360 | % | | | 05/17/2018 | | | | 05/17/2018 | | | | 673,000,000 | | | | 669,542,276 | |
U.S. Treasury Bill (b) | | | 1.415 | % | | | 03/29/2018 | | | | 03/29/2018 | | | | 1,500,000,000 | | | | 1,494,825,760 | |
U.S. Treasury Note, 3 Month USD MMY + 0.07% (a) | | | 1.520 | % | | | 01/02/2018 | | | | 04/30/2019 | | | | 300,576,200 | | | | 300,710,158 | |
U.S. Treasury Note, 3 Month USD MMY + 0.14% (a) | | | 1.590 | % | | | 01/02/2018 | | | | 01/31/2019 | | | | 170,000,000 | | | | 170,216,142 | |
U.S. Treasury Note, 3 Month USD MMY + 0.17% (a) | | | 1.624 | % | | | 01/02/2018 | | | | 07/31/2018 | | | | 678,566,000 | | | | 678,884,001 | |
U.S. Treasury Note, 3 Month USD MMY + 0.19% (a) | | | 1.640 | % | | | 01/02/2018 | | | | 04/30/2018 | | | | 650,500,000 | | | | 650,737,459 | |
U.S. Treasury Note, 3 Month USD MMY + 0.27% (a) | | | 1.722 | % | | | 01/02/2018 | | | | 01/31/2018 | | | | 382,000,000 | | | | 382,098,509 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY DEBT | | | | | | | | | | | | | | | | | | | 10,254,151,694 | |
| | | | | | | | | | | | | | | | | | | | |
GOVERNMENT AGENCY REPURCHASE AGREEMENTS — 15.7% | | | | | | | | | | | | | | | | | | | | |
Agreement with Goldman Sachs & Co. and Bank of New York Mellon (Tri-Party), dated 12/27/2017 (collateralized by Federal Home Loan Mortgage Corporations, 3.000% – 4.000% due 10/01/2025 – 07/01/2047, a Federal National Mortgage Association, 3.000% due 05/01/2031, and a Government National Mortgage Association, 3.500% due 08/20/2042, valued at $255,000,000); expected proceeds $250,063,681 | | | 1.310 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 250,000,000 | | | | 250,000,000 | |
Agreement with Goldman Sachs & Co. and Bank of New York Mellon (Tri-Party), dated 12/26/2017 (collateralized by Federal Farm Credit Banks, 2.900% – 4.500% due 08/23/2021 – 08/03/2029, Federal Home Loan Banks, 0.750% – 2.790% due 01/23/2018 – 09/13/2041, Federal Home Loan Discount Note, 0.000% due 01/29/2018, Federal Home Loan Mortgage Corporations, 0.000% – 6.000% due 07/01/2019 – 01/15/2047, Federal National Mortgage Associations, 1.000% – 7.125% due 12/14/2018 – 10/25/2047, Government National Mortgage Associations, 4.500% – 5.000% due 12/15/2046 – 12/15/2047, U.S. Treasury Bonds, 2.250% – 9.125% due 05/15/2018 – 08/15/2046, and a U.S. Treasury Strip, 0.000% due 05/15/2018, valued at $408,000,002); expected proceeds $400,102,667 | | | 1.320 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 400,000,000 | | | | 400,000,000 | |
See accompanying notes to financial statements.
3
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Agreement with Goldman Sachs & Co. and Bank of New York Mellon (Tri-Party), dated 12/28/2017 (collateralized by a Federal Home Loan Bank, 1.000% due 09/26/2019, Federal Home Loan Mortgage Corporations, 0.875% – 5.500% due 07/19/2019 – 11/01/2046, Federal National Mortgage Associations, 0.875% – 7.000% due 05/25/2019 – 07/25/2049, Government National Mortgage Associations, 1.614% – 5.750% due 07/16/2033 – 06/20/2044, and a U.S. Treasury Note, 3.500% due 05/15/2020, valued at $459,000,044); expected proceeds $450,115,500 | | | 1.320 | % | | | 01/04/2018 | | | | 01/04/2018 | | | $ | 450,000,000 | | | $ | 450,000,000 | |
Agreement with Goldman Sachs & Co. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Home Loan Mortgage Corporations, 0.000% – 7.000% due 11/01/2019 – 01/15/2048, Federal National Mortgage Associations, 2.000% – 6.500% due 04/01/2019 – 12/25/2049, and Government National Mortgage Associations, 1.901% – 5.000% due 07/15/2018 – 05/15/2042, valued at $916,980,000); expected proceeds $899,134,850 | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 899,000,000 | | | | 899,000,000 | |
Agreement with Goldman Sachs & Co. and Bank of New York Mellon (Tri-Party), dated 12/28/2017 (collateralized by a Federal Home Loan Bank, 1.000% due 09/26/2019, Federal Home Loan Mortgage Corporations, 0.875% – 5.500% due 07/19/2019 – 11/01/2046, Federal National Mortgage Associations, 0.875% – 7.000% due 05/25/2019 – 07/25/2049, Government National Mortgage Associations, 1.614% – 5.750% due 07/16/2033 – 06/20/2044, and a U.S. Treasury Note, 3.500% due 05/15/2020, valued at $24,417,009); expected proceeds $21,000,150 | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 20,997,000 | | | | 20,997,000 | |
Agreement with Royal Bank of Canada and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Home Loan Mortgage Corporations, 3.500% – 4.000% due 11/01/2044 – 11/01/2047, Federal National Mortgage Associations, 2.270% – 4.500% due 09/01/2026 – 01/01/2048, and Government National Mortgage Associations, 4.000% due 09/20/2047, valued at $255,057,888); expected proceeds $250,038,056 | | | 1.370 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 250,000,000 | | | | 250,000,000 | |
Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Home Loan Banks, 0.000% due 12/06/2019 – 12/26/2019, valued at $229,502,464); expected proceeds $225,060,375 | | | 1.380 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 225,000,000 | | | | 225,000,000 | |
Agreement with BNP Paribas Securities Corp. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Farm Credit Banks, 3.000% – 3.370% due 09/13/2029 – 09/14/2037, a Federal Home Loan Mortgage Corporation, 0.000% due 09/15/2029, a Federal National Mortgage Association, 0.000% due 03/23/2028, a U.S. Treasury Bill, 0.000% due 04/05/2018, U.S. Treasury Bonds, 2.250% – 8.125% due 08/15/2019 – 08/15/2046, a U.S. Treasury Inflation Index Note, 1.375% due 07/15/2018, a U.S. Treasury Note, 1.750% due 10/31/2018, and U.S. Treasury Strips, 0.000% due 02/15/2018 – 08/15/2042, valued at $153,000,000); expected proceeds $150,023,167 | | | 1.390 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 150,000,000 | | | | 150,000,000 | |
See accompanying notes to financial statements.
4
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Agreement with Societe Generale and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a Federal Home Loan Bank, 3.000% due 09/11/2026, Federal Home Loan Mortgage Corporations, 1.877% – 2.077% due 05/15/2022 – 04/15/2023, Federal National Mortgage Associations, 2.002% – 2.202% due 12/25/2021 – 06/25/2022, a Government National Mortgage Association, 1.891% due 12/16/2030, a U.S. Treasury Note, 2.500% due 05/15/2024, and a U.S. Treasury Strip, 0.000% due 08/15/2028, valued at $78,540,567); expected proceeds $77,011,892 | | | 1.390 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 77,000,000 | | | $ | 77,000,000 | |
Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a Federal Farm Credit Bank, 1.233% due 05/26/2020, Federal Home Loan Mortgage Corporations, 0.000% – 7.500% due 08/01/2018 – 01/01/2048, Federal National Mortgage Associations, 2.500% – 7.000% due 01/01/2026 – 01/01/2048, Government National Mortgage Associations, 2.500% – 5.000% due 06/15/2040 – 02/15/2047, a U.S. Treasury Bond, 6.250% due 05/15/2030, a U.S. Treasury Inflation Index Note, 0.125% due 04/15/2022, U.S. Treasury Notes, 0.875% – 1.625% due 04/15/2019 – 09/30/2023, and U.S. Treasury Strips, 0.000% due 11/15/2018 – 11/15/2047, valued at $958,800,949); expected proceeds $940,254,061 | | | 1.390 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 940,000,000 | | | | 940,000,000 | |
Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Home Loan Mortgage Corporations, 2.000% – 6.500% due 05/01/2024 – 01/01/2048, and Federal National Mortgage Associations, 2.500% – 6.500% due 02/01/2023 – 08/01/2056, valued at $286,620,000); expected proceeds $281,043,711 | | | 1.400 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 281,000,000 | | | | 281,000,000 | |
Agreement with Credit Agricole Corporate and Investment Bank and Bank of New York Mellon (Tri-Party), dated 12/26/2017 (collateralized by a Federal Farm Credit Bank, 1.340% due 07/16/2019, a Federal Home Loan Bank, 1.125% due 04/25/2018, a Federal Home Loan Mortgage Corporation, 3.750% due 03/27/2019, a U.S. Treasury Bill, 0.000% due 02/01/2018, U.S. Treasury Bonds, 2.250% – 3.125% due 02/15/2042 – 08/15/2046, U.S. Treasury Inflation Index Notes, 0.125% – 1.375% due 07/15/2018 – 07/15/2024, and U.S. Treasury Notes, 2.000% – 3.500% due 02/15/2018 – 02/15/2025, valued at $408,000,064); expected proceeds $400,108,889 | | | 1.400 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 400,000,000 | | | | 400,000,000 | |
Agreement with Wells Fargo Bank and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Home Loan Mortgage Corporations, 2.000% – 5.000% due 12/01/2028 – 12/01/2047, Federal National Mortgage Associations, 2.000% – 4.500% due 10/01/2021 – 10/01/2056, and a Financing Corp., 0.000% due 12/06/2018, valued at $2,448,383,521); expected proceeds $2,400,376,000 | | | 1.410 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 2,400,000,000 | | | | 2,400,000,000 | |
Agreement with Bank of America and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Home Loan Mortgage Corporations, 0.000% – 5.023% due 02/15/2042 – 12/15/2047, Federal National Mortgage Associations, 3.500% – 6.000% due 12/25/2041 – 07/25/2057, and Government National Mortgage Associations, 0.000% – 5.417% due 02/16/2040 – 09/20/2067, valued at $530,280,000); expected proceeds $491,077,469 | | | 1.420 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 491,000,000 | | | | 491,000,000 | |
See accompanying notes to financial statements.
5
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Agreement with JP Morgan Securities, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/29/2017 (collateralized by Federal National Mortgage Associations, 2.500% – 4.500% due 09/01/2031 – 10/01/2046, and a Government National Mortgage Association, 4.000% due 11/20/2047, valued at $403,051,836); expected proceeds $389,061,808 | | | 1.430 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 389,000,000 | | | $ | 389,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL GOVERNMENT AGENCY REPURCHASE AGREEMENTS | | | | | | | | | | | | | | | | | | | 7,622,997,000 | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY REPURCHASE AGREEMENTS — 23.9% | | | | | | | | | | | | | | | | | | | | |
Agreement with Federal Reserve Bank of New York and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Bond, 3.875% due 08/15/2040, and U.S. Treasury Notes, 1.625% due 04/30/2023 – 05/31/2023, valued at $2,600,361,127); expected proceeds $2,600,361,111 | | | 1.250 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 2,600,000,000 | | | | 2,600,000,000 | |
Agreement with MUFG Securities, dated 12/22/2017 (collateralized by U.S. Treasury Bonds, 2.500% – 3.000% due 02/15/2045 – 05/15/2045, and U.S. Treasury Notes, 1.500% – 2.625% due 11/15/2020 – 08/15/2026, valued at $251,997,439); expected proceeds $250,099,306 | | | 1.300 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 250,000,000 | | | | 250,000,000 | |
Agreement with HSBC Securities USA, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/26/2017 (collateralized by a U.S. Treasury Bond, 3.375% due 05/15/2044, U.S. Treasury Inflation Index Notes, 0.125% – 0.625% due 04/15/2020 – 01/15/2026, U.S. Treasury Notes, 0.750% – 2.125% due 07/15/2019 – 03/31/2024, and U.S. Treasury Strips, 0.000% due 08/15/2025 – 11/15/2025, valued at $229,502,544); expected proceeds $225,057,750 | | | 1.320 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 225,000,000 | | | | 225,000,000 | |
Agreement with LLOYDS Bank PLC, dated 12/27/2017 (collateralized by U.S. Treasury Bills, 0.125% – 0.375% due 04/15/2020 – 01/15/2027, U.S. Treasury Inflation Index Bonds, 0.125% – 2.500% due 04/15/2021 – 02/15/2043, and a U.S. Treasury Bonds, 1.750% due 02/28/202, valued at $1,281,766,239); expected proceeds $1,250,320,833 | | | 1.320 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 1,250,000,000 | | | | 1,250,000,000 | |
Agreement with Barclays Bank PLC and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Bonds, 3.000% – 3.625% due 02/15/2044 – 05/15/2047, U.S. Treasury Inflation Index Bonds, 0.625% – 0.875% due 02/15/2043 – 02/15/2047, U.S. Treasury Inflation Index Notes, 0.125% – 1.250% due 04/15/2020 – 01/15/2027, and U.S. Treasury Notes, 1.375% – 2.125% due 05/31/2021 – 08/15/2026, valued at $2,154,240,021); expected proceeds $2,112,312,107 | | | 1.330 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 2,112,000,000 | | | | 2,112,000,000 | |
Agreement with HSBC Securities USA, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/27/2017 (collateralized by U.S. Treasury Inflation Index Bonds, 2.375% – 3.875% due 01/15/2027 – 04/15/2029, U.S. Treasury Notes, 1.375% – 2.250% due 11/15/2022 – 10/31/2024, and U.S. Treasury Strips, 0.000% due 02/15/2018 – 02/15/2027, valued at $688,502,649); expected proceeds $675,174,563 | | | 1.330 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 675,000,000 | | | | 675,000,000 | |
Agreement with Barclays Bank PLC and Bank of New York Mellon (Tri-Party), dated 11/16/2017 (collateralized by a U.S. Treasury Bond, 3.000% due 05/15/2047, U.S. Treasury Inflation Index Bonds, 0.875% – 3.875% due 04/15/2029 – 02/15/2047, and U.S. Treasury Inflation Index Notes, 0.125% – 1.250% due 04/15/2020 – 01/15/2025, valued at $255,000,100); expected proceeds $250,591,111 (c) | | | 1.330 | % | | | 01/19/2018 | | | | 01/19/2018 | | | | 250,000,000 | | | | 250,000,000 | |
See accompanying notes to financial statements.
6
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Agreement with Bank of Nova Scotia and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Notes, 1.625% – 2.000% due 04/30/2019 – 07/31/2020, valued at $102,098,969); expected proceeds $100,097,012 | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 100,082,000 | | | $ | 100,082,000 | |
Agreement with Royal Bank of Canada and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Inflation Index Bonds, 2.375% – 2.500% due 01/15/2025 – 01/15/2029, U.S. Treasury Inflation Index Notes, 0.125% – 1.125% due 04/15/2019 – 01/15/2025, and U.S. Treasury Notes, 1.125% – 3.625% due 02/15/2020 – 08/15/2027, valued at $1,173,215,811); expected proceeds $1,150,172,500 | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 1,150,000,000 | | | | 1,150,000,000 | |
Agreement with Bank of Nova Scotia and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Note, 2.000% due 11/15/2026, valued at $51,007,754); expected proceeds $50,007,556 | | | 1.360 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 50,000,000 | | | | 50,000,000 | |
Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Note, 2.000% due 08/31/2021, valued at $51,000,070); expected proceeds $50,013,319 | | | 1.370 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 50,000,000 | | | | 50,000,000 | |
Agreement with BNP Paribas Securities Corp. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Bond, 2.250% due 08/15/2046, a U.S. Treasury Inflation Index Bond, 3.375% due 04/15/2032, and a U.S. Treasury Strip, 0.000% due 02/15/2026, valued at $61,200,051); expected proceeds $60,009,200 | | | 1.380 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 60,000,000 | | | | 60,000,000 | |
Agreement with UBS Securities LLC and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Bills, 0.000% due 01/11/2018 – 11/08/2018, U.S. Treasury Bonds, 2.250% – 8.000% due 11/15/2021 – 05/15/2047, U.S. Treasury Inflation Index Notes, 0.125% – 0.375% due 04/15/2019 – 07/15/2026, U.S. Treasury Notes, 0.625% – 4.000% due 12/31/2017 – 05/15/2027, and U.S. Treasury Strips, 0.000% due 02/15/2018 – 08/15/2022, valued at $510,000,081); expected proceeds $500,076,667 | | | 1.380 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 500,000,000 | | | | 500,000,000 | |
Agreement with Societe Generale and Bank of New York Mellon (Tri-Party), dated 12/21/2017 (collateralized by a U.S. Treasury Bill, 0.000% due 03/08/2018, U.S. Treasury Bonds, 2.875% – 3.750% due 02/15/2042 – 08/15/2045, U.S. Treasury Inflation Index Bonds, 0.750% – 3.625% due 01/15/2027 – 02/15/2042, U.S. Treasury Inflation Index Notes, 0.125% – 1.875% due 04/15/2019 – 01/15/2025, and U.S. Treasury Notes, 1.000% – 2.500% due 11/30/2018 – 08/15/2025, valued at $816,000,045); expected proceeds $800,460,000 | | | 1.380 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 800,000,000 | | | | 800,000,000 | |
Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Bond, 2.875% due 11/15/2046, and a U.S. Treasury Note, 1.125% due 08/31/2021, valued at $95,880,049); expected proceeds $94,014,518 | | | 1.390 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 94,000,000 | | | | 94,000,000 | |
See accompanying notes to financial statements.
7
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Agreement with TD Securities (USA) LLC and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by Federal Farm Credit Banks, 0.700% – 3.930% due 01/08/2018 – 08/01/2044, Federal Home Loan Banks, 2.700% – 5.500% due 07/27/2028 – 09/08/2036, Federal Home Loan Mortgage Corporations, 6.250% – 6.750% due 03/15/2031 – 07/15/2032, Federal National Mortgage Associations, 5.625% – 7.250% due 05/15/2029 – 07/15/2037, Tennessee Valley Authorities, 3.500% – 5.375% due 09/15/2039 – 09/15/2065, and U.S. Treasury Strips, 0.000% due 05/15/2031 – 08/15/2047, valued at $336,652,027); expected proceeds $330,050,967 | | | 1.390 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 330,000,000 | | | $ | 330,000,000 | |
Agreement with JP Morgan Securities, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Notes, 1.625% – 2.125% due 12/31/2022 – 09/30/2024, valued at $153,005,121); expected proceeds $150,023,500 | | | 1.410 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 150,000,000 | | | | 150,000,000 | |
Agreement with JP Morgan Securities, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Notes, 1.500% – 1.625% due 03/31/2019 – 10/15/2020, valued at $51,001,479); expected proceeds $50,007,889 | | | 1.420 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 50,000,000 | | | | 50,000,000 | |
Agreement with LLOYDS Bank PLC, dated 11/16/2017 (collateralized by U.S. Treasury Inflation Index Bonds, 0.125% – 2.500% due 04/15/2021 – 02/15/2043, valued at $231,559,991); expected proceeds $225,804,375 (c) | | | 1.430 | % | | | 01/02/2018 | | | | 02/14/2018 | | | | 225,000,000 | | | | 225,000,000 | |
Agreement with LLOYDS Bank PLC, dated 12/07/2017 (collateralized by a U.S. Treasury Bill, 0.125% due 04/15/2020, and U.S. Treasury Inflation Index Bonds, 0.125% – 2.500% due 04/15/2021 – 02/15/2043, valued at $514,899,092); expected proceeds $501,812,500 (c) | | | 1.450 | % | | | 01/02/2018 | | | | 03/07/2018 | | | | 500,000,000 | | | | 500,000,000 | |
Agreement with MUFG Securities, dated 12/29/2017 (collateralized by a U.S. Treasury Bill, 0.000% due 03/01/2018, U.S. Treasury Bonds, 3.000% – 3.125% due 02/15/2043 – 02/15/2047, and U.S. Treasury Notes, 1.250% – 3.625% due 03/31/2019 – 02/15/2025, valued at $229,299,990); expected proceeds $225,038,750 | | | 1.550 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 225,000,000 | | | | 225,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY REPURCHASE AGREEMENTS | | | | | | | | | | | | | | | | | | | 11,646,082,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS — 98.9% (d) (e) | | | | | | | | | | | | | | | | | | | 48,115,252,433 | |
| | | | | | | | | | | | | | | | | | | | |
Other Assets in Excess of Liabilities — 1.1% | | | | | | | | | | | | | | | | | | | 549,764,808 | |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS — 100.0% | | | | | | | | | | | | | | | | | | $ | 48,665,017,241 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Variable Rate Security — Interest rate shown is rate in effect at December 31, 2017. |
(b) | Rate shown is the discount rate at time of purchase. |
(c) | Illiquid security. These securities represent $975,000,000 or 2.0% of net assets as of December 31, 2017. |
(d) | Also represents the cost for federal tax purposes. |
(e) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs (Note 2). |
See accompanying notes to financial statements.
8
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2017
| | | | |
ASSETS | | | | |
Investments in unaffiliated issuers, at value and cost | | $ | 28,846,173,433 | |
Repurchase agreements, at value and amortized cost | | | 19,269,079,000 | |
| | | | |
Total Investments | | | 48,115,252,433 | |
Cash | | | 534,100,209 | |
Interest receivable — unaffiliated issuers | | | 18,474,832 | |
Prepaid expenses and other assets | | | 176,151 | |
| | | | |
TOTAL ASSETS | | | 48,668,003,625 | |
| | | | |
LIABILITIES | | | | |
Advisory fee payable | | | 2,099,359 | |
Administration, custody and transfer agent fees payable | | | 826,149 | |
Professional fees payable | | | 48,918 | |
Accrued expenses and other liabilities | | | 11,958 | |
| | | | |
TOTAL LIABILITIES | | | 2,986,384 | |
| | | | |
NET ASSETS | | $ | 48,665,017,241 | |
| | | | |
See accompanying notes to financial statements.
9
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2017
| | | | |
INVESTMENT INCOME | | | | |
Interest income — unaffiliated issuers | | $ | 433,153,954 | |
| | | | |
EXPENSES | | | | |
Advisory fee | | | 23,773,527 | |
Administration, custodian and transfer agent fees | | | 5,801,515 | |
Trustees’ fees and expenses | | | 679,854 | |
Professional fees and expenses | | | 142,207 | |
Printing and postage fees | | | 49,044 | |
Insurance expense | | | 179,341 | |
Miscellaneous expenses | | | 107,287 | |
| | | | |
TOTAL EXPENSES | | | 30,732,775 | |
| | | | |
NET INVESTMENT INCOME (LOSS) | | | 402,421,179 | |
| | | | |
REALIZED GAIN (LOSS) | | | | |
Net realized gain (loss) on: | | | | |
Investments — unaffiliated issuers | | | (18,966 | ) |
| | | | |
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS | | $ | 402,402,213 | |
| | | | |
See accompanying notes to financial statements.
10
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | |
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income (loss) | | $ | 402,421,179 | | | $ | 85,259,568 | |
Net realized gain (loss) | | | (18,966 | ) | | | 79,284 | |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 402,402,213 | | | | 85,338,852 | |
| | | | | | | | |
CAPITAL TRANSACTIONS | | | | | | | | |
Contributions | | | 104,516,771,308 | | | | 97,658,772,208 | |
Proceeds in connection with Reorganization (Note 8) | | | — | | | | 2,551,626,959 | |
Withdrawals | | | (107,179,383,705 | ) | | | (65,394,001,185 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | (2,662,612,397 | ) | | | 34,816,397,982 | |
| | | | | | | | |
Net increase (decrease) in net assets during the period | | | (2,260,210,184 | ) | | | 34,901,736,834 | |
| | | | | | | | |
Net assets at beginning of period | | | 50,925,227,425 | | | | 16,023,490,591 | |
| | | | | | | | |
NET ASSETS AT END OF PERIOD | | $ | 48,665,017,241 | | | $ | 50,925,227,425 | |
| | | | | | | | |
See accompanying notes to financial statements.
11
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
FINANCIAL HIGHLIGHTS
Selected data for a share outstanding throughout the period
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | | | Year Ended 12/31/15 | | | Year Ended 12/31/14 | | | Year Ended 12/31/13 | |
Total return (a) | | | 0.74 | % | | | 0.31 | % | | | 0.03 | % | | | 0.01 | % | | | 0.03 | % |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in 000s) | | $ | 48,665,017 | | | $ | 50,925,227 | | | $ | 16,023,491 | | | $ | 13,207,868 | | | $ | 8,712,920 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.06 | % | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % |
Net investment income (loss) | | | 0.85 | % | | | 0.32 | % | | | 0.03 | % | | | 0.01 | % | | | 0.03 | % |
(a) | Results represent past performance and are not indicative of future results. Total return for periods of less than one year are not annualized. |
See accompanying notes to financial statements.
12
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
December 31, 2017
State Street Master Funds (the “Trust”), a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (“1940 Act”), is an open-end management investment company.
As of December 31, 2017, the Trust consists of six (6) series, each of which represents a separate series of beneficial interest in the Trust. State Street U.S. Government Money Market Portfolio (the “Portfolio”) is authorized to issue an unlimited number of shares of beneficial interest with no par value. The financial statements herein relate only to the Portfolio.
The Portfolio operates as a “government money market fund” within the meaning of Rule 2a-7 under the 1940 Act to comply with the amendments to Rule 2a-7 that became effective October 14, 2016. The Portfolio is not currently subject to liquidity fees or temporary suspensions of redemptions due to declines in the Portfolio’s weekly liquid assets.
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 would involve future claims that may be made against the Trust that have not yet occurred.
2. | Summary of 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 (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Portfolio is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.
Security Valuation
The investments of the Portfolio are valued pursuant to the policy 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 Portfolio’s securities are recorded on the basis of amortized cost which approximates fair value as permitted by Rule 2a-7 under the 1940 Act. This method values a security at its cost on the date of purchase and, thereafter, assumes a constant amortization to maturity of any premiums or accretion of any discounts.
Because of the inherent uncertainties of valuation and under certain market conditions, the values reflected in the financial statements may differ from the value received upon actual sale of those investments and it is possible that the differences could be material.
Various inputs are used in determining the value of the Portfolio’s investments. The Portfolio values its assets and liabilities at fair value using a fair value hierarchy consisting of three broad levels that prioritize 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 an identical asset or liability; |
• | | 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 |
13
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
• | | 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 period ended December 31, 2017.
Investment Transactions and Income Recognition
Investment transactions are accounted for on trade date for financial reporting purposes. Realized gains and losses from the sale or disposition of investments are determined using the identified cost method. Interest income is recorded daily on an accrual basis. All premiums and discounts are amortized/accreted for financial reporting purposes.
All of the net investment income and realized 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.
Expenses
Certain expenses, which are directly identifiable to a specific Portfolio, are applied to that Portfolio within the Trust. 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 Portfolio within the Trust.
3. | Securities and Other Investments |
Repurchase Agreements
The 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 the Portfolio to repurchase the securities at a mutually agreed upon price and time. During the term of a repurchase agreement, the value of the underlying securities held as collateral on behalf of the Portfolio including accrued interest, is required to exceed the value of the repurchase agreement, including accrued interest.
The Portfolio monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the Portfolio’s principal amount of the repurchase agreement (including accrued interest). The underlying securities are ordinarily United States Government or Government Agency securities, but may consist of other securities. The use of repurchase agreements involves certain risks including counterparty risks. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which the value of the collateral may decline.
As of December 31, 2017, the Portfolio had invested in repurchase agreements with the gross values of $19,269,079,000 and associated collateral equal to $19,647,117,630.
4. | Fees and Transactions with Affiliates |
Advisory Fee
The Trust has entered into an investment advisory agreement with SSGA Funds Management, Inc. (the “Adviser” or “SSGA FM”), a subsidiary of State Street Corporation and an affiliate of State Street Bank and Trust Company (“State Street”), under which the Adviser directs the investments of the Portfolio in accordance with its investment objective, policies, and limitations. In compensation for the Adviser’s services as investment adviser, the Portfolio pays the Adviser a management fee at an annual rate of 0.05% of its average daily net assets.
14
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
Administrator, Custodian, Sub-Administrator and Transfer Agent Fees
SSGA FM serves as administrator and State Street serves as custodian, sub-administrator and transfer agent. SSGA FM and State Street receive an annual fee for their services as administrator, custodian, sub-administrator and transfer agent, respectively. The annual fee is accrued daily and payable monthly at the following fee rate:
| | | | |
Asset Levels | | Annual Percentage of Average Aggregate Monthly 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 Portfolio fee by the number of Portfolios within the Trust to arrive at the total minimum fee. The greater of the asset based fee or the minimum fee will be charged to the Portfolios. SSGA FM and State Street each receive a portion of the fee.
The fees and expenses of the Trust’s trustees, who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), are paid directly by the Portfolio. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance and industry seminars.
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, 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 its tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio files federal and various state and local tax returns as required. No income tax returns are currently under examination. Generally, the federal returns are subject to examination by the Internal Revenue Service for a period of three years from date of filing, while the state returns may remain open for an additional year depending upon jurisdiction. SSGA FM has analyzed the Portfolio’s tax positions taken on tax returns for all open years and does not believe there are any uncertain tax positions that would require recognition of a tax liability.
At December 31, 2017, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes.
Concentration Risk
As a result of the Portfolio’s ability to invest a large percentage of its assets in obligations of issuers within the same country, state, region, currency or economic sector, an adverse economic, business or political development may affect the value of the Portfolio’s investments more than if the Portfolio were more broadly diversified.
Market, Credit and Counterparty Risk
In the normal course of business, the Portfolio trades securities and enters into financial transactions where risk of potential loss exists due to changes in global economic conditions and fluctuations of the market (market risk). Additionally, the Portfolio may also be exposed to counterparty risk in the event that an issuer or guarantor fails to perform or that an institution or entity with which the Portfolio has unsettled or open transactions defaults. The value of securities held by the Portfolio may
15
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency and interest rate and price fluctuations (credit risk).
Financial assets, which potentially expose the Portfolio to market, credit and counterparty risks, consist principally of investments and cash due from counterparties. The extent of the Portfolio’s exposure to market, credit and counterparty risks in respect to these financial assets approximates their value as recorded in the Portfolio’s Statement of Assets and Liabilities, less any collateral held by the Portfolio.
8. | Proceeds in Connection with Reorganization |
On August 29, 2016, State Street Institutional U.S. Government Money Market Fund (“Acquiring Fund”) acquired substantially all of the assets and assumed all of the liabilities of SSGA U.S. Government Money Market Fund (“Acquired Fund”) in exchange for Administration Class shares of the Acquiring Fund pursuant to an Agreement and Plan of Reorganization approved by the Board. Immediately following, the Fund transferred to the Portfolio all of the net assets received from the Acquired Fund in exchange for an interest in the Portfolio, which is disclosed in the Statements of Changes in Net Assets.
9. | New Accounting Pronouncement |
In March 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-08, Receivables — Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in the ASU shorten the amortization period for certain callable debt securities, held at a premium, to be amortized to the earliest call date. The ASU does not require an accounting change for securities held at a discount; which continues to be amortized to maturity. The ASU is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2018. Management is currently evaluating the impact, if any, of applying this provision.
Management has evaluated the impact of all subsequent events on the Portfolio through the date on which the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.
16
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Owners of Beneficial Interest and the Board of
Trustees of State Street U.S. Government Money Market Portfolio
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of State Street U.S. Government Money Market Portfolio (the “Portfolio”) (one of the portfolios constituting State Street Master Funds (the “Trust”)), as of December 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio (one of the portfolios constituting State Street Master Funds) at December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financials reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more State Street Global Advisors investment companies since 2000.
Boston, Massachusetts
February 28, 2018
17
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
OTHER INFORMATION
December 31, 2017 (Unaudited)
Expense Example
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, including sales charges (loads), if applicable, on purchase payments, reinvested dividends, or other distributions and (2) ongoing costs, including advisory fees and to the extent applicable, distribution (12b-1) and/or service fees; and other Portfolio expenses. 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. It is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from July 1, 2017 to December 31, 2017.
The table below illustrates your Portfolio’s cost 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 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 U.S. Securities and Exchange Commission (the “SEC”) 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 transaction costs, such as sales load charges (loads). Therefore, the hypothetical 5% return section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | | | | | |
| | | | | Actual | | | Hypothetical (assuming a 5% return before expenses) | |
| | Annualized Expense Ratio | | | Ending Account Value | | | Expenses Paid During Period(a) | | | Ending Account Value | | | Expenses Paid During Period(a) | |
State Street U.S. Government Money Market Portfolio | | | 0.07 | % | | $ | 1,004.10 | | | $ | 0.35 | | | $ | 1,024.90 | | | $ | 0.36 | |
(a) | Expenses are equal to the Portfolio’s annualized net expense ratio multiplied by the average account value of the period, multiplied by 184, then divided by 365. |
18
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
Proxy Voting Policies and Procedures and Records
The Portfolio has adopted the proxy voting policies of the Adviser. A description of the policies and procedures that the Portfolio have adopted to determine how to vote proxies relating to portfolio securities are contained in the Portfolio’s Statement of Additional Information, which is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330. Information regarding how the Portfolio voted proxies, if any, during the most recent 12-month period ended June 30 is available by August 31 of each year without charge (1) by calling 1-877-521-4083 (toll free), or (2) on the website of the SEC at www.sec.gov.
Quarterly Portfolio Schedule
The Portfolio will file its complete schedule of investments with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Portfolio’s Form N-Q is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330.
Monthly Portfolio Schedule
The Portfolio files its monthly portfolio holdings with the SEC on Form N-MFP. The Portfolio’s Form N-MFP is available (i) on the SEC’s website at www.sec.gov, or (ii) at the SEC’s public reference room.
19
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
TRUSTEES AND OFFICERS INFORMATION
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Trustees | | | | | | | | | | |
Independent Trustees | | | | | | | | | | |
Michael F. Holland c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1944 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 7/99 | | Chairman, Holland & Company L.L.C. (investment adviser) (1995-present). | | 67 | | Director, the Holland Series Fund, Inc.; Director, The China Fund, Inc.; Director, The Taiwan Fund, Inc. (2007-2017); Director, Reaves Utility Income Fund, Inc.; and Director, Blackstone/GSO Loans (and Real Estate) Funds. |
Patrick J. Riley c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 1/14 | | 2002 to May 2010, Associate Justice of the Superior Court, Commonwealth of Massachusetts; 1985 to 2002, Partner, Riley, Burke & Donahue, L.L.P. (law firm); 1998 to Present, Independent Director, State Street Global Advisers Ireland, Ltd. (investment company); 1998 to Present, Independent Director, SSGA Liquidity plc (formerly, SSGA Cash Management Fund plc); January 2009 to Present, Independent Director, SSGA Fixed Income plc; and January 2009 to Present, Independent Director, SSGA Qualified Funds PLC. | | 73 | | Board Director and Chairman, SPDR Europe 1PLC Board (2011-Present); Board Director and Chairman, SPDR Europe II, PLC (2013- Present). |
William L. Marshall c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1942 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 1/14 | | July 2016 to Present, Chief Executive Officer and Chief Compliance Officer, The Marshall Financial Group, Inc.; 2015 to present, Board member, The Doylestown Health Foundation Board; April 2011 to June 2016, Chairman (until April 2011, Chief Executive Officer and President), Wm. L. Marshall Associates, Inc., Wm. L. Marshall Companies, Inc. and the Marshall Financial Group, Inc. (a registered investment adviser and provider of financial and related consulting services); Certified Financial Planner; Member, Financial Planners Association. | | 73 | | None. |
Richard D. Shirk c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1945 | | Trustee and Co-Chairman of the Qualified Legal and Compliance Committee | | Term: Indefinite Elected: 1/14 | | March 2001 to April 2002, Chairman (1996 to March 2001, President and Chief Executive Officer), Cerulean Companies, Inc. (holding company) (Retired); 1992 to March 2001, President and Chief Executive Officer, Blue Cross Blue Shield of Georgia (health insurer, managed healthcare). | | 73 | | 1998 to December 2008, Chairman, Board Member and December 2008 to Present, Investment Committee Member, Healthcare Georgia Foundation (private foundation); September 2002 to 2012, Lead Director and Board Member, Amerigroup Corp. (managed health care); 1999 to 2013, Board Member and (since 2001) Investment Committee Member, Woodruff Arts Center; and 2003 to 2009, Trustee, Gettysburg College; Board member, Aerocare Holdings, Regenesis Biomedical Inc. |
Rina K. Spence c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chair of the Qualified Legal and Compliance Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 7/99 | | President of SpenceCare International LLC (international healthcare consulting) (1999-present); Chief Executive Officer, IEmily.com (health internet company) (2000-2001); Chief Executive Officer of Consensus Pharmaceutical, Inc. (1998-1999); Founder, President and Chief Executive Officer of Spence Center for Women’s Health (1994-1998); President and CEO, Emerson Hospital (1984-1994); Honorary Consul for Monaco in Boston (2015-present). | | 73 | | Trustee, Eastern Enterprise (utilities) (1988-2000); Director, Berkshire Life Insurance Company of America (1993-2009). |
20
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Bruce D. Taber c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1943 | | Trustee and Co-Chairman of the Valuation Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 1/14 | | Retired; 1999 to 2016, Partner, Zenergy LLC (a technology company providing Computer Modeling and System Analysis to the General Electric Power Generation Division); Until December 2008, Independent Director, SSGA Cash Management Fund plc; Until December 2008, Independent Director, State Street Global Advisers Ireland, Ltd. (investment companies); and Until August 1994, President, Alonzo B. Reed, Inc., (a Boston architect-engineering firm). | | 67 | | None. |
Douglas T. Williams c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1940 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 7/99 | | Retired Executive Vice President and member of Executive Committee, Chase Manhattan Bank (1987-1999); President, Boston Stock Exchange Depository Trust Company, 1981-1982; Treasurer, Nantucket Educational Trust, (2002-2007); Executive Vice President and Global Head of Technology and Operations, JP Morgan Chase (1994 to1998). | | 73 | | None. |
Michael A. Jessee c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1946 | | Trustee and Co-Chairman of the Valuation Committee | | Term: Indefinite Appointed: 7/16 | | Retired; formerly, President and Chief Executive Officer of the Federal Home Loan Bank of Boston (1989-2009); Trustee, Randolph-Macon College (2004-2016). | | 73 | | None. |
Interested Trustees(1) | | | | | | | | | | |
James E. Ross SSGA Funds Management, Inc. One Lincoln Street Boston, MA 02111-2900 YOB: 1965 | | Trustee | | Term: Indefinite Appointed: 2/07 | | Chairman and Director, SSGA Funds Management, Inc. (2005-present); Executive Vice President, State Street Global Advisors (2012-present); Chief Executive Officer and Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present); Director, State Street Global Markets, LLC (2013-April 2017); President, SSGA Funds Management, Inc. (2005-2012), Principal, State Street Global Advisors (2000-2005). | | 234 | | SSGA SPDR ETFs Europe I plc (Director) (November 2016-present); SSGA SPDR ETFs Europe II plc (Director) (November 2016-present). |
† | For the purpose of determining the number of portfolios overseen by the Trustees, “Fund Complex” comprises registered investment companies for which SSGA Funds Management, Inc. serves as investment adviser. |
(1) | Mr. Ross is an Interested Trustee because of his employment by SSGA FM, an affiliate of the Trust. |
The following lists the principal officers for the Trust, as well as their mailing addresses and ages, positions with the Trust and length of time served, and present and principal occupations:
| | | | | | |
Name, Address andYear of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
Officers | | | | | | |
ELLEN M. NEEDHAM SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1967 | | President | | Term: Indefinite Elected: 10/12 | | President and Director, SSGA Funds Management, Inc. (2001-present)*; Senior Managing Director, State Street Global Advisors (1992-present); Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present).* |
21
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
BRUCE S. ROSENBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1961 | | Treasurer | | Term: Indefinite Elected: 2/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (July 2015-present); Director, Credit Suisse (April 2008-July 2015). |
ANN M. CARPENTER SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1966 | | Vice President and Deputy Treasurer | | Term: Indefinite Elected: 10/12 Term: Indefinite Elected: 2/16 | | Chief Operating Officer, SSGA Funds Management, Inc. (2005- Present)*; Managing Director, State Street Global Advisors (2005-present).* |
CHAD C. HALLETT SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1969 | | Deputy Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (November 2014-present); Vice President, State Street Bank and Trust Company (2001-November 2014).* |
DARLENE ANDERSON-VASQUEZ SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1968 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (May 2016-present); Senior Vice President, John Hancock Investments (September 2007-May 2016). |
ARTHUR A. JENSEN SSGA Funds Management, Inc. 1600 Summer Street Stamford, CT 06905 YOB: 1966 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Vice President at State Street Global Advisors (July 2016-present); Deputy Treasurer of Elfun Funds (July 2016-present); Treasurer of State Street Institutional Funds, State Street Variable Insurance Series Funds, Inc. and GE Retirement Savings Plan Funds (June 2011-present); Treasurer of Elfun Funds (June 2011-July 2016); Mutual Funds Controller of GE Asset Management Incorporated (April 2011-July 2016). |
SUJATA UPRETI SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1974 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (May 2015-present); Assistant Director, Cambridge Associates, LLC (July 2014-January 2015); Vice President, Bank of New York Mellon (July 2012-August 2013); Manager, PricewaterhouseCoopers, LLP (September 2003-July 2012). |
DANIEL FOLEY SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1972 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (April 2007-present).* |
DANIEL G. PLOURDE SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1980 | | Assistant Treasurer | | Term: Indefinite Elected: 5/17 | | Assistant Vice President, SSGA Funds Management, Inc. (May 2015-present); Officer, State Street Bank and Trust Company (March 2009-May 2015). |
BRIAN HARRIS SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1973 | | Chief Compliance Officer, Anti-Money Laundering Officer and Code of Ethics Compliance Officer | | Term: Indefinite Elected: 11/13 Term: Indefinite Elected: 9/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (2013-Present); Senior Vice President and Global Head of Investment Compliance, BofA Global Capital Management (September 2010-May 2013). |
22
STATE STREET MASTER FUNDS
STATE STREET U.S. GOVERNMENT MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
JOSHUA A. WEINBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1978 | | Chief Legal Officer | | Term: Indefinite Elected: 2/15 | | Managing Director and Managing Counsel, State Street Global Advisors (2011-present)*; Clerk, SSGA Funds Management, Inc. (2013-present); Associate, Financial Services Group, Dechert LLP (2005-2011). |
JESSE D. HALLEE State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1976 | | Secretary | | Term: Indefinite Elected: 9/16 | | Vice President and Managing Counsel, State Street Bank and Trust Company (2013-present); Vice President and Counsel, Brown Brothers Harriman & Co. (2007-2013). |
KHIMMARA GREER State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1983 | | Assistant Secretary | | Term: Indefinite Elected: 5/16 | | Vice President and Counsel, State Street Bank and Trust Company (2015-present); Regulatory Advisor, JPMorgan (2014-2015); Claims Case Manager, Liberty Mutual Insurance (2012-2014); Contract Attorney, Various Law Firms (2011-2012). |
* | Served in various capacities and/or with various affiliated entities during noted time period. |
Statement of Additional Information (SAI) includes additional information about the Portfolio’s directors and is available, without charge, upon request and by calling 1-877-521-4083.
23
Trustees
Michael F. Holland
Michael A. Jessee
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.
State Street Master Funds
State Street Bank and Trust Company
P.O. Box 5049
Boston, MA 02206
STTUSGOVAR1
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
Annual Report
December 31, 2017
State Street Master Funds
State Street Treasury Money Market Portfolio
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.

TABLE OF CONTENTS
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
STATE STREET TREASURY MONEY MARKET PORTFOLIO
PORTFOLIO STATISTICS (UNAUDITED)
Portfolio Composition as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | Treasury Debt | | | 100.0 | % | | |
| | Other Assets in Excess of Liabilities | | | 0.0 | * | | |
| | TOTAL | | | 100.0 | % | | |
| * | | Amount shown represents less than 0.05% of net assets. |
(The composition is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
Maturity Ladder as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | 2 to 30 Days | | | 45.1 | % | | |
| | 31 to 60 Days | | | 23.9 | | | |
| | 61 to 90 Days | | | 18.6 | | | |
| | Over 90 Days | | | 12.4 | | | |
| | TOTAL | | | 100.0 | % | | |
| | Average days to maturity | | | 35 | | | |
| | Weighted average life | | | 56 | | | |
(The maturity ladder is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
See accompanying notes to financial statements.
1
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
TREASURY DEBT — 100.0% | | | | | | | | | | | | | | | | | | | | |
U.S. Treasury Bill (a) | | | 1.041 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 273,350,000 | | | $ | 273,342,073 | |
U.S. Treasury Bill (a) | | | 1.045 | % | | | 01/11/2018 | | | | 01/11/2018 | | | | 1,286,597,000 | | | | 1,286,171,348 | |
U.S. Treasury Bill (a) | | | 1.090 | % | | | 01/18/2018 | | | | 01/18/2018 | | | | 1,208,000,000 | | | | 1,207,316,354 | |
U.S. Treasury Bill (a) | | | 1.100 | % | | | 01/25/2018 | | | | 01/25/2018 | | | | 867,629,000 | | | | 866,940,651 | |
U.S. Treasury Bill (a) | | | 1.130 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 2,232,455,000 | | | | 2,232,246,559 | |
U.S. Treasury Bill (a) | | | 1.130 | % | | | 02/01/2018 | | | | 02/01/2018 | | | | 250,000,000 | | | | 249,756,736 | |
U.S. Treasury Bill (a) | | | 1.178 | % | | | 03/22/2018 | | | | 03/22/2018 | | | | 776,850,000 | | | | 774,574,607 | |
U.S. Treasury Bill (a) | | | 1.185 | % | | | 02/08/2018 | | | | 02/08/2018 | | | | 350,000,000 | | | | 349,559,569 | |
U.S. Treasury Bill (a) | | | 1.240 | % | | | 02/15/2018 | | | | 02/15/2018 | | | | 576,015,000 | | | | 575,123,127 | |
U.S. Treasury Bill (a) | | | 1.240 | % | | | 04/19/2018 | | | | 04/19/2018 | | | | 108,750,000 | | | | 108,345,450 | |
U.S. Treasury Bill (a) | | | 1.285 | % | | | 02/22/2018 | | | | 02/22/2018 | | | | 600,000,000 | | | | 598,884,889 | |
U.S. Treasury Bill (a) | | | 1.288 | % | | | 03/01/2018 | | | | 03/01/2018 | | | | 640,000,000 | | | | 638,651,440 | |
U.S. Treasury Bill (a) | | | 1.293 | % | | | 03/08/2018 | | | | 03/08/2018 | | | | 600,000,000 | | | | 598,580,015 | |
U.S. Treasury Bill (a) | | | 1.310 | % | | | 03/15/2018 | | | | 03/15/2018 | | | | 550,000,000 | | | | 548,532,583 | |
U.S. Treasury Bill (a) | | | 1.360 | % | | | 05/17/2018 | | | | 05/17/2018 | | | | 250,000,000 | | | | 248,715,556 | |
U.S. Treasury Bill (a) | | | 1.415 | % | | | 03/29/2018 | | | | 03/29/2018 | | | | 500,000,000 | | | | 498,275,255 | |
U.S. Treasury Note, 3 Month USD MMY + 0.07% (b) | | | 1.520 | % | | | 01/02/2018 | | | | 04/30/2019 | | | | 85,800,000 | | | | 85,838,325 | |
U.S. Treasury Note, 3 Month USD MMY + 0.14% (b) | | | 1.590 | % | | | 01/02/2018 | | | | 01/31/2019 | | | | 49,000,000 | | | | 49,062,306 | |
U.S. Treasury Note, 3 Month USD MMY + 0.17% (b) | | | 1.620 | % | | | 01/02/2018 | | | | 10/31/2018 | | | | 185,000,000 | | | | 185,270,254 | |
U.S. Treasury Note, 3 Month USD MMY + 0.17% (b) | | | 1.624 | % | | | 01/02/2018 | | | | 07/31/2018 | | | | 400,000,000 | | | | 400,241,227 | |
U.S. Treasury Note, 3 Month USD MMY + 0.19% (b) | | | 1.640 | % | | | 01/02/2018 | | | | 04/30/2018 | | | | 536,820,000 | | | | 536,954,173 | |
U.S. Treasury Note, 3 Month USD MMY + 0.27% (b) | | | 1.722 | % | | | 01/02/2018 | | | | 01/31/2018 | | | | 689,000,000 | | | | 689,139,808 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS — 100.0% (c) (d) | | | | | | | | | | | | | | | | | | | 13,001,522,305 | |
| | | | | | | | | | | | | | | | | | | | |
Other Assets in Excess of Liabilities — 0.0% (e) | | | | | | | | | | | | | | | | | | | 4,079,800 | |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS — 100.0% | | | | | | | | | | | | | | | | | | $ | 13,005,602,105 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Rate shown is the discount rate at time of purchase. |
(b) | Variable Rate Security — Interest rate shown is rate in effect at December 31, 2017. |
(c) | Also represents the cost for federal tax purposes. |
(d) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs (Note 2). |
(e) | Amount is less than 0.05% of net assets. |
See accompanying notes to financial statements.
2
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2017
| | | | |
ASSETS | | | | |
Investments in unaffiliated issuers, at value and cost | | $ | 13,001,522,305 | |
Cash | | | 416 | |
Interest receivable — unaffiliated issuers | | | 4,986,711 | |
Prepaid expenses and other assets | | | 54,068 | |
| | | | |
TOTAL ASSETS | | | 13,006,563,500 | |
| | | | |
LIABILITIES | | | | |
Advisory fee payable | | | 538,776 | |
Administration, custody and transfer agent fees payable | | | 368,918 | |
Professional fees payable | | | 49,143 | |
Accrued expenses and other liabilities | | | 4,558 | |
| | | | |
TOTAL LIABILITIES | | | 961,395 | |
| | | | |
NET ASSETS | | $ | 13,005,602,105 | |
| | | | |
See accompanying notes to financial statements.
3
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2017
| | | | |
INVESTMENT INCOME | | | | |
Interest income — unaffiliated issuers | | $ | 120,704,905 | |
| | | | |
EXPENSES | | | | |
Advisory fee | | | 6,887,546 | |
Administration, custodian and transfer agent fees | | | 1,745,304 | |
Trustees’ fees and expenses | | | 179,502 | |
Professional fees | | | 128,258 | |
Printing and postage fees | | | 1,008 | |
Insurance expense | | | 56,656 | |
| | | | |
TOTAL EXPENSES | | | 8,998,274 | |
| | | | |
NET INVESTMENT INCOME (LOSS) | | | 111,706,631 | |
| | | | |
REALIZED GAIN (LOSS) | | | | |
Net realized gain (loss) on: | | | | |
Investments — unaffiliated issuers | | | 117,892 | |
| | | | |
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS | | $ | 111,824,523 | |
| | | | |
See accompanying notes to financial statements.
4
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | |
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income (loss) | | $ | 111,706,631 | | | $ | 31,200,504 | |
Net realized gain (loss) | | | 117,892 | | | | 309,711 | |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 111,824,523 | | | | 31,510,215 | |
| | | | | | | | |
CAPITAL TRANSACTIONS | | | | | | | | |
Contributions | | | 20,311,832,604 | | | | 24,797,217,848 | |
Withdrawals | | | (21,422,356,261 | ) | | | (22,661,554,484 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | (1,110,523,657 | ) | | | 2,135,663,364 | |
| | | | | | | | |
Net increase (decrease) in net assets during the period | | | (998,699,134 | ) | | | 2,167,173,579 | |
| | | | | | | | |
Net assets at beginning of period | | | 14,004,301,239 | | | | 11,837,127,660 | |
| | | | | | | | |
NET ASSETS AT END OF PERIOD | | $ | 13,005,602,105 | | | $ | 14,004,301,239 | |
| | | | | | | | |
See accompanying notes to financial statements.
5
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
FINANCIAL HIGHLIGHTS
Selected data for a share outstanding throughout each period
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | | | Year Ended 12/31/15 | | | Year Ended 12/31/14 | | | Year Ended 12/31/13 | |
Total return (a) | | | 0.73 | % | | | 0.25 | % | | | (0.04 | )% | | | (0.02 | )% | | | 0.00 | %(b) |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in 000s) | | $ | 13,005,602 | | | $ | 14,004,301 | | | $ | 11,837,128 | | | $ | 10,247,460 | | | $ | 14,558,022 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % |
Net investment income (loss) | | | 0.81 | % | | | 0.25 | % | | | (0.03 | )% | | | (0.02 | )% | | | 0.00 | %(b) |
(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) | Amount is less than 0.005%. |
See accompanying notes to financial statements.
6
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
December 31, 2017
State Street Master Funds (the “Trust”), a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (“1940 Act”), is an open-end management investment company.
As of December 31, 2017, the Trust consists of six (6) series, each of which represents a separate series of beneficial interest in the Trust. State Street Treasury Money Market Portfolio (the “Portfolio”) is authorized to issue an unlimited number of shares of beneficial interest with no par value. The financial statements herein relate only to the Portfolio.
The Portfolio operates as a “government money market fund” within the meaning of Rule 2a-7 under the 1940 Act to comply with the amendments to Rule 2a-7 that became effective October 14, 2016. The Portfolio is not currently subject to liquidity fees or temporary suspensions of redemptions due to declines in the Portfolio’s weekly liquid assets.
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 would involve future claims that may be made against the Trust that have not yet occurred.
2. | Summary of 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 (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Portfolio is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.
Security Valuation
The investments of the Portfolio are valued pursuant to the policy 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 Portfolio’s securities are recorded on the basis of amortized cost which approximates fair value as permitted by Rule 2a-7 under the 1940 Act. This method values a security at its cost on the date of purchase and, thereafter, assumes a constant amortization to maturity of any premiums or accretion of any discounts.
Because of the inherent uncertainties of valuation and under certain market conditions, the values reflected in the financial statements may differ from the value received upon actual sale of those investments and it is possible that the differences could be material.
Various inputs are used in determining the value of the Portfolio’s investments. The Portfolio values its assets and liabilities at fair value using a fair value hierarchy consisting of three broad levels that prioritize 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 an identical asset or liability; |
• | | 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 |
7
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
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 period ended December 31, 2017.
Investment Transactions and Income Recognition
Investment transactions are accounted for on trade date for financial reporting purposes. Realized gains and losses from the sale or disposition of investments are determined using the identified cost method. Interest income is recorded daily on an accrual basis. All premiums and discounts are amortized/accreted for financial reporting purposes.
All of the net investment income and realized 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.
Expenses
Certain expenses, which are directly identifiable to a specific Portfolio, are applied to that Portfolio within the Trust. 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 Portfolio within the Trust.
3. | Fees and Transactions with Affiliates |
The Trust has entered into an investment advisory agreement with SSGA Funds Management, Inc. (the “Adviser” or “SSGA FM”), a subsidiary of State Street Corporation and an affiliate of State Street Bank and Trust Company (“State Street”), under which the Adviser directs the investments of the Portfolio in accordance with its investment objective, policies, and limitations. In compensation for the Adviser’s services as investment adviser, the Portfolio pays the Adviser a management fee at an annual rate of 0.05% of its average daily net assets.
Administrator, Custodian, Sub-Administrator and Transfer Agent Fees
SSGA FM serves as administrator and State Street serves as custodian, sub-administrator and transfer agent. SSGA FM and State Street receive an annual fee for their services as administrator, custodian, sub-administrator and transfer agent, respectively. The annual fee is accrued daily and payable monthly at the following fee rate:
| | |
Asset Levels | | Annual Percentage of Average Aggregate Monthly 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 Portfolio fee by the number of Portfolios within the Trust to arrive at the total minimum fee. The greater of the asset based fee or the minimum fee will be charged to the Portfolios. SSGA FM and State Street each receive a portion of the fee.
8
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
The fees and expenses of the Trust’s trustees, who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), are paid directly by the Portfolio. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance and industry seminars.
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, 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 its tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio files federal and various state and local tax returns as required. No income tax returns are currently under examination. Generally, the federal returns are subject to examination by the Internal Revenue Service for a period of three years from date of filing, while the state returns may remain open for an additional year depending upon jurisdiction. SSGA FM has analyzed the Portfolio’s tax positions taken on tax returns for all open years and does not believe there are any uncertain tax positions that would require recognition of a tax liability.
At December 31, 2017, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes.
Concentration Risk
As a result of the Portfolio’s ability to invest a large percentage of its assets in obligations of issuers within the same country, state, region, currency or economic sector, an adverse economic, business or political development may affect the value of the Portfolio’s investments more than if the Portfolio were more broadly diversified.
Market, Credit and Counterparty Risk
In the normal course of business, the Portfolio trades securities and enters into financial transactions where risk of potential loss exists due to changes in global economic conditions and fluctuations of the market (market risk). Additionally, the Portfolio may also be exposed to counterparty risk in the event that an issuer or guarantor fails to perform or that an institution or entity with which the Portfolio has unsettled or open transactions defaults. The value of securities held by the Portfolio may decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency and interest rate and price fluctuations (credit risk).
Financial assets, which potentially expose the Portfolio to market, credit and counterparty risks, consist principally of investments and cash due from counterparties. The extent of the Portfolio’s exposure to market, credit and counterparty risks in respect to these financial assets approximates their value as recorded in the Portfolio’s Statement of Assets and Liabilities, less any collateral held by the Portfolio.
7. New Accounting Pronouncement
In March 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-08, Receivables — Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in the ASU shorten the amortization period for certain callable debt securities, held at a premium, to be amortized to the earliest call date. The ASU does not require an accounting change for securities held at a discount; which continues to be amortized to maturity. The ASU is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2018. Management is currently evaluating the impact, if any, of applying this provision.
9
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
Management has evaluated the impact of all subsequent events on the Portfolio through the date on which the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.
10
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Owners of Beneficial Interest and the Board of Trustees of State Street Treasury Money Market Portfolio
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of State Street Treasury Money Market Portfolio (the “Portfolio”) (one of the portfolios constituting State Street Master Funds (the “Trust”)), as of December 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio (one of the portfolios constituting State Street Master Funds) at December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financials reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more State Street Global Advisors investment companies since 2000.
Boston, Massachusetts
February 28, 2018
11
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
OTHER INFORMATION
December 31, 2017 (Unaudited)
Expense Example
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, including sales charges (loads), if applicable, on purchase payments, reinvested dividends, or other distributions and (2) ongoing costs, including advisory fees and to the extent applicable, distribution (12b-1) and/or service fees; and other Portfolio expenses. 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. It is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from July 1, 2017 to December 31, 2017.
The table below illustrates your Portfolio’s cost 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 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 U.S. Securities and Exchange Commission (the “SEC”) 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 transaction costs, such as sales load charges (loads). Therefore, the hypothetical 5% return section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | | | | | |
| | | | | Actual | | | Hypothetical (assuming a 5% return before expenses) | |
| | Annualized Expense Ratio | | | Ending Account Value | | | Expenses Paid During Period(a) | | | Ending Account Value | | | Expenses Paid During Period(a) | |
State Street Treasury Money Market Portfolio | | | 0.07 | % | | $ | 1,004.30 | | | $ | 0.35 | | | $ | 1,024.90 | | | $ | 0.36 | |
(a) | Expenses are equal to the Portfolio’s annualized net expense ratio multiplied by the average account value of the period, multiplied by 184, then divided by 365. |
12
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
Proxy Voting Policies and Procedures and Records
The Portfolio has adopted the proxy voting policies of the Adviser. A description of the policies and procedures that the Portfolio have adopted to determine how to vote proxies relating to portfolio securities are contained in the Portfolio’s Statement of Additional Information, which is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330. Information regarding how the Portfolio voted proxies, if any, during the most recent 12-month period ended June 30 is available by August 31 of each year without charge (1) by calling 1-877-521-4083 (toll free), or (2) on the website of the SEC at www.sec.gov.
Quarterly Portfolio Schedule
The Portfolio will file its complete schedule of investments with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Portfolio’s Form N-Q is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330.
Monthly Portfolio Schedule
The Portfolio files its monthly portfolio holdings with the SEC on Form N-MFP. The Portfolio’s Form N-MFP is available (i) on the SEC’s website at www.sec.gov, or (ii) at the SEC’s public reference room.
13
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
TRUSTEES AND OFFICERS
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Trustees | | | | | | | | | | |
Independent Trustees | | | | | | | | | | |
Michael F. Holland c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1944 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 7/99 | | Chairman, Holland & Company L.L.C. (investment adviser) (1995-present). | | 67 | | Director, the Holland Series Fund, Inc.; Director, The China Fund, Inc.; Director, The Taiwan Fund, Inc. (2007-2017); Director, Reaves Utility Income Fund, Inc.; and Director, Blackstone/GSO Loans (and Real Estate) Funds. |
Patrick J. Riley c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 1/14 | | 2002 to May 2010, Associate Justice of the Superior Court, Commonwealth of Massachusetts; 1985 to 2002, Partner, Riley, Burke & Donahue, L.L.P. (law firm); 1998 to Present, Independent Director, State Street Global Advisers Ireland, Ltd. (investment company); 1998 to Present, Independent Director, SSGA Liquidity plc (formerly, SSGA Cash Management Fund plc); January 2009 to Present, Independent Director, SSGA Fixed Income plc; and January 2009 to Present, Independent Director, SSGA Qualified Funds PLC. | | 73 | | Board Director and Chairman, SPDR Europe 1PLC Board (2011-Present); Board Director and Chairman, SPDR Europe II, PLC (2013-Present). |
William L. Marshall c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1942 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 1/14 | | July 2016 to Present, Chief Executive Officer and Chief Compliance Officer, The Marshall Financial Group, Inc.; 2015 to present, Board member, The Doylestown Health Foundation Board; April 2011 to June 2016, Chairman (until April 2011, Chief Executive Officer and President), Wm. L. Marshall Associates, Inc., Wm. L. Marshall Companies, Inc. and the Marshall Financial Group, Inc. (a registered investment adviser and provider of financial and related consulting services); Certified Financial Planner; Member, Financial Planners Association. | | 73 | | None. |
Richard D. Shirk c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1945 | | Trustee and Co-Chairman of the Qualified Legal and Compliance Committee | | Term: Indefinite Elected: 1/14 | | March 2001 to April 2002, Chairman (1996 to March 2001, President and Chief Executive Officer), Cerulean Companies, Inc. (holding company) (Retired); 1992 to March 2001, President and Chief Executive Officer, Blue Cross Blue Shield of Georgia (health insurer, managed healthcare). | | 73 | | 1998 to December 2008, Chairman, Board Member and December 2008 to Present, Investment Committee Member, Healthcare Georgia Foundation (private foundation); September 2002 to 2012, Lead Director and Board Member, Amerigroup Corp. (managed health care); 1999 to 2013, Board Member and (since 2001) Investment Committee Member, Woodruff Arts Center; and 2003 to 2009, Trustee, Gettysburg College; Board member, Aerocare Holdings, Regenesis Biomedical Inc. |
Rina K. Spence c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chair of the Qualified Legal and Compliance Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 7/99 | | President of SpenceCare International LLC (international healthcare consulting) (1999-present); Chief Executive Officer, IEmily.com (health internet company) (2000-2001); Chief Executive Officer of Consensus Pharmaceutical, Inc. (1998-1999); Founder, President and Chief Executive Officer of Spence Center for Women’s Health (1994-1998); President and CEO, Emerson Hospital (1984-1994); Honorary Consul for Monaco in Boston (2015-present). | | 73 | | Trustee, Eastern Enterprise (utilities) (1988-2000); Director, Berkshire Life Insurance Company of America (1993-2009). |
14
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Bruce D. Taber c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1943 | | Trustee and Co-Chairman of the Valuation Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 1/14 | | Retired; 1999 to 2016, Partner, Zenergy LLC (a technology company providing Computer Modeling and System Analysis to the General Electric Power Generation Division); Until December 2008, Independent Director, SSGA Cash Management Fund plc; Until December 2008, Independent Director, State Street Global Advisers Ireland, Ltd. (investment companies); and Until August 1994, President, Alonzo B. Reed, Inc., (a Boston architect-engineering firm). | | 67 | | None. |
Douglas T. Williams c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1940 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 7/99 | | Retired Executive Vice President and member of Executive Committee, Chase Manhattan Bank (1987-1999); President, Boston Stock Exchange Depository Trust Company, 1981-1982; Treasurer, Nantucket Educational Trust, (2002-2007); Executive Vice President and Global Head of Technology and Operations, JP Morgan Chase (1994 to 1998). | | 73 | | None. |
Michael A. Jessee c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1946 | | Trustee and Co-Chairman of the Valuation Committee Interested | | Term: Indefinite Appointed: 7/16 | | Retired; formerly, President and Chief Executive Officer of the Federal Home Loan Bank of Boston (1989-2009); Trustee, Randolph-Macon College (2004-2016). | | 73 | | None. |
Interested Trustees(1) | | | | | | | | | | |
James E. Ross SSGA Funds Management, Inc. One Lincoln Street Boston, MA 02111-2900 YOB: 1965 | | Trustee | | Term: Indefinite Appointed: 2/07 | | Chairman and Director, SSGA Funds Management, Inc. (2005-present); Executive Vice President, State Street Global Advisors (2012-present); Chief Executive Officer and Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present); Director, State Street Global Markets, LLC (2013-April 2017); President, SSGA Funds Management, Inc. (2005-2012), Principal, State Street Global Advisors (2000-2005). | | 234 | | SSGA SPDR ETFs Europe I plc (Director) (November 2016-present); SSGA SPDR ETFs Europe II plc (Director) (November 2016-present). |
† | For the purpose of determining the number of portfolios overseen by the Trustees, “Fund Complex” comprises registered investment companies for which SSGA Funds Management, Inc. serves as investment adviser. |
(1) | Mr. Ross is an Interested Trustee because of his employment by SSGA FM, an affiliate of the Trust. |
The following lists the principal officers for the Trust, as well as their mailing addresses and ages, positions with the Trust and length of time served, and present and principal occupations:
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
Officers | | | | | | |
ELLEN M. NEEDHAM SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1967 | | President | | Term: Indefinite Elected: 10/12 | | President and Director, SSGA Funds Management, Inc. (2001-present)*; Senior Managing Director, State Street Global Advisors (1992-present); Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present).* |
15
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
BRUCE S. ROSENBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1961 | | Treasurer | | Term: Indefinite Elected: 2/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (July 2015-present); Director, Credit Suisse (April 2008-July 2015). |
ANN M. CARPENTER SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1966 | | Vice President and Deputy Treasurer | | Term: Indefinite Elected: 10/12 Term: Indefinite Elected: 2/16 | | Chief Operating Officer, SSGA Funds Management, Inc. (2005-Present)*; Managing Director, State Street Global Advisors (2005-present).* |
CHAD C. HALLETT SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1969 | | Deputy Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (November 2014-present); Vice President, State Street Bank and Trust Company (2001-November 2014).* |
DARLENE ANDERSON-VASQUEZ SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1968 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (May 2016-present); Senior Vice President, John Hancock Investments (September 2007-May 2016). |
ARTHUR A. JENSEN SSGA Funds Management, Inc. 1600 Summer Street Stamford, CT 06905 YOB: 1966 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Vice President at State Street Global Advisors (July 2016-present); Deputy Treasurer of Elfun Funds (July 2016-present); Treasurer of State Street Institutional Funds, State Street Variable Insurance Series Funds, Inc. and GE Retirement Savings Plan Funds (June 2011-present); Treasurer of Elfun Funds (June 2011-July 2016); Mutual Funds Controller of GE Asset Management Incorporated (April 2011-July 2016). |
SUJATA UPRETI SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1974 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (May 2015-present); Assistant Director, Cambridge Associates, LLC (July 2014-January 2015); Vice President, Bank of New York Mellon (July 2012-August 2013); Manager, PricewaterhouseCoopers, LLP (September 2003-July 2012). |
DANIEL FOLEY SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1972 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (April 2007-present).* |
DANIEL G. PLOURDE SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1980 | | Assistant Treasurer | | Term: Indefinite Elected: 5/17 | | Assistant Vice President, SSGA Funds Management, Inc. (May 2015-present); Officer, State Street Bank and Trust Company (March 2009-May 2015). |
BRIAN HARRIS SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1973 | | Chief Compliance Officer, Anti-Money Laundering Officer and Code of Ethics Compliance Officer | | Term: Indefinite Elected: 11/13 Term: Indefinite Elected: 9/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (2013-Present); Senior Vice President and Global Head of Investment Compliance, BofA Global Capital Management (September 2010-May 2013). |
16
STATE STREET MASTER FUNDS
STATE STREET TREASURY MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
JOSHUA A. WEINBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1978 | | Chief Legal Officer | | Term: Indefinite Elected: 2/15 | | Managing Director and Managing Counsel, State Street Global Advisors (2011-present)*; Clerk, SSGA Funds Management, Inc. (2013-present); Associate, Financial Services Group, Dechert LLP (2005-2011). |
JESSE D. HALLEE State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1976 | | Secretary | | Term: Indefinite Elected: 9/16 | | Vice President and Managing Counsel, State Street Bank and Trust Company (2013-present); Vice President and Counsel, Brown Brothers Harriman & Co. (2007-2013). |
KHIMMARA GREER State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1983 | | Assistant Secretary | | Term: Indefinite Elected: 5/16 | | Vice President and Counsel, State Street Bank and Trust Company (2015- present); Regulatory Advisor, JPMorgan (2014-2015); Claims Case Manager, Liberty Mutual Insurance (2012-2014); Contract Attorney, Various Law Firms (2011-2012). |
* | Served in various capacities and/or with various affiliated entities during noted time period. |
Statement of Additional Information (SAI) includes additional information about the Portfolio’s directors and is available, without charge, upon request and by calling 1-877-521-4083.
17
Trustees
Michael F. Holland
Michael A. Jessee
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.
State Street Master Funds
State Street Bank and Trust Company
P.O. Box 5049
Boston, MA 02206
SSTTRAR1
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
Annual Report
December 31, 2017
State Street Master Funds
State Street Treasury Plus Money Market Portfolio
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.

TABLE OF CONTENTS
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
PORTFOLIO STATISTICS (UNAUDITED)
Portfolio Composition as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | Treasury Debt | | | 49.8 | % | | |
| | Treasury Repurchase Agreements | | | 46.9 | | | |
| | Other Assets in Excess of Liabilities | | | 3.3 | | | |
| | TOTAL | | | 100.0 | % | | |
(The composition is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
Maturity Ladder as of December 31, 2017
| | | | | | | | |
| | | | % of Net Assets | | | |
| | 2 to 30 Days | | | 53.6 | % | | |
| | 31 to 60 Days | | | 15.1 | | | |
| | 61 to 90 Days | | | 18.6 | | | |
| | Over 90 Days | | | 9.4 | | | |
| | TOTAL | | | 96.7 | % | | |
| | Average days to maturity | | | 28 | | | |
| | Weighted average life | | | 46 | | | |
(The maturity ladder is expressed as a percentage of net assets as of the date indicated. The composition will vary over time.)
See accompanying notes to financial statements.
1
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
TREASURY DEBT — 49.8% | | | | | | | | | | | | | | | | | | | | |
U.S. Treasury Bill (a) | | | 1.041 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 249,900,000 | | | $ | 249,892,774 | |
U.S. Treasury Bill (a) | | | 1.090 | % | | | 01/18/2018 | | | | 01/18/2018 | | | | 100,000,000 | | | | 99,948,528 | |
U.S. Treasury Bill (a) | | | 1.100 | % | | | 01/25/2018 | | | | 01/25/2018 | | | | 200,000,000 | | | | 199,852,198 | |
U.S. Treasury Bill (a) | | | 1.130 | % | | | 01/04/2018 | | | | 01/04/2018 | | | | 400,000,000 | | | | 399,964,667 | |
U.S. Treasury Bill (a) | | | 1.178 | % | | | 03/22/2018 | | | | 03/22/2018 | | | | 852,000,000 | | | | 849,488,927 | |
U.S. Treasury Bill (a) | | | 1.185 | % | | | 02/08/2018 | | | | 02/08/2018 | | | | 200,000,000 | | | | 199,749,833 | |
U.S. Treasury Bill (a) | | | 1.240 | % | | | 02/15/2018 | | | | 02/15/2018 | | | | 450,000,000 | | | | 449,302,500 | |
U.S. Treasury Bill (a) | | | 1.240 | % | | | 04/19/2018 | | | | 04/19/2018 | | | | 100,000,000 | | | | 99,628,000 | |
U.S. Treasury Bill (a) | | | 1.285 | % | | | 02/22/2018 | | | | 02/22/2018 | | | | 450,000,000 | | | | 449,163,667 | |
U.S. Treasury Bill (a) | | | 1.288 | % | | | 03/01/2018 | | | | 03/01/2018 | | | | 550,000,000 | | | | 548,841,080 | |
U.S. Treasury Bill (a) | | | 1.293 | % | | | 03/08/2018 | | | | 03/08/2018 | | | | 550,000,000 | | | | 548,698,343 | |
U.S. Treasury Bill (a) | | | 1.310 | % | | | 03/15/2018 | | | | 03/15/2018 | | | | 600,000,000 | | | | 598,399,186 | |
U.S. Treasury Bill (a) | | | 1.360 | % | | | 05/17/2018 | | | | 05/17/2018 | | | | 250,000,000 | | | | 248,715,556 | |
U.S. Treasury Bill (a) | | | 1.415 | % | | | 03/29/2018 | | | | 03/29/2018 | | | | 650,000,000 | | | | 647,757,913 | |
U.S. Treasury Note, 3 Month USD MMY + 0.07% (b) | | | 1.520 | % | | | 01/02/2018 | | | | 04/30/2019 | | | | 64,398,000 | | | | 64,427,216 | |
U.S. Treasury Note, 3 Month USD MMY + 0.14% (b) | | | 1.590 | % | | | 01/02/2018 | | | | 01/31/2019 | | | | 205,000,000 | | | | 205,221,672 | |
U.S. Treasury Note, 3 Month USD MMY + 0.17% (b) | | | 1.620 | % | | | 01/02/2018 | | | | 10/31/2018 | | | | 130,000,000 | | | | 130,189,907 | |
U.S. Treasury Note, 3 Month USD MMY + 0.17% (b) | | | 1.624 | % | | | 01/02/2018 | | | | 07/31/2018 | | | | 245,000,000 | | | | 245,150,174 | |
U.S. Treasury Note, 3 Month USD MMY + 0.19% (b) | | | 1.640 | % | | | 01/02/2018 | | | | 04/30/2018 | | | | 333,836,000 | | | | 333,912,833 | |
U.S. Treasury Note, 3 Month USD MMY + 0.27% (b) | | | 1.722 | % | | | 01/02/2018 | | | | 01/31/2018 | | | | 489,750,000 | | | | 489,848,119 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY DEBT | | | | | | | | | | | | | | | | | | | 7,058,153,093 | |
| | | | | | | | | | | | | | | | | | | | |
TREASURY REPURCHASE AGREEMENTS — 46.9% | | | | | | | | | | | | | | | | | | | | |
Agreement with Federal Reserve Bank of New York and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Bond, 7.500% due 11/15/2024, and a U.S. Treasury Note, 3.625% due 02/15/2021, valued at $3,000,416,690); expected proceeds $3,000,416,667 | | | 1.250 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 3,000,000,000 | | | | 3,000,000,000 | |
Agreement with HSBC Securities USA, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/26/2017 (collateralized by U.S. Treasury Bonds, 3.375%-7.500% due 11/15/2024-05/15/2044, a U.S. Treasury Inflation Index Bond, 2.375% due 01/15/2027, U.S. Treasury Notes, 1.375%-2.000% due 07/31/2018-08/15/2025, and U.S. Treasury Strips, 0.000% due 08/15/2024-11/15/2027, valued at $51,001,517); expected proceeds $50,012,833 | | | 1.320 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 50,000,000 | | | | 50,000,000 | |
Agreement with HSBC Securities USA, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/27/2017 (collateralized by a U.S. Treasury Note, 1.625% due 04/30/2023, and a U.S. Treasury Strip, 0.000% due 11/15/2027, valued at $127,503,803); expected proceeds $125,032,326 | | | 1.330 | % | | | 01/03/2018 | | | | 01/03/2018 | | | | 125,000,000 | | | | 125,000,000 | |
Agreement with Bank of Nova Scotia and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Bond, 3.625% due 02/15/2044, a U.S. Treasury Inflation Index Bond, 3.625% due 04/15/2028, and U.S. Treasury Inflation Index Notes, 0.125%-0.375% due 04/15/2018-07/15/2025, valued at $185,667,934); expected proceeds $182,027,300 | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 182,000,000 | | | | 182,000,000 | |
Agreement with Royal Bank of Canada and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Bonds, 2.250%-8.875% due 02/15/2019-11/15/2046, a U.S. Treasury Inflation Index Bond, 0.750% due 02/15/2045, U.S. Treasury Inflation Index Notes, 0.125%-0.375% due 04/15/2020-01/15/2027, and U.S. Treasury Notes, 0.750%-3.500% due 07/31/2018-08/15/2025, valued at $714,000,064); expected proceeds $700,105,000 | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 700,000,000 | | | | 700,000,000 | |
See accompanying notes to financial statements.
2
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Agreement with Royal Bank of Canada and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Bonds, 2.500%-7.625% due 02/15/2025-08/15/2047, U.S. Treasury Inflation Index Notes, 0.125%-0.675% due 04/15/2019-01/15/2026, and U.S. Treasury Notes, 1.125%-3.625% due 12/31/2019-08/15/2026, valued at $764,737,788); expected proceeds $750,112,500 | | | 1.350 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 750,000,000 | | | $ | 750,000,000 | |
Agreement with Societe Generale and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Note, 2.000% due 02/15/2023, valued at $8,273,249); expected proceeds $8,112,235 | | | 1.370 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 8,111,000 | | | | 8,111,000 | |
Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Bond, 5.250% due 02/15/2029, and a U.S. Treasury Note, 2.000% due 08/31/2021, valued at $51,000,033); expected proceeds $50,013,319 | | | 1.370 | % | | | 01/05/2018 | | | | 01/05/2018 | | | | 50,000,000 | | | | 50,000,000 | |
Agreement with BNP Paribas Securities Corp. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Bills, 0.000% due 03/01/2018-10/11/2018, U.S. Treasury Bonds, 2.875%-8.750% due 05/15/2020-05/15/2043, a U.S. Treasury Inflation Index Bond, 2.000% due 01/15/2026, U.S. Treasury Inflation Index Notes, 0.125%-2.125% due 07/15/2018-04/15/2019, U.S. Treasury Notes, 0.750%-3.625% due 01/15/2018-02/15/2020, and U.S. Treasury Strips, 0.000% due 11/15/2020-08/15/2026, valued at $342,092,757); expected proceeds $335,436,426 | | | 1.380 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 335,385,000 | | | | 335,385,000 | |
Agreement with Credit Agricole Corporate and Investment Bank and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Bonds, 2.250% – 3.000% due 02/15/2045-05/15/2047, U.S. Treasury Inflation Index Bonds, 0.750% – 0.875% due 02/15/2045-02/15/2047, U.S. Treasury Inflation Index Notes, 0.125% due 04/15/2019-07/15/2026, and U.S. Treasury Notes, 1.250%-3.375% due 11/15/2019-11/15/2023, valued at $410,040,073); expected proceeds $402,061,640 | | | 1.380 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 402,000,000 | | | | 402,000,000 | |
Agreement with Citigroup Global Markets, Inc. and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Notes, 1.250%-3.625% due 11/30/2018-02/15/2021, valued at $94,860,070); expected proceeds $93,014,260 | | | 1.380 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 93,000,000 | | | | 93,000,000 | |
Agreement with TD Securities (USA) LLC and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Notes, 0.750%-2.375% due 07/31/2018-05/15/2027, valued at $306,047,320); expected proceeds $300,046,333 | | | 1.390 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 300,000,000 | | | | 300,000,000 | |
Agreement with Credit Agricole Corporate and Investment Bank and Bank of New York Mellon (Tri-Party), dated 12/26/2017 (collateralized by a U.S. Treasury Bill, 0.000% due 01/18/2018, U.S. Treasury Bonds, 6.125% – 8.125% due 02/15/2021-11/15/2027, and a U.S. Treasury Note, 4.000% due 08/15/2018, valued at $102,000,018); expected proceeds $100,027,222 | | | 1.400 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 100,000,000 | | | | 100,000,000 | |
Agreement with Wells Fargo Bank and Bank of New York Mellon (Tri-Party), dated 12/29/2017 (collateralized by U.S. Treasury Bonds, 2.500% due 02/15/2046-05/15/2046, and U.S. Treasury Notes, 1.125%-1.750% due 02/28/2021-05/15/2023, valued at $510,079,378); expected proceeds $500,077,778 | | | 1.400 | % | | | 01/02/2018 | | | | 01/02/2018 | | | | 500,000,000 | | | | 500,000,000 | |
See accompanying notes to financial statements.
3
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | | | | | |
Name of Issuer and Title of Issue | | Interest Rate | | | Next Rate Reset Date | | | Maturity Date | | | Principal Amount | | | Value | |
Agreement with JP Morgan Securities, Inc. and JP Morgan Chase & Co. (Tri-Party), dated 12/29/2017 (collateralized by a U.S. Treasury Note, 2.750% due 11/15/2023, valued at $59,162,606); expected proceeds $58,009,087 | | | 1.410 | % | | | 01/02/2018 | | | | 01/02/2018 | | | $ | 58,000,000 | | | $ | 58,000,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL TREASURY REPURCHASE AGREEMENTS | | | | | | | | | | | | | | | | | | | 6,653,496,000 | |
| | | | | | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS — 96.7% (c) (d) | | | | | | | | | | | | | | | | | | | 13,711,649,093 | |
| | | | | | | | | | | | | | | | | | | | |
Other Assets in Excess of Liabilities — 3.3% | | | | | | | | | | | | | | | | | | | 468,631,429 | |
| | | | | | | | | | | | | | | | | | | | |
NET ASSETS — 100.0% | | | | | | | | | | | | | | | | | | $ | 14,180,280,522 | |
| | | | | | | | | | | | | | | | | | | | |
(a) | Rate shown is the discount rate at time of purchase. |
(b) | Variable Rate Security — Interest rate shown is rate in effect at December 31, 2017. |
(c) | Also represents the cost for federal tax purposes. |
(d) | Unless otherwise indicated, the values of the securities of the Portfolio are determined based on Level 2 inputs (Note 2). |
See accompanying notes to financial statements.
4
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2017
| | | | |
ASSETS | | | | |
Investments in unaffiliated issuers, at value and cost | | $ | 7,058,153,093 | |
Repurchase agreements, at value and amortized cost | | | 6,653,496,000 | |
| | | | |
Total Investments | | | 13,711,649,093 | |
Cash | | | 464,834,754 | |
Interest receivable — unaffiliated issuers | | | 4,502,311 | |
Prepaid expenses and other assets | | | 42,497 | |
| | | | |
TOTAL ASSETS | | | 14,181,028,655 | |
| | | | |
LIABILITIES | | | | |
Advisory fee payable | | | 587,245 | |
Administration, custody and transfer agent fees payable | | | 84,667 | |
Professional fees payable | | | 48,831 | |
Printing fees payable | | | 1,221 | |
Accrued expenses and other liabilities | | | 26,169 | |
| | | | |
TOTAL LIABILITIES | | | 748,133 | |
| | | | |
NET ASSETS | | $ | 14,180,280,522 | |
| | | | |
See accompanying notes to financial statements.
5
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2017
| | | | |
INVESTMENT INCOME | | | | |
Interest income — unaffiliated issuers | | $ | 96,449,534 | |
| | | | |
EXPENSES | | | | |
Advisory fee | | | 5,328,640 | |
Administration, custodian and transfer agent fees | | | 1,336,595 | |
Trustees’ fees and expenses | | | 171,593 | |
Professional fees | | | 139,212 | |
Printing and postage fees | | | 3,851 | |
Insurance expense | | | 43,456 | |
| | | | |
TOTAL EXPENSES | | | 7,023,347 | |
| | | | |
NET INVESTMENT INCOME (LOSS) | | | 89,426,187 | |
| | | | |
REALIZED GAIN (LOSS) | | | | |
Net realized gain (loss) on: | | | | |
Investments — unaffiliated issuers | | | (118 | ) |
| | | | |
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS | | $ | 89,426,069 | |
| | | | |
See accompanying notes to financial statements.
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STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | |
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income (loss) | | $ | 89,426,187 | | | $ | 12,173,416 | |
Net realized gain (loss) | | | (118 | ) | | | 21,479 | |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 89,426,069 | | | | 12,194,895 | |
| | | | | | | | |
CAPITAL TRANSACTIONS | | | | | | | | |
Contributions | | | 28,396,151,811 | | | | 12,712,264,167 | |
Proceeds in connection with Reorganization (Note 8) | | | — | | | | 7,471,889,450 | |
Withdrawals | | | (24,934,249,332 | ) | | | (11,312,210,340 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | 3,461,902,479 | | | | 8,871,943,277 | |
| | | | | | | | |
Net increase (decrease) in net assets during the period | | | 3,551,328,548 | | | | 8,884,138,172 | |
| | | | | | | | |
Net assets at beginning of period | | | 10,628,951,974 | | | | 1,744,813,802 | |
| | | | | | | | |
NET ASSETS AT END OF PERIOD | | $ | 14,180,280,522 | | | $ | 10,628,951,974 | |
| | | | | | | | |
See accompanying notes to financial statements.
7
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
FINANCIAL HIGHLIGHTS
Selected data for a share outstanding throughout each period
| | | | | | | | | | | | | | | | | | | | |
| | Year Ended 12/31/17 | | | Year Ended 12/31/16 | | | Year Ended 12/31/15 | | | Year Ended 12/31/14 | | | Year Ended 12/31/13 | |
Total return (a) | | | 0.82 | % | | | 0.23 | % | | | (0.01 | )% | | | (0.02 | )% | | | 0.00 | %(b) |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in 000s) | | $ | 14,180,281 | | | $ | 10,628,952 | | | $ | 1,744,814 | | | $ | 2,765,530 | | | $ | 2,753,017 | |
Ratios to average net assets: | | | | | | | | | | | | | | | | | | | | |
Total expenses | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % | | | 0.07 | % |
Net investment income (loss) | | | 0.84 | % | | | 0.27 | % | | | (0.01 | )% | | | (0.02 | )% | | | 0.00 | %(b) |
(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) | Amount is less than 0.005%. |
See accompanying notes to financial statements.
8
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
December 31, 2017
State Street Master Funds (the “Trust”), a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (“1940 Act”), is an open-end management investment company.
As of December 31, 2017, the Trust consists of six (6) series, each of which represents a separate series of beneficial interest in the Trust. State Street Treasury Plus Money Market Portfolio (the “Portfolio”) is authorized to issue an unlimited number of shares of beneficial interest with no par value. The financial statements herein relate only to the Portfolio.
The Portfolio operates as a “government money market fund” within the meaning of Rule 2a-7 under the 1940 Act to comply with the amendments to Rule 2a-7 that became effective October 14, 2016. The Portfolio is not currently subject to liquidity fees or temporary suspensions of redemptions due to declines in the Portfolio’s weekly liquid assets.
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 would involve future claims that may be made against the Trust that have not yet occurred.
2. | Summary of 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 (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The Portfolio is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.
Security Valuation
The investments of the Portfolio are valued pursuant to the policy 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 Portfolio’s securities are recorded on the basis of amortized cost which approximates fair value as permitted by Rule 2a-7 under the 1940 Act. This method values a security at its cost on the date of purchase and, thereafter, assumes a constant amortization to maturity of any premiums or accretion of any discounts.
Because of the inherent uncertainties of valuation and under certain market conditions, the values reflected in the financial statements may differ from the value received upon actual sale of those investments and it is possible that the differences could be material.
Various inputs are used in determining the value of the Portfolio’s investments. The Portfolio values its assets and liabilities at fair value using a fair value hierarchy consisting of three broad levels that prioritize 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 an identical asset or liability; |
• | | 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 |
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STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
• | | 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 period ended December 31, 2017.
Investment Transactions and Income Recognition
Investment transactions are accounted for on trade date for financial reporting purposes. Realized gains and losses from the sale or disposition of investments are determined using the identified cost method. Interest income is recorded daily on an accrual basis. All premiums and discounts are amortized/accreted for financial reporting purposes.
All of the net investment income and realized 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.
Expenses
Certain expenses, which are directly identifiable to a specific Portfolio, are applied to that Portfolio within the Trust. 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 Portfolio within the Trust.
3. | Securities and Other Investments |
Repurchase Agreements
The 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 the Portfolio to repurchase the securities at a mutually agreed upon price and time. During the term of a repurchase agreement, the value of the underlying securities held as collateral on behalf of the Portfolio including accrued interest, is required to exceed the value of the repurchase agreement, including accrued interest.
The Portfolio monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the Portfolio’s principal amount of the repurchase agreement (including accrued interest). The underlying securities are ordinarily United States Government or Government Agency securities, but may consist of other securities. The use of repurchase agreements involves certain risks including counterparty risks. In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which the value of the collateral may decline.
As of December 31, 2017, the Portfolio had invested in repurchase agreements with the gross values of $6,653,496,000 and associated collateral equal to $6,726,883,300.
4. | Fees and Transactions with Affiliates |
Advisory Fee
The Trust has entered into an investment advisory agreement with SSGA Funds Management, Inc. (the “Adviser” or “SSGA FM”), a subsidiary of State Street Corporation and an affiliate of State Street Bank and Trust Company (“State Street”), under which the Adviser directs the investments of the Portfolio in accordance with its investment objective, policies, and limitations. In compensation for the Adviser’s services as investment adviser, the Portfolio pays the Adviser a management fee at an annual rate of 0.05% of its average daily net assets.
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STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
Administrator, Custodian, Sub-Administrator and Transfer Agent Fees
SSGA FM serves as administrator and State Street serves as custodian, sub-administrator and transfer agent. SSGA FM and State Street receive an annual fee for their services as administrator, custodian, sub-administrator and transfer agent, respectively. The annual fee is accrued daily and payable monthly at the following fee rate:
| | | | |
Asset Levels | | Annual Percentage of Average Aggregate Monthly 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 Portfolio fee by the number of Portfolios within the Trust to arrive at the total minimum fee. The greater of the asset based fee or the minimum fee will be charged to the Portfolios. SSGA FM and State Street each receive a portion of the fee.
The fees and expenses of the Trust’s trustees, who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), are paid directly by the Portfolio. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance and industry seminars.
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, 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 its tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio files federal and various state and local tax returns as required. No income tax returns are currently under examination. Generally, the federal returns are subject to examination by the Internal Revenue Service for a period of three years from date of filing, while the state returns may remain open for an additional year depending upon jurisdiction. SSGA FM has analyzed the Portfolio’s tax positions taken on tax returns for all open years and does not believe there are any uncertain tax positions that would require recognition of a tax liability.
At December 31, 2017, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes.
Concentration Risk
As a result of the Portfolio’s ability to invest a large percentage of its assets in obligations of issuers within the same country, state, region, currency or economic sector, an adverse economic, business or political development may affect the value of the Portfolio’s investments more than if the Portfolio were more broadly diversified.
Market, Credit and Counterparty Risk
In the normal course of business, the Portfolio trades securities and enters into financial transactions where risk of potential loss exists due to changes in global economic conditions and fluctuations of the market (market risk). Additionally, the Portfolio may also be exposed to counterparty risk in the event that an issuer or guarantor fails to perform or that an institution or entity with which the Portfolio has unsettled or open transactions defaults. The value of securities held by the Portfolio may
11
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
decline in response to certain events, including those directly involving the companies whose securities are owned by the Portfolio; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency and interest rate and price fluctuations (credit risk).
Financial assets, which potentially expose the Portfolio to market, credit and counterparty risks, consist principally of investments and cash due from counterparties. The extent of the Portfolio’s exposure to market, credit and counterparty risks in respect to these financial assets approximates their value as recorded in the Portfolio’s Statement of Assets and Liabilities, less any collateral held by the Portfolio.
8. | Proceeds in Connection with Reorganization |
On August 29, 2016, State Street Institutional Treasury Plus Money Market Fund (“Acquiring Fund”) acquired substantially all of the assets and assumed all of the liabilities of SSGA U.S. Treasury Money Market Fund (“Acquired Fund”) in exchange for Trust Class shares of the Acquiring Fund pursuant to an Agreement and Plan of Reorganization approved by the Board. Immediately following, the Fund transferred to the Portfolio all of the net assets received from the Acquired Fund in exchange for an interest in the Portfolio, which is disclosed in the Statements of Changes in Net Assets.
9. | New Accounting Pronouncement |
In March 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2017-08, Receivables — Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in the ASU shorten the amortization period for certain callable debt securities, held at a premium, to be amortized to the earliest call date. The ASU does not require an accounting change for securities held at a discount; which continues to be amortized to maturity. The ASU is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2018. Management is currently evaluating the impact, if any, of applying this provision.
Management has evaluated the impact of all subsequent events on the Portfolio through the date on which the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.
12
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Owners of Beneficial Interest and the Board of Trustees of
State Street Treasury Plus Money Market Portfolio
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of State Street Treasury Plus Money Market Portfolio (the “Portfolio”) (one of the portfolios constituting State Street Master Funds (the “Trust”)), as of December 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio (one of the portfolios constituting State Street Master Funds) at December 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financials reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more State Street Global Advisors investment companies since 2000.
Boston, Massachusetts
February 28, 2018
13
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
OTHER INFORMATION
December 31, 2017 (Unaudited)
Expense Example
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, including sales charges (loads), if applicable, on purchase payments, reinvested dividends, or other distributions and (2) ongoing costs, including advisory fees and to the extent applicable, distribution (12b-1) and/or service fees; and other Portfolio expenses. 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. It is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from July 1, 2017 to December 31, 2017.
The table below illustrates your Portfolio’s cost 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 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 U.S. Securities and Exchange Commission (the “SEC”) 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 transaction costs, such as sales load charges (loads). Therefore, the hypothetical 5% return section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | | | | | |
| | | | | Actual | | | Hypothetical (assuming a 5% return before expenses) | |
| | Annualized Expense Ratio | | | Ending Account Value | | | Expenses Paid During Period(a) | | | Ending Account Value | | | Expenses Paid During Period(a) | |
State Street Treasury Plus Money Market Portfolio | | | 0.07 | % | | $ | 1,005.10 | | | $ | 0.35 | | | $ | 1,024.90 | | | $ | 0.36 | |
(a) | Expenses are equal to the Portfolio’s annualized net expense ratio multiplied by the average account value of the period, multiplied by 184, then divided by 365. |
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STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
Proxy Voting Policies and Procedures and Records
The Portfolio has adopted the proxy voting policies of the Adviser. A description of the policies and procedures that the Portfolio have adopted to determine how to vote proxies relating to portfolio securities are contained in the Portfolio’s Statement of Additional Information, which is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330. Information regarding how the Portfolio voted proxies, if any, during the most recent 12-month period ended June 30 is available by August 31 of each year without charge (1) by calling 1-877-521-4083 (toll free), or (2) on the website of the SEC at www.sec.gov.
Quarterly Portfolio Schedule
The Portfolio will file its complete schedule of investments with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Portfolio’s Form N-Q is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330.
Monthly Portfolio Schedule
The Portfolio files its monthly portfolio holdings with the SEC on Form N-MFP. The Portfolio’s Form N-MFP is available (i) on the SEC’s website at www.sec.gov, or (ii) at the SEC’s public reference room.
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STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
TRUSTEES AND OFFICERS
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Trustees | | | | | | | | | | |
Independent Trustees | | | | | | | | | | |
Michael F. Holland c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1944 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 7/99 | | Chairman, Holland & Company L.L.C. (investment adviser) (1995- present). | | 67 | | Director, the Holland Series Fund, Inc.; Director, The China Fund, Inc.; Director, The Taiwan Fund, Inc. (2007-2017); Director, Reaves Utility Income Fund, Inc.; and Director, Blackstone/GSO Loans (and Real Estate) Funds. |
Patrick J. Riley c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 1/14 | | 2002 to May 2010, Associate Justice of the Superior Court, Commonwealth of Massachusetts; 1985 to 2002, Partner, Riley, Burke & Donahue, L.L.P. (law firm); 1998 to Present, Independent Director, State Street Global Advisers Ireland, Ltd. (investment company); 1998 to Present, Independent Director, SSGA Liquidity plc (formerly, SSGA Cash Management Fund plc); January 2009 to Present, Independent Director, SSGA Fixed Income plc; and January 2009 to Present, Independent Director, SSGA Qualified Funds PLC. | | 73 | | Board Director and Chairman, SPDR Europe 1PLC Board (2011-Present); Board Director and Chairman, SPDR Europe II, PLC (2013- Present). |
William L. Marshall c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1942 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 1/14 | | July 2016 to Present, Chief Executive Officer and Chief Compliance Officer, The Marshall Financial Group, Inc.; 2015 to present, Board member, The Doylestown Health Foundation Board; April 2011 to June 2016, Chairman (until April 2011, Chief Executive Officer and President), Wm. L. Marshall Associates, Inc., Wm. L. Marshall Companies, Inc. and the Marshall Financial Group, Inc. (a registered investment adviser and provider of financial and related consulting services); Certified Financial Planner; Member, Financial Planners Association. | | 73 | | None. |
Richard D. Shirk c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1945 | | Trustee and Co-Chairman of the Qualified Legal and Compliance Committee | | Term: Indefinite Elected: 1/14 | | March 2001 to April 2002, Chairman (1996 to March 2001, President and Chief Executive Officer), Cerulean Companies, Inc. (holding company) (Retired); 1992 to March 2001, President and Chief Executive Officer, Blue Cross Blue Shield of Georgia (health insurer, managed healthcare). | | 73 | | 1998 to December 2008, Chairman, Board Member and December 2008 to Present, Investment Committee Member, Healthcare Georgia Foundation (private foundation); September 2002 to 2012, Lead Director and Board Member, Amerigroup Corp. (managed health care); 1999 to 2013, Board Member and (since 2001) Investment Committee Member, Woodruff Arts Center; and 2003 to 2009, Trustee, Gettysburg College; Board member, Aerocare Holdings, Regenesis Biomedical Inc. |
Rina K. Spence c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chair of the Qualified Legal and Compliance Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 7/99 | | President of SpenceCare International LLC (international healthcare consulting) (1999-present); Chief Executive Officer, IEmily.com (health internet company) (2000-2001); Chief Executive Officer of Consensus Pharmaceutical, Inc. (1998 – 1999); Founder, President and Chief Executive Officer of Spence Center for Women’s Health (1994-1998); President and CEO, Emerson Hospital (1984-1994); Honorary Consul for Monaco in Boston (2015-present). | | 73 | | Trustee, Eastern Enterprise (utilities) (1988- 2000); Director, Berkshire Life Insurance Company of America (1993-2009). |
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STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Bruce D. Taber c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1943 | | Trustee and Co-Chairman of the Valuation Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 1/14 | | Retired; 1999 to 2016, Partner, Zenergy LLC (a technology company providing Computer Modeling and System Analysis to the General Electric Power Generation Division); Until December 2008, Independent Director, SSGA Cash Management Fund plc; Until December 2008, Independent Director, State Street Global Advisers Ireland, Ltd. (investment companies); and Until August 1994, President, Alonzo B. Reed, Inc., (a Boston architect-engineering firm). | | 67 | | None. |
Douglas T. Williams c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1940 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 7/99 | | Retired Executive Vice President and member of Executive Committee, Chase Manhattan Bank (1987 -1999); President, Boston Stock Exchange Depository Trust Company, 1981-1982; Treasurer, Nantucket Educational Trust, (2002-2007); Executive Vice President and Global Head of Technology and Operations, JP Morgan Chase (1994 to 1998). | | 73 | | None. |
Michael A. Jessee c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1946 | | Trustee and Co-Chairman of the Valuation Committee | | Term: Indefinite Appointed: 7/16 | | Retired; formerly, President and Chief Executive Officer of the Federal Home Loan Bank of Boston (1989-2009); Trustee, Randolph-Macon College (2004-2016). | | 73 | | None. |
Interested Trustees (1) | | | | | | | | | | |
James E. Ross SSGA Funds Management, Inc. One Lincoln Street Boston, MA 02111-2900 YOB: 1965 | | Trustee | | Term: Indefinite Appointed: 2/07 | | Chairman and Director, SSGA Funds Management, Inc. (2005-present); Executive Vice President, State Street Global Advisors (2012-present); Chief Executive Officer and Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present); Director, State Street Global Markets, LLC (2013-April 2017); President, SSGA Funds Management, Inc. (2005-2012), Principal, State Street Global Advisors (2000-2005). | | 234 | | SSGA SPDR ETFs Europe I plc (Director) (November 2016-present); SSGA SPDR ETFs Europe II plc (Director) (November 2016-present). |
† | For the purpose of determining the number of portfolios overseen by the Trustees, “Fund Complex” comprises registered investment companies for which SSGA Funds Management, Inc. serves as investment adviser. |
(1) | Mr. Ross is an Interested Trustee because of his employment by SSGA FM, an affiliate of the Trust. |
The following lists the principal officers for the Trust, as well as their mailing addresses and ages, positions with the Trust and length of time served, and present and principal occupations:
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
Officers | | | | | | |
ELLEN M. NEEDHAM SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1967 | | President | | Term: Indefinite Elected: 10/12 | | President and Director, SSGA Funds Management, Inc. (2001-present)*; Senior Managing Director, State Street Global Advisors (1992-present); Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present).* |
17
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
BRUCE S. ROSENBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1961 | | Treasurer | | Term: Indefinite Elected: 2/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (July 2015-present); Director, Credit Suisse (April 2008-July 2015). |
ANN M. CARPENTER SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1966 | | Vice President and Deputy Treasurer | | Term: Indefinite Elected: 10/12 Term: Indefinite Elected: 2/16 | | Chief Operating Officer, SSGA Funds Management, Inc. (2005-Present)*; Managing Director, State Street Global Advisors (2005-present).* |
CHAD C. HALLETT SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1969 | | Deputy Treasumrer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (November 2014-present); Vice President, State Street Bank and Trust Company (2001-November 2014).* |
DARLENE ANDERSON-VASQUEZ SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1968 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (May 2016-present); Senior Vice President, John Hancock Investments (September 2007-May 2016). |
ARTHUR A. JENSEN SSGA Funds Management, Inc. 1600 Summer Street Stamford, CT 06905 YOB: 1966 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Vice President at State Street Global Advisors (July 2016-present); Deputy Treasurer of Elfun Funds (July 2016-present); Treasurer of State Street Institutional Funds, State Street Variable Insurance Series Funds, Inc. and GE Retirement Savings Plan Funds (June 2011-present); Treasurer of Elfun Funds (June 2011-July 2016); Mutual Funds Controller of GE Asset Management Incorporated (April 2011-July 2016). |
SUJATA UPRETI SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1974 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (May 2015-present); Assistant Director, Cambridge Associates, LLC (July 2014-January 2015); Vice President, Bank of New York Mellon (July 2012-August 2013); Manager, PricewaterhouseCoopers, LLP (September 2003-July 2012). |
DANIEL FOLEY SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1972 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (April 2007-present).* |
DANIEL G. PLOURDE SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1980 | | Assistant Treasurer | | Term: Indefinite Elected: 5/17 | | Assistant Vice President, SSGA Funds Management, Inc. (May 2015-present); Officer, State Street Bank and Trust Company (March 2009-May 2015). |
BRIAN HARRIS SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1973 | | Chief Compliance Officer, Anti-Money Laundering Officer and Code of Ethics Compliance Officer | | Term: Indefinite Elected: 11/13 Term: Indefinite Elected: 9/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (2013-Present); Senior Vice President and Global Head of Investment Compliance, BofA Global Capital Management (September 2010-May 2013). |
18
STATE STREET MASTER FUNDS
STATE STREET TREASURY PLUS MONEY MARKET PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
JOSHUA A. WEINBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1978 | | Chief Legal Officer | | Term: Indefinite Elected: 2/15 | | Managing Director and Managing Counsel, State Street Global Advisors (2011- present)*; Clerk, SSGA Funds Management, Inc. (2013-present); Associate, Financial Services Group, Dechert LLP (2005-2011). |
JESSE D. HALLEE State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1976 | | Secretary | | Term: Indefinite Elected: 9/16 | | Vice President and Managing Counsel, State Street Bank and Trust Company (2013-present); Vice President and Counsel, Brown Brothers Harriman & Co. (2007-2013). |
KHIMMARA GREER State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1983 | | Assistant Secretary | | Term: Indefinite Elected: 5/16 | | Vice President and Counsel, State Street Bank and Trust Company (2015- present); Regulatory Advisor, JPMorgan (2014-2015); Claims Case Manager, Liberty Mutual Insurance (2012-2014); Contract Attorney, Various Law Firms (2011-2012). |
* | Served in various capacities and/or with various affiliated entities during noted time period. |
Statement of Additional Information (SAI) includes additional information about the Portfolio’s directors and is available, without charge, upon request and by calling 1-877-521-4083.
19
Trustees
Michael F. Holland
Michael A. Jessee
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.
State Street Master Funds
State Street Bank and Trust Company
P.O. Box 5049
Boston, MA 02206
STTTPAR1
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
Annual Report
December 31, 2017
State Street Master Funds
State Street International Developed Equity Index Portfolio
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.

TABLE OF CONTENTS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
MANAGEMENT’S DISCUSSIONOF FUND PERFORMANCE (UNAUDITED)
The State Street International Developed Equity Index Portfolio (the “Portfolio”) seeks to provide investment results that, before fees and expenses, correspond generally to the total return performance of a broad-based developed market (ex-U.S. and Canada) large and mid-capitalization equity index over the long term. The Portfolio’s benchmark is the MSCI EAFE (Europe, Australasia, Far East) Index (the “Index”).
For the 12-month period ended December 31, 2017 (the “Reporting Period”), the total return for the Portfolio was 25.25%, and the Index was 25.03%. The Portfolio and Index returns reflect the reinvestment of dividends and other income. The Portfolio’s performance reflects the expenses of managing the Portfolio, including brokerage and advisory expenses. The Index is unmanaged and Index returns do not reflect fees and expenses of any kind, which would have a negative impact on returns. The cumulative effect of small weighting differences between the securities and currencies in the Portfolio and the Index contributed to the difference between the Portfolio’s performance and that of the Index.
The Portfolio had positive performance in each quarter in 2017. The Portfolio’s performance was driven by the strength of the global economy, tax reform in the United States and mergers and acquisition activity. In the first calendar quarter of 2017, optimism about the global economy, strong macro and earnings data, a positive outlook issued by ECB President Draghi regarding the European economy, and the promise of a new tax plan in the United States helped drive performance. Positive performance in the second calendar quarter of 2017 was helped by a positive start to the earnings season, dovish comments from several central banks, and continued mergers and acquisition activity. The Portfolio’s performance in the third calendar quarter continued to be positive on strong macro and earnings data and the unveiling of the new tax plan in the U.S. despite geopolitical concerns between the U.S. and North Korea and several natural disasters. The Portfolio continued to have positive performance in the fourth calendar quarter as a result of the strength in the global economy, ratified U.S. tax reform and recovering oil prices, despite ongoing tensions between the U.S. and North Korea and political uncertainty in the U.K., Germany and Saudi Arabia.
The Portfolio used MSCI EAFE Index futures contracts in order to gain exposure to the Index during the Reporting Period. The Portfolio’s use of index futures helped the Portfolio track the Index.
On an individual security level, the top positive contributors to the Portfolio’s performance during the Reporting Period were Nestle S.A., HSBC Holdings Plc, and Royal Dutch Shell Plc Class B. The top negative contributors to the Portfolio’s performance during the Reporting Period were Hennes & Mauritz AB Class B, BT Group plc, and Teva Pharmaceutical Industries Limited.
The views expressed above reflect those of the Portfolio’s portfolio manager only through the Reporting Period, and do not necessarily represent the views of the Adviser as a whole. Any such views are subject to change at any time based upon market or other conditions and the Adviser disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund.
See accompanying notes to financial statements.
1
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
PORTFOLIO STATISTICS (UNAUDITED)
Top Five Holdings as of December 31, 2017
| | | | | | | | | | | | |
| | Description | | Market Value | | | % of Net Assets | | | |
| | Nestle SA | | | 49,952,367 | | | | 1.8 | % | | |
| | HSBC Holdings PLC | | | 39,016,369 | | | | 1.4 | | | |
| | Novartis AG | | | 35,131,403 | | | | 1.2 | | | |
| | Roche Holding AG | | | 33,199,465 | �� | | | 1.2 | | | |
| | Toyota Motor Corp. | | | 31,259,535 | | | | 1.1 | | | |
| | TOTAL | | | 188,559,139 | | | | 6.7 | % | | |
(The five largest holdings are subject to change, and there are no guarantees the Portfolio will continue to remain invested in any particular company.)
Top Five Sectors as of December 31, 2017
| | | | | | | | |
| | Description | | % of Net Assets | | | |
| | Banks | | | 13.3 | % | | |
| | Pharmaceuticals | | | 7.4 | | | |
| | Insurance | | | 5.9 | | | |
| | Oil & Gas | | | 5.0 | | | |
| | Food | | | 4.4 | | | |
| | TOTAL | | | 36.0 | % | | |
(The top five sectors are expressed as a percentage of net assets and may change over time.)
See accompanying notes to financial statements.
2
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
COMMON STOCKS — 98.7% | | | | | | | | |
AUSTRALIA — 6.9% | | | | | | | | |
AGL Energy, Ltd. | | | 127,359 | | | $ | 2,426,593 | |
Alumina, Ltd. (a) | | | 495,864 | | | | 942,451 | |
Amcor, Ltd. | | | 215,707 | | | | 2,601,589 | |
AMP, Ltd. | | | 532,462 | | | | 2,161,454 | |
APA Group | | | 212,702 | | | | 1,385,820 | |
Aristocrat Leisure, Ltd. | | | 98,993 | | | | 1,835,029 | |
ASX, Ltd. | | | 37,741 | | | | 1,619,419 | |
Aurizon Holdings, Ltd. | | | 390,597 | | | | 1,515,307 | |
AusNet Services | | | 348,352 | | | | 491,797 | |
Australia & New Zealand Banking Group, Ltd. | | | 554,830 | | | | 12,472,020 | |
Bank of Queensland, Ltd. | | | 68,403 | | | | 680,538 | |
Bendigo & Adelaide Bank, Ltd. | | | 97,158 | | | | 886,828 | |
BHP Billiton PLC | | | 395,837 | | | | 8,152,507 | |
BHP Billiton, Ltd. | | | 598,520 | | | | 13,842,677 | |
BlueScope Steel, Ltd. | | | 110,632 | | | | 1,329,979 | |
Boral, Ltd. | | | 231,281 | | | | 1,409,183 | |
Brambles, Ltd. | | | 309,177 | | | | 2,435,156 | |
Caltex Australia, Ltd. | | | 51,298 | | | | 1,366,179 | |
Challenger, Ltd. | | | 108,660 | | | | 1,192,388 | |
CIMIC Group, Ltd. | | | 18,465 | | | | 743,062 | |
Coca-Cola Amatil, Ltd. | | | 110,525 | | | | 735,665 | |
Cochlear, Ltd. | | | 10,235 | | | | 1,370,749 | |
Commonwealth Bank of Australia | | | 323,425 | | | | 20,323,360 | |
Computershare, Ltd. | | | 90,882 | | | | 1,158,659 | |
Crown Resorts, Ltd. | | | 72,799 | | | | 741,355 | |
CSL, Ltd. | | | 84,691 | | | | 9,359,864 | |
Dexus REIT | | | 193,727 | | | | 1,477,355 | |
Domino’s Pizza Enterprises, Ltd. (a) | | | 10,034 | | | | 366,506 | |
Flight Centre Travel Group, Ltd. (a) | | | 12,119 | | | | 419,346 | |
Fortescue Metals Group, Ltd. | | | 278,858 | | | | 1,064,371 | |
Goodman Group REIT | | | 343,500 | | | | 2,262,189 | |
GPT Group REIT | | | 357,977 | | | | 1,430,758 | |
Harvey Norman Holdings, Ltd. (a) | | | 107,605 | | | | 350,961 | |
Healthscope, Ltd. | | | 281,376 | | | | 462,164 | |
Incitec Pivot, Ltd. | | | 297,683 | | | | 908,048 | |
Insurance Australia Group, Ltd. | | | 443,789 | | | | 2,513,074 | |
LendLease Group | | | 98,023 | | | | 1,253,533 | |
Macquarie Group, Ltd. | | | 61,774 | | | | 4,813,777 | |
Medibank Pvt, Ltd. | | | 489,758 | | | | 1,260,281 | |
Mirvac Group REIT | | | 729,572 | | | | 1,340,992 | |
National Australia Bank, Ltd. | | | 507,422 | | | | 11,735,746 | |
Newcrest Mining, Ltd. | | | 146,689 | | | | 2,618,203 | |
Oil Search, Ltd. | | | 268,115 | | | | 1,633,611 | |
Orica, Ltd. | | | 67,209 | | | | 951,472 | |
Origin Energy, Ltd. (b) | | | 319,729 | | | | 2,355,717 | |
QBE Insurance Group, Ltd. | | | 267,669 | | | | 2,235,936 | |
Ramsay Health Care, Ltd. | | | 28,134 | | | | 1,542,991 | |
REA Group, Ltd. | | | 9,620 | | | | 576,736 | |
Santos, Ltd. (b) | | | 363,770 | | | | 1,550,649 | |
Scentre Group REIT | | | 987,359 | | | | 3,235,782 | |
SEEK, Ltd. | | | 65,966 | | | | 980,827 | |
Sonic Healthcare, Ltd. | | | 78,015 | | | | 1,394,904 | |
South32, Ltd. | | | 965,547 | | | | 2,635,657 | |
Stockland REIT | | | 470,735 | | | | 1,649,471 | |
Suncorp Group, Ltd. | | | 241,524 | | | | 2,618,265 | |
Sydney Airport | | | 197,974 | | | | 1,091,660 | |
Tabcorp Holdings, Ltd. | | | 352,047 | | | | 1,536,474 | |
Telstra Corp., Ltd. | | | 779,581 | | | | 2,213,390 | |
TPG Telecom, Ltd. (a) | | | 84,887 | | | | 436,211 | |
Transurban Group Stapled Security | | | 409,914 | | | | 3,985,235 | |
Treasury Wine Estates, Ltd. | | | 134,469 | | | | 1,678,592 | |
Vicinity Centres REIT | | | 644,384 | | | | 1,370,894 | |
Wesfarmers, Ltd. | | | 212,235 | | | | 7,373,703 | |
Westfield Corp. REIT | | | 358,617 | | | | 2,661,872 | |
Westpac Banking Corp. | | | 640,224 | | | | 15,698,552 | |
Woodside Petroleum, Ltd. | | | 155,572 | | | | 4,025,196 | |
Woolworths, Ltd. | | | 241,684 | | | | 5,160,605 | |
| | | | | | | | |
| | | | | | | 198,051,334 | |
| | | | | | | | |
AUSTRIA — 0.3% | | | | | | | | |
ANDRITZ AG | | | 14,225 | | | | 804,277 | |
Erste Group Bank AG (b) | | | 54,596 | | | | 2,367,003 | |
OMV AG | | | 27,483 | | | | 1,743,474 | |
Raiffeisen Bank International AG (b) | | | 27,489 | | | | 996,866 | |
voestalpine AG | | | 21,677 | | | | 1,297,453 | |
| | | | | | | | |
| | | | | | | 7,209,073 | |
| | | | | | | | |
BELGIUM — 1.1% | | | | | | | | |
Ageas | | | 35,808 | | | | 1,750,674 | |
Anheuser-Busch InBev SA | | | 141,503 | | | | 15,824,355 | |
Colruyt SA | | | 11,037 | | | | 574,660 | |
Groupe Bruxelles Lambert SA | | | 15,501 | | | | 1,675,038 | |
KBC Group NV | | | 46,810 | | | | 3,997,055 | |
Proximus SADP | | | 30,160 | | | | 990,511 | |
Solvay SA | | | 13,514 | | | | 1,880,780 | |
Telenet Group Holding NV (b) | | | 10,832 | | | | 755,581 | |
UCB SA | | | 22,934 | | | | 1,822,541 | |
Umicore SA | | | 36,652 | | | | 1,736,483 | |
| | | | | | | | |
| | | | | | | 31,007,678 | |
| | | | | | | | |
CHILE — 0.0% (c) | | | | | | | | |
Antofagasta PLC | | | 76,960 | | | | 1,046,282 | |
| | | | | | | | |
CHINA — 0.0% (c) | | | | | | | | |
Minth Group, Ltd. | | | 136,000 | | | | 820,283 | |
Yangzijiang Shipbuilding Holdings, Ltd. | | | 386,100 | | | | 424,699 | |
| | | | | | | | |
| | | | | | | 1,244,982 | |
| | | | | | | | |
DENMARK — 1.8% | | | | | | | | |
AP Moeller — Maersk A/S Class B | | | 1,195 | | | | 2,089,188 | |
AP Moller — Maersk A/S Class A | | | 701 | | | | 1,171,273 | |
Carlsberg A/S Class B | | | 20,056 | | | | 2,409,799 | |
Chr Hansen Holding A/S | | | 18,992 | | | | 1,782,682 | |
Coloplast A/S Class B | | | 21,979 | | | | 1,749,345 | |
Danske Bank A/S | | | 136,946 | | | | 5,336,132 | |
DONG Energy A/S (d) | | | 34,934 | | | | 1,908,288 | |
DSV A/S | | | 35,790 | | | | 2,820,301 | |
See accompanying notes to financial statements.
3
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Genmab A/S (b) | | | 10,506 | | | $ | 1,743,545 | |
H Lundbeck A/S | | | 13,897 | | | | 706,012 | |
ISS A/S | | | 32,526 | | | | 1,260,563 | |
Novo Nordisk A/S Class B | | | 346,243 | | | | 18,679,163 | |
Novozymes A/S Class B | | | 41,998 | | | | 2,401,182 | |
Pandora A/S | | | 20,358 | | | | 2,217,894 | |
TDC A/S | | | 156,700 | | | | 963,643 | |
Tryg A/S | | | 20,264 | | | | 507,221 | |
Vestas Wind Systems A/S | | | 39,042 | | | | 2,700,021 | |
William Demant Holding A/S (b) | | | 21,003 | | | | 587,707 | |
| | | | | | | | |
| | | | | | | 51,033,959 | |
| | | | | | | | |
FINLAND — 0.9% | | | | | | | | |
Elisa Oyj | | | 25,700 | | | | 1,009,758 | |
Fortum Oyj | | | 85,179 | | | | 1,687,669 | |
Kone Oyj Class B | | | 63,272 | | | | 3,402,251 | |
Metso Oyj | | | 21,684 | | | | 741,306 | |
Neste Oyj | | | 23,194 | | | | 1,485,870 | |
Nokia Oyj | | | 1,080,564 | | | | 5,052,627 | |
Nokian Renkaat Oyj | | | 20,335 | | | | 923,011 | |
Orion Oyj Class B | | | 18,821 | | | | 702,416 | |
Sampo Oyj Class A | | | 83,234 | | | | 4,577,591 | |
Stora Enso Oyj Class R | | | 106,205 | | | | 1,685,960 | |
UPM-Kymmene Oyj | | | 97,672 | | | | 3,038,843 | |
Wartsila Oyj Abp | | | 28,160 | | | | 1,778,644 | |
| | | | | | | | |
| | | | | | | 26,085,946 | |
| | | | | | | | |
FRANCE — 10.2% | | | | | | | | |
Accor SA | | | 35,395 | | | | 1,827,600 | |
Aeroports de Paris | | | 5,942 | | | | 1,130,922 | |
Air Liquide SA | | | 80,308 | | | | 10,130,377 | |
Airbus SE | | | 109,770 | | | | 10,940,383 | |
Alstom SA | | | 29,273 | | | | 1,216,401 | |
Amundi SA (d) | | | 11,164 | | | | 947,115 | |
Arkema SA | | | 13,251 | | | | 1,615,844 | |
Atos SE | | | 18,036 | | | | 2,628,154 | |
AXA SA | | | 362,594 | | | | 10,769,692 | |
BioMerieux | | | 7,650 | | | | 686,111 | |
BNP Paribas SA | | | 210,664 | | | | 15,747,095 | |
Bollore SA | | | 177,656 | | | | 965,955 | |
Bollore SA (b) | | | 836 | | | | 4,568 | |
Bouygues SA | | | 39,477 | | | | 2,053,067 | |
Bureau Veritas SA | | | 49,249 | | | | 1,347,760 | |
Capgemini SE | | | 30,129 | | | | 3,577,732 | |
Carrefour SA | | | 107,899 | | | | 2,337,355 | |
Casino Guichard Perrachon SA | | | 9,801 | | | | 595,043 | |
Cie de Saint-Gobain | | | 96,098 | | | | 5,305,839 | |
Cie Generale des Etablissements Michelin | | | 31,818 | | | | 4,567,654 | |
CNP Assurances | | | 29,292 | | | | 677,272 | |
Credit Agricole SA | | | 216,740 | | | | 3,591,608 | |
Danone SA | | | 113,587 | | | | 9,540,851 | |
Dassault Aviation SA | | | 493 | | | | 768,350 | |
Dassault Systemes SE | | | 24,634 | | | | 2,620,538 | |
Edenred | | | 40,723 | | | | 1,182,406 | |
Eiffage SA | | | 13,560 | | | | 1,487,276 | |
Electricite de France SA (a) | | | 105,187 | | | | 1,316,135 | |
Engie SA | | | 342,611 | | | | 5,897,525 | |
Essilor International SA | | | 38,599 | | | | 5,327,897 | |
Eurazeo SA | | | 7,558 | | | | 698,825 | |
Eutelsat Communications SA | | | 34,717 | | | | 804,373 | |
Faurecia | | | 14,020 | | | | 1,096,478 | |
Fonciere Des Regions REIT | | | 5,920 | | | | 671,633 | |
Gecina SA REIT | | | 8,489 | | | | 1,568,794 | |
Groupe Eurotunnel SE | | | 89,839 | | | | 1,156,460 | |
Hermes International | | | 5,857 | | | | 3,138,515 | |
ICADE REIT | | | 6,016 | | | | 591,863 | |
Iliad SA | | | 4,881 | | | | 1,170,756 | |
Imerys SA | | | 6,262 | | | | 590,574 | |
Ingenico Group SA | | | 11,002 | | | | 1,175,929 | |
Ipsen SA | | | 7,077 | | | | 846,152 | |
JCDecaux SA | | | 12,680 | | | | 511,675 | |
Kering | | | 14,058 | | | | 6,634,174 | |
Klepierre SA REIT | | | 41,883 | | | | 1,843,997 | |
Lagardere SCA | | | 20,176 | | | | 647,597 | |
Legrand SA | | | 49,720 | | | | 3,832,386 | |
L’Oreal SA | | | 47,635 | | | | 10,579,162 | |
LVMH Moet Hennessy Louis Vuitton SE | | | 52,005 | | | | 15,324,645 | |
Natixis SA | | | 177,116 | | | | 1,402,843 | |
Orange SA | | | 379,022 | | | | 6,588,002 | |
Pernod Ricard SA | | | 39,414 | | | | 6,244,974 | |
Peugeot SA | | | 108,610 | | | | 2,211,253 | |
Publicis Groupe SA | | | 39,779 | | | | 2,705,980 | |
Remy Cointreau SA | | | 4,144 | | | | 574,741 | |
Renault SA | | | 36,446 | | | | 3,672,268 | |
Rexel SA | | | 57,244 | | | | 1,039,328 | |
Safran SA | | | 63,387 | | | | 6,539,050 | |
Sanofi | | | 212,898 | | | | 18,368,306 | |
Schneider Electric SE | | | 106,406 | | | | 9,053,948 | |
SCOR SE | | | 34,308 | | | | 1,381,955 | |
SEB SA | | | 4,596 | | | | 852,391 | |
Societe BIC SA | | | 5,922 | | | | 651,807 | |
Societe Generale SA | | | 142,416 | | | | 7,362,117 | |
Sodexo SA | | | 16,338 | | | | 2,198,272 | |
Suez | | | 69,418 | | | | 1,222,433 | |
Teleperformance | | | 10,670 | | | | 1,530,458 | |
Thales SA | | | 20,399 | | | | 2,201,622 | |
TOTAL SA | | | 444,630 | | | | 24,583,969 | |
Ubisoft Entertainment SA (b) | | | 11,647 | | | | 897,044 | |
Unibail-Rodamco SE REIT | | | 18,571 | | | | 4,683,013 | |
Valeo SA | | | 45,409 | | | | 3,395,405 | |
Veolia Environnement SA | | | 91,402 | | | | 2,335,049 | |
Vinci SA | | | 94,641 | | | | 9,676,866 | |
Vivendi SA | | | 193,809 | | | | 5,217,714 | |
Wendel SA | | | 4,850 | | | | 840,968 | |
Zodiac Aerospace | | | 35,769 | | | | 1,070,779 | |
| | | | | | | | |
| | | | | | | 292,191,068 | |
| | | | | | | | |
GERMANY — 9.8% | | | | | | | | |
adidas AG | | | 35,476 | | | | 7,120,521 | |
Allianz SE | | | 84,118 | | | | 19,343,207 | |
Axel Springer SE | | | 8,400 | | | | 656,948 | |
BASF SE | | | 173,042 | | | | 19,062,551 | |
Bayer AG | | | 154,763 | | | | 19,327,302 | |
Bayerische Motoren Werke AG | | | 62,933 | | | | 6,561,740 | |
See accompanying notes to financial statements.
4
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Bayerische Motoren Werke AG Preference Shares | | | 10,669 | | | $ | 956,238 | |
Beiersdorf AG | | | 18,603 | | | | 2,186,938 | |
Brenntag AG | | | 28,112 | | | | 1,781,351 | |
Commerzbank AG (b) | | | 204,113 | | | | 3,064,962 | |
Continental AG | | | 20,499 | | | | 5,539,652 | |
Covestro AG (d) | | | 22,437 | | | | 2,317,851 | |
Daimler AG | | | 181,616 | | | | 15,440,385 | |
Deutsche Bank AG | | | 391,986 | | | | 7,472,313 | |
Deutsche Boerse AG | | | 36,787 | | | | 4,276,027 | |
Deutsche Lufthansa AG | | | 45,872 | | | | 1,692,153 | |
Deutsche Post AG | | | 181,362 | | | | 8,656,736 | |
Deutsche Telekom AG | | | 629,858 | | | | 11,189,956 | |
Deutsche Wohnen SE | | | 64,908 | | | | 2,841,749 | |
Drillisch AG | | | 9,793 | | | | 809,402 | |
E.ON SE | | | 409,081 | | | | 4,450,986 | |
Evonik Industries AG | | | 32,267 | | | | 1,215,469 | |
Fraport AG Frankfurt Airport Services Worldwide | | | 7,028 | | | | 775,227 | |
Fresenius Medical Care AG & Co. KGaA | | | 40,276 | | | | 4,245,342 | |
Fresenius SE & Co. KGaA | | | 76,843 | | | | 6,004,210 | |
Fuchs Petrolub SE Preference Shares | | | 11,891 | | | | 631,833 | |
GEA Group AG | | | 34,939 | | | | 1,678,610 | |
Hannover Rueck SE | | | 11,800 | | | | 1,486,374 | |
HeidelbergCement AG | | | 27,666 | | | | 2,998,226 | |
Henkel AG & Co. KGaA Preference Shares | | | 33,268 | | | | 4,408,286 | |
Henkel AG & Co. KGaA | | | 18,985 | | | | 2,279,719 | |
HOCHTIEF AG | | | 3,385 | | | | 599,951 | |
HUGO BOSS AG | | | 12,222 | | | | 1,041,128 | |
Infineon Technologies AG | | | 211,319 | | | | 5,794,425 | |
Innogy SE (d) | | | 24,532 | | | | 962,541 | |
KION Group AG | | | 12,696 | | | | 1,097,361 | |
KS AG | | | 35,264 | | | | 878,871 | |
Lanxess AG | | | 16,645 | | | | 1,324,959 | |
Linde AG (b) | | | 34,492 | | | | 8,062,014 | |
MAN SE | | | 7,204 | | | | 825,264 | |
Merck KGaA | | | 24,651 | | | | 2,656,683 | |
METRO AG (b) | | | 33,622 | | | | 672,216 | |
MTU Aero Engines AG | | | 9,603 | | | | 1,722,774 | |
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen | | | 29,310 | | | | 6,361,578 | |
OSRAM Licht AG | | | 19,225 | | | | 1,729,788 | |
Porsche Automobil Holding SE Preference Shares | | | 29,123 | | | | 2,440,270 | |
ProSiebenSat.1 Media SE | | | 44,142 | | | | 1,521,529 | |
QIAGEN NV (b) | | | 42,355 | | | | 1,332,021 | |
RWE AG (b) | | | 100,741 | | | | 2,056,487 | |
SAP SE | | | 183,875 | | | | 20,633,493 | |
Schaeffler AG Preference Shares | | | 27,293 | | | | 484,555 | |
Siemens AG | | | 143,170 | | | | 19,968,341 | |
Symrise AG | | | 22,854 | | | | 1,965,474 | |
Telefonica Deutschland Holding AG | | | 122,765 | | | | 617,084 | |
ThyssenKrupp AG | | | 82,229 | | | | 2,391,004 | |
TUI AG | | | 82,896 | | | | 1,726,918 | |
Uniper SE | | | 37,169 | | | | 1,160,446 | |
United Internet AG | | | 23,007 | | | | 1,584,121 | |
Volkswagen AG | | | 5,948 | | | | 1,204,916 | |
Volkswagen AG Preference Shares | | | 35,231 | | | | 7,041,733 | |
Vonovia SE | | | 92,108 | | | | 4,577,871 | |
Wirecard AG | | | 21,678 | | | | 2,422,700 | |
Zalando SE (b) (d) | | | 20,797 | | | | 1,101,686 | |
| | | | | | | | |
| | | | | | | 278,432,466 | |
| | | | | | | | |
HONG KONG — 3.4% | | | | | | | | |
AIA Group, Ltd. | | | 2,242,200 | | | | 19,116,911 | |
ASM Pacific Technology, Ltd. | | | 51,900 | | | | 723,000 | |
Bank of East Asia, Ltd. | | | 219,956 | | | | 952,440 | |
BOC Hong Kong Holdings, Ltd. | | | 690,000 | | | | 3,495,324 | |
CK Asset Holdings, Ltd. | | | 489,179 | | | | 4,273,973 | |
CK Hutchison Holdings, Ltd. | | | 506,500 | | | | 6,356,114 | |
CK Infrastructure Holdings, Ltd. | | | 132,000 | | | | 1,133,870 | |
CLP Holdings, Ltd. | | | 306,500 | | | | 3,134,672 | |
First Pacific Co., Ltd. | | | 314,000 | | | | 212,887 | |
Galaxy Entertainment Group, Ltd. | | | 431,000 | | | | 3,456,910 | |
Hang Lung Group, Ltd. | | | 145,000 | | | | 533,272 | |
Hang Lung Properties, Ltd. | | | 396,000 | | | | 967,546 | |
Hang Seng Bank, Ltd. | | | 143,800 | | | | 3,568,649 | |
Henderson Land Development Co., Ltd. | | | 213,254 | | | | 1,404,907 | |
HK Electric Investments & HK Electric Investments, Ltd. (a) (d) | | | 455,490 | | | | 416,608 | |
HKT Trust & HKT, Ltd. | | | 679,000 | | | | 865,112 | |
Hong Kong & China Gas Co., Ltd. | | | 1,569,500 | | | | 3,075,837 | |
Hong Kong Exchanges & Clearing, Ltd. | | | 216,425 | | | | 6,638,957 | |
Hongkong Land Holdings, Ltd. | | | 228,900 | | | | 1,611,456 | |
Hysan Development Co., Ltd. | | | 105,000 | | | | 556,746 | |
Jardine Matheson Holdings, Ltd. | | | 39,500 | | | | 2,399,625 | |
Jardine Strategic Holdings, Ltd. | | | 42,500 | | | | 1,682,150 | |
Kerry Properties, Ltd. | | | 118,000 | | | | 530,580 | |
Kingston Financial Group, Ltd. (a) | | | 754,000 | | | | 723,396 | |
Li & Fung, Ltd. | | | 1,090,000 | | | | 598,173 | |
Link REIT | | | 420,000 | | | | 3,892,520 | |
Melco Resorts & Entertainment, Ltd. ADR | | | 45,923 | | | | 1,333,604 | |
MTR Corp., Ltd. | | | 272,645 | | | | 1,597,373 | |
New World Development Co., Ltd. | | | 1,163,162 | | | | 1,746,834 | |
NWS Holdings, Ltd. | | | 274,810 | | | | 495,673 | |
PCCW, Ltd. | | | 748,000 | | | | 434,411 | |
Power Assets Holdings, Ltd. | | | 252,000 | | | | 2,125,977 | |
Sands China, Ltd. | | | 446,000 | | | | 2,302,086 | |
Shangri-La Asia, Ltd. | | | 264,000 | | | | 599,102 | |
Sino Land Co., Ltd. | | | 595,379 | | | | 1,054,078 | |
SJM Holdings, Ltd. | | | 434,000 | | | | 388,625 | |
Sun Hung Kai Properties, Ltd. | | | 273,000 | | | | 4,553,900 | |
Swire Pacific, Ltd. Class A | | | 98,000 | | | | 907,001 | |
Swire Properties, Ltd. | | | 237,600 | | | | 765,932 | |
See accompanying notes to financial statements.
5
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Techtronic Industries Co., Ltd. | | | 258,000 | | | $ | 1,681,540 | |
WH Group, Ltd. (d) | | | 1,560,309 | | | | 1,760,445 | |
Wharf Holdings, Ltd. | | | 226,000 | | | | 780,576 | |
Wharf Real Estate Investment Co., Ltd. (b) | | | 226,000 | | | | 1,503,332 | |
Wheelock & Co., Ltd. | | | 151,000 | | | | 1,077,840 | |
Yue Yuen Industrial Holdings, Ltd. | | | 149,500 | | | | 587,115 | |
| | | | | | | | |
| | | | | | | 98,017,079 | |
| | | | | | | | |
IRELAND — 0.6% | | | | | | | | |
AerCap Holdings NV (b) | | | 27,414 | | | | 1,442,250 | |
AIB Group PLC | | | 150,377 | | | | 993,150 | |
Bank of Ireland Group PLC (b) | | | 170,721 | | | | 1,454,488 | |
CRH PLC | | | 154,455 | | | | 5,555,742 | |
James Hardie Industries PLC | | | 85,085 | | | | 1,505,344 | |
Kerry Group PLC Class A | | | 28,985 | | | | 3,254,286 | |
Paddy Power Betfair PLC | | | 14,637 | | | | 1,743,550 | |
Ryanair Holdings PLC ADR (b) | | | 4,205 | | | | 438,119 | |
| | | | | | | | |
| | | | | | | 16,386,929 | |
| | | | | | | | |
ISRAEL — 0.4% | | | | | | | | |
Azrieli Group, Ltd. | | | 7,782 | | | | 435,540 | |
Bank Hapoalim BM | | | 186,339 | | | | 1,373,530 | |
Bank Leumi Le-Israel BM | | | 253,799 | | | | 1,533,036 | |
Bezeq The Israeli Telecommunication Corp., Ltd. | | | 417,768 | | | | 632,973 | |
Check Point Software Technologies, Ltd. (b) | | | 23,910 | | | | 2,477,554 | |
Elbit Systems, Ltd. | | | 3,969 | | | | 531,616 | |
Frutarom Industries, Ltd. | | | 6,562 | | | | 617,140 | |
Israel Chemicals, Ltd. | | | 90,984 | | | | 369,529 | |
Mizrahi Tefahot Bank, Ltd. | | | 25,993 | | | | 480,305 | |
Nice, Ltd. | | | 10,564 | | | | 957,002 | |
Teva Pharmaceutical Industries, Ltd. ADR (a) | | | 44,328 | | | | 840,015 | |
Teva Pharmaceutical Industries, Ltd. | | | 129,045 | | | | 2,440,282 | |
| | | | | | | | |
| | | | | | | 12,688,522 | |
| | | | | | | | |
ITALY — 2.0% | | | | | | | | |
Assicurazioni Generali SpA | | | 232,187 | | | | 4,237,915 | |
Atlantia SpA | | | 86,738 | | | | 2,741,360 | |
Davide Campari-Milano SpA | | | 107,255 | | | | 830,063 | |
Enel SpA | | | 1,520,835 | | | | 9,368,503 | |
Eni SpA | | | 468,925 | | | | 7,770,576 | |
Ferrari NV | | | 22,562 | | | | 2,369,235 | |
Intesa Sanpaolo SpA (e) | | | 2,487,589 | | | | 8,274,260 | |
Intesa Sanpaolo SpA (e) | | | 196,041 | | | | 626,180 | |
Leonardo SpA | | | 81,549 | | | | 971,407 | |
Luxottica Group SpA | | | 32,866 | | | | 2,018,660 | |
Mediobanca SpA | | | 107,850 | | | | 1,225,130 | |
Poste Italiane SpA (d) | | | 106,398 | | | | 801,711 | |
Prysmian SpA | | | 37,010 | | | | 1,208,368 | |
Recordati SpA | | | 19,949 | | | | 887,764 | |
Snam SpA | | | 437,585 | | | | 2,143,845 | |
Telecom Italia SpA/Milano (b) (e) | | | 2,173,024 | | | | 1,880,049 | |
Telecom Italia SpA/Milano (e) | | | 1,170,271 | | | | 837,536 | |
Terna Rete Elettrica Nazionale SpA | | | 257,268 | | | | 1,496,445 | |
UniCredit SpA (b) | | | 369,244 | | | | 6,907,989 | |
UnipolSai Assicurazioni SpA | | | 194,056 | | | | 453,695 | |
| | | | | | | | |
| | | | | | | 57,050,691 | |
| | | | | | | | |
JAPAN — 23.8% | | | | | | | | |
ABC-Mart, Inc. | | | 5,800 | | | | 333,120 | |
Acom Co., Ltd. (a) (b) | | | 91,400 | | | | 385,397 | |
Aeon Co., Ltd. | | | 114,100 | | | | 1,926,988 | |
AEON Financial Service Co., Ltd. | | | 20,500 | | | | 477,514 | |
Aeon Mall Co., Ltd. | | | 24,100 | | | | 471,517 | |
Air Water, Inc. | | | 25,000 | | | | 527,741 | |
Aisin Seiki Co., Ltd. | | | 33,100 | | | | 1,859,947 | |
Ajinomoto Co., Inc. | | | 102,200 | | | | 1,924,245 | |
Alfresa Holdings Corp. | | | 37,400 | | | | 878,809 | |
Alps Electric Co., Ltd. | | | 34,700 | | | | 991,869 | |
Amada Holdings Co., Ltd. | | | 69,700 | | | | 949,133 | |
ANA Holdings, Inc. | | | 19,800 | | | | 827,153 | |
Aozora Bank, Ltd. | | | 22,800 | | | | 887,510 | |
Asahi Glass Co., Ltd. | | | 39,000 | | | | 1,689,481 | |
Asahi Group Holdings, Ltd. | | | 71,800 | | | | 3,562,912 | |
Asahi Kasei Corp. | | | 235,000 | | | | 3,032,157 | |
Asics Corp. | | | 27,100 | | | | 432,060 | |
Astellas Pharma, Inc. | | | 381,800 | | | | 4,870,365 | |
Bandai Namco Holdings, Inc. | | | 36,000 | | | | 1,177,630 | |
Bank of Kyoto, Ltd. | | | 12,600 | | | | 656,565 | |
Benesse Holdings, Inc. | | | 13,600 | | | | 479,893 | |
Bridgestone Corp. | | | 123,200 | | | | 5,728,554 | |
Brother Industries, Ltd. | | | 44,800 | | | | 1,105,584 | |
Calbee, Inc. (a) | | | 15,100 | | | | 491,269 | |
Canon, Inc. | | | 199,600 | | | | 7,441,811 | |
Casio Computer Co., Ltd. | | | 37,900 | | | | 545,370 | |
Central Japan Railway Co. | | | 26,800 | | | | 4,800,923 | |
Chiba Bank, Ltd. | | | 134,000 | | | | 1,115,775 | |
Chubu Electric Power Co., Inc. | | | 117,800 | | | | 1,464,526 | |
Chugai Pharmaceutical Co., Ltd. | | | 42,800 | | | | 2,192,241 | |
Chugoku Electric Power Co., Inc. | | | 57,100 | | | | 613,831 | |
Coca-Cola Bottlers Japan, Inc. | | | 24,100 | | | | 880,351 | |
Concordia Financial Group, Ltd. | | | 237,100 | | | | 1,431,229 | |
Credit Saison Co., Ltd. | | | 28,200 | | | | 513,182 | |
CYBERDYNE, Inc. (a) (b) | | | 22,800 | | | | 392,852 | |
Dai Nippon Printing Co., Ltd. | | | 50,000 | | | | 1,115,402 | |
Daicel Corp. | | | 51,500 | | | | 586,090 | |
Daifuku Co., Ltd. | | | 18,300 | | | | 997,443 | |
Dai-ichi Life Holdings, Inc. | | | 200,200 | | | | 4,130,180 | |
Daiichi Sankyo Co., Ltd. | | | 104,300 | | | | 2,719,300 | |
Daikin Industries, Ltd. | | | 47,400 | | | | 5,610,999 | |
Daito Trust Construction Co., Ltd. | | | 13,100 | | | | 2,671,749 | |
Daiwa House Industry Co., Ltd. | | | 104,700 | | | | 4,021,632 | |
Daiwa House REIT Investment Corp. | | | 270 | | | | 641,625 | |
Daiwa Securities Group, Inc. | | | 312,000 | | | | 1,957,859 | |
DeNA Co., Ltd. | | | 17,400 | | | | 358,812 | |
Denso Corp. | | | 87,900 | | | | 5,277,121 | |
Dentsu, Inc. | | | 41,600 | | | | 1,763,338 | |
See accompanying notes to financial statements.
6
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Disco Corp. | | | 5,500 | | | $ | 1,224,012 | |
Don Quijote Holdings Co., Ltd. | | | 23,100 | | | | 1,207,803 | |
East Japan Railway Co. | | | 61,500 | | | | 6,002,597 | |
Eisai Co., Ltd. | | | 48,900 | | | | 2,785,108 | |
Electric Power Development Co., Ltd. | | | 29,400 | | | | 792,091 | |
FamilyMart UNY Holdings Co., Ltd. | | | 14,500 | | | | 1,016,866 | |
FANUC Corp. | | | 36,500 | | | | 8,767,776 | |
Fast Retailing Co., Ltd. | | | 10,000 | | | | 3,986,684 | |
Fuji Electric Co., Ltd. | | | 96,000 | | | | 723,515 | |
FUJIFILM Holdings Corp. | | | 75,400 | | | | 3,082,264 | |
Fujitsu, Ltd. | | | 380,000 | | | | 2,707,732 | |
Fukuoka Financial Group, Inc. | | | 134,000 | | | | 752,969 | |
Hachijuni Bank Ltd. | | | 78,600 | | | | 451,435 | |
Hakuhodo DY Holdings, Inc. | | | 41,000 | | | | 532,472 | |
Hamamatsu Photonics KK | | | 27,400 | | | | 921,846 | |
Hankyu Hanshin Holdings, Inc. | | | 46,800 | | | | 1,881,971 | |
Hikari Tsushin, Inc. | | | 3,900 | | | | 560,852 | |
Hino Motors, Ltd. | | | 49,600 | | | | 642,841 | |
Hirose Electric Co., Ltd. | | | 6,200 | | | | 906,471 | |
Hisamitsu Pharmaceutical Co., Inc. | | | 10,400 | | | | 630,555 | |
Hitachi Chemical Co., Ltd. | | | 19,900 | | | | 511,235 | |
Hitachi Construction Machinery Co., Ltd. | | | 19,300 | | | | 701,585 | |
Hitachi High-Technologies Corp. | | | 11,800 | | | | 497,559 | |
Hitachi Metals, Ltd. | | | 40,500 | | | | 581,704 | |
Hitachi, Ltd. | | | 906,000 | | | | 7,060,607 | |
Honda Motor Co., Ltd. | | | 320,900 | | | | 11,001,472 | |
Hoshizaki Corp. | | | 9,900 | | | | 877,949 | |
Hoya Corp. | | | 73,000 | | | | 3,647,084 | |
Hulic Co., Ltd. | | | 50,000 | | | | 561,917 | |
Idemitsu Kosan Co., Ltd. | | | 27,100 | | | | 1,088,571 | |
IHI Corp. | | | 30,200 | | | | 1,005,326 | |
Iida Group Holdings Co., Ltd. | | | 26,200 | | | | 494,230 | |
Inpex Corp. | | | 179,800 | | | | 2,248,897 | |
Isetan Mitsukoshi Holdings, Ltd. | | | 69,600 | | | | 863,126 | |
Isuzu Motors, Ltd. | | | 103,400 | | | | 1,732,053 | |
ITOCHU Corp. | | | 276,100 | | | | 5,154,357 | |
J Front Retailing Co., Ltd. | | | 50,200 | | | | 946,068 | |
Japan Airlines Co., Ltd. | | | 23,900 | | | | 935,208 | |
Japan Airport Terminal Co., Ltd. | | | 8,200 | | | | 304,270 | |
Japan Exchange Group, Inc. | | | 96,300 | | | | 1,676,381 | |
Japan Post Bank Co., Ltd. | | | 75,600 | | | | 984,511 | |
Japan Post Holdings Co., Ltd. | | | 301,100 | | | | 3,453,362 | |
Japan Prime Realty Investment Corp. REIT | | | 138 | | | | 438,562 | |
Japan Real Estate Investment Corp. REIT | | | 220 | | | | 1,044,829 | |
Japan Retail Fund Investment Corp. REIT | | | 455 | | | | 834,470 | |
Japan Tobacco, Inc. | | | 206,100 | | | | 6,643,134 | |
JFE Holdings, Inc. | | | 97,900 | | | | 2,351,686 | |
JGC Corp. | | | 43,100 | | | | 833,688 | |
JSR Corp. | | | 33,300 | | | | 655,654 | |
JTEKT Corp. | | | 38,300 | | | | 658,223 | |
JXTG Holdings, Inc. | | | 582,600 | | | | 3,759,877 | |
Kajima Corp. | | | 177,000 | | | | 1,703,222 | |
Kakaku.com, Inc. | | | 26,600 | | | | 449,827 | |
Kamigumi Co., Ltd. | | | 20,000 | | | | 442,610 | |
Kaneka Corp. | | | 49,000 | | | | 447,590 | |
Kansai Electric Power Co., Inc. | | | 132,800 | | | | 1,626,844 | |
Kansai Paint Co., Ltd. | | | 39,400 | | | | 1,024,085 | |
Kao Corp. | | | 93,300 | | | | 6,310,277 | |
Kawasaki Heavy Industries, Ltd. | | | 26,800 | | | | 940,914 | |
KDDI Corp. | | | 338,000 | | | | 8,414,745 | |
Keihan Holdings Co., Ltd. | | | 16,800 | | | | 495,127 | |
Keikyu Corp. | | | 43,500 | | | | 836,019 | |
Keio Corp. | | | 21,000 | | | | 923,702 | |
Keisei Electric Railway Co., Ltd. | | | 28,200 | | | | 906,205 | |
Keyence Corp. | | | 18,300 | | | | 10,253,848 | |
Kikkoman Corp. | | | 28,000 | | | | 1,133,422 | |
Kintetsu Group Holdings Co., Ltd. | | | 35,600 | | | | 1,365,220 | |
Kirin Holdings Co., Ltd. | | | 162,300 | | | | 4,092,438 | |
Kobe Steel, Ltd. (b) | | | 53,600 | | | | 497,221 | |
Koito Manufacturing Co., Ltd. | | | 20,100 | | | | 1,413,156 | |
Komatsu, Ltd. | | | 171,600 | | | | 6,212,027 | |
Konami Holdings Corp. | | | 18,400 | | | | 1,012,694 | |
Konica Minolta, Inc. | | | 93,100 | | | | 895,876 | |
Kose Corp. | | | 5,500 | | | | 858,810 | |
Kubota Corp. | | | 198,200 | | | | 3,887,465 | |
Kuraray Co., Ltd. | | | 66,900 | | | | 1,262,578 | |
Kurita Water Industries, Ltd. | | | 17,800 | | | | 578,322 | |
Kyocera Corp. | | | 59,300 | | | | 3,881,215 | |
Kyowa Hakko Kirin Co., Ltd. | | | 50,400 | | | | 974,892 | |
Kyushu Electric Power Co., Inc. | | | 82,000 | | | | 859,672 | |
Kyushu Financial Group, Inc. | | | 61,500 | | | | 372,330 | |
Kyushu Railway Co. | | | 30,700 | | | | 952,477 | |
Lawson, Inc. | | | 9,100 | | | | 605,051 | |
LINE Corp. (a) (b) | | | 8,000 | | | | 326,320 | |
Lion Corp. | | | 39,000 | | | | 739,148 | |
LIXIL Group Corp. | | | 48,600 | | | | 1,315,846 | |
M3, Inc. | | | 40,100 | | | | 1,411,420 | |
Mabuchi Motor Co., Ltd. | | | 9,600 | | | | 520,692 | |
Makita Corp. | | | 41,700 | | | | 1,752,770 | |
Marubeni Corp. | | | 310,300 | | | | 2,247,988 | |
Marui Group Co., Ltd. | | | 39,800 | | | | 728,872 | |
Maruichi Steel Tube, Ltd. | | | 10,400 | | | | 304,660 | |
Mazda Motor Corp. | | | 100,900 | | | | 1,353,842 | |
McDonald’s Holdings Co. Japan, Ltd. (a) | | | 13,200 | | | | 580,613 | |
Mebuki Financial Group, Inc. | | | 181,300 | | | | 767,688 | |
Medipal Holdings Corp. | | | 28,900 | | | | 566,199 | |
MEIJI Holdings Co., Ltd. | | | 22,400 | | | | 1,906,933 | |
MINEBEA MITSUMI, Inc. | | | 69,000 | | | | 1,447,377 | |
MISUMI Group, Inc. | | | 54,000 | | | | 1,572,304 | |
Mitsubishi Chemical Holdings Corp. | | | 272,900 | | | | 2,995,480 | |
Mitsubishi Corp. | | | 283,200 | | | | 7,826,024 | |
Mitsubishi Electric Corp. | | | 365,500 | | | | 6,072,199 | |
Mitsubishi Estate Co., Ltd. | | | 231,000 | | | | 4,019,174 | |
Mitsubishi Gas Chemical Co., Inc. | | | 35,900 | | | | 1,030,950 | |
See accompanying notes to financial statements.
7
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Mitsubishi Heavy Industries, Ltd. | | | 57,900 | | | $ | 2,163,862 | |
Mitsubishi Materials Corp. | | | 21,600 | | | | 768,895 | |
Mitsubishi Motors Corp. | | | 116,800 | | | | 843,988 | |
Mitsubishi Tanabe Pharma Corp. | | | 39,600 | | | | 819,771 | |
Mitsubishi UFJ Financial Group, Inc. | | | 2,228,800 | | | | 16,350,469 | |
Mitsubishi UFJ Lease & Finance Co., Ltd. | | | 81,700 | | | | 486,646 | |
Mitsui & Co., Ltd. | | | 325,600 | | | | 5,295,155 | |
Mitsui Chemicals, Inc. | | | 34,600 | | | | 1,113,404 | |
Mitsui Fudosan Co., Ltd. | | | 168,700 | | | | 3,781,336 | |
Mitsui OSK Lines, Ltd. | | | 20,200 | | | | 674,230 | |
Mixi, Inc. | | | 8,800 | | | | 395,277 | |
Mizuho Financial Group, Inc. | | | 4,570,400 | | | | 8,300,966 | |
MS&AD Insurance Group Holdings, Inc. | | | 86,700 | | | | 2,935,409 | |
Murata Manufacturing Co., Ltd. | | | 36,500 | | | | 4,899,068 | |
Nabtesco Corp. | | | 22,800 | | | | 874,354 | |
Nagoya Railroad Co., Ltd. | | | 36,000 | | | | 906,631 | |
NEC Corp. | | | 50,800 | | | | 1,370,901 | |
Nexon Co., Ltd. (b) | | | 38,900 | | | | 1,132,641 | |
NGK Insulators, Ltd. | | | 45,900 | | | | 867,068 | |
NGK Spark Plug Co., Ltd. | | | 29,600 | | | | 719,702 | |
NH Foods, Ltd. | | | 33,000 | | | | 805,007 | |
Nidec Corp. | | | 45,100 | | | | 6,329,614 | |
Nikon Corp. | | | 60,100 | | | | 1,211,070 | |
Nintendo Co., Ltd. | | | 21,000 | | | | 7,678,562 | |
Nippon Building Fund, Inc. REIT | | | 236 | | | | 1,154,336 | |
Nippon Electric Glass Co., Ltd. | | | 15,200 | | | | 580,204 | |
Nippon Express Co., Ltd. | | | 15,900 | | | | 1,057,177 | |
Nippon Paint Holdings Co., Ltd. (a) | | | 30,200 | | | | 955,730 | |
Nippon Prologis REIT, Inc. | | | 331 | | | | 700,198 | |
Nippon Steel & Sumitomo Metal Corp. | | | 145,100 | | | | 3,723,783 | |
Nippon Telegraph & Telephone Corp. | | | 128,500 | | | | 6,046,858 | |
Nippon Yusen KK (b) | | | 33,700 | | | | 822,382 | |
Nissan Chemical Industries, Ltd. | | | 24,200 | | | | 965,637 | |
Nissan Motor Co., Ltd. | | | 437,800 | | | | 4,366,341 | |
Nisshin Seifun Group, Inc. | | | 33,100 | | | | 668,758 | |
Nissin Foods Holdings Co., Ltd. | | | 11,800 | | | | 862,086 | |
Nitori Holdings Co., Ltd. | | | 14,700 | | | | 2,096,365 | |
Nitto Denko Corp. | | | 31,200 | | | | 2,772,410 | |
NOK Corp. | | | 19,900 | | | | 464,775 | |
Nomura Holdings, Inc. | | | 685,600 | | | | 4,047,870 | |
Nomura Real Estate Holdings, Inc. | | | 22,600 | | | | 506,770 | |
Nomura Real Estate Master Fund, Inc. | | | 666 | | | | 827,105 | |
Nomura Research Institute, Ltd. | | | 25,900 | | | | 1,204,758 | |
NSK, Ltd. | | | 73,800 | | | | 1,162,194 | |
NTT Data Corp. | | | 112,500 | | | | 1,337,217 | |
NTT DOCOMO, Inc. | | | 253,500 | | | | 5,988,136 | |
Obayashi Corp. | | | 125,700 | | | | 1,522,013 | |
Obic Co., Ltd. | | | 13,200 | | | | 970,226 | |
Odakyu Electric Railway Co., Ltd. | | | 52,500 | | | | 1,123,169 | |
Oji Holdings Corp. | | | 169,000 | | | | 1,125,166 | |
Olympus Corp. | | | 54,900 | | | | 2,105,353 | |
Omron Corp. | | | 36,400 | | | | 2,171,398 | |
Ono Pharmaceutical Co., Ltd. | | | 80,300 | | | | 1,871,885 | |
Oracle Corp. Japan | | | 7,400 | | | | 613,546 | |
Oriental Land Co., Ltd. | | | 40,500 | | | | 3,692,277 | |
ORIX Corp. | | | 249,600 | | | | 4,219,824 | |
Osaka Gas Co., Ltd. | | | 71,200 | | | | 1,371,540 | |
Otsuka Corp. | | | 9,100 | | | | 697,949 | |
Otsuka Holdings Co., Ltd. | | | 73,700 | | | | 3,237,174 | |
Panasonic Corp. | | | 416,400 | | | | 6,097,220 | |
Park24 Co., Ltd. (a) | | | 18,200 | | | | 435,734 | |
Pola Orbis Holdings, Inc. (a) | | | 16,800 | | | | 589,827 | |
Rakuten, Inc. (b) | | | 183,200 | | | | 1,679,130 | |
Recruit Holdings Co., Ltd. | | | 205,200 | | | | 5,100,399 | |
Renesas Electronics Corp. (b) | | | 89,600 | | | | 1,044,339 | |
Resona Holdings, Inc. | | | 406,800 | | | | 2,430,689 | |
Ricoh Co., Ltd. | | | 135,700 | | | | 1,261,233 | |
Rinnai Corp. | | | 5,600 | | | | 507,057 | |
Rohm Co., Ltd. | | | 17,300 | | | | 1,916,591 | |
Ryohin Keikaku Co., Ltd. | | | 4,500 | | | | 1,402,130 | |
Sankyo Co., Ltd. | | | 9,200 | | | | 289,516 | |
Santen Pharmaceutical Co., Ltd. | | | 70,000 | | | | 1,100,488 | |
SBI Holdings, Inc. | | | 38,100 | | | | 796,836 | |
Secom Co., Ltd. | | | 39,000 | | | | 2,945,166 | |
Sega Sammy Holdings, Inc. | | | 32,200 | | | | 399,606 | |
Seibu Holdings, Inc. | | | 37,700 | | | | 713,171 | |
Seiko Epson Corp. | | | 49,600 | | | | 1,170,763 | |
Sekisui Chemical Co., Ltd. | | | 72,200 | | | | 1,449,768 | |
Sekisui House, Ltd. | | | 106,600 | | | | 1,926,181 | |
Seven & i Holdings Co., Ltd. | | | 140,000 | | | | 5,819,973 | |
Seven Bank, Ltd. | | | 126,400 | | | | 433,115 | |
Sharp Corp. (a) (b) | | | 28,500 | | | | 979,095 | |
Shimadzu Corp. | | | 49,600 | | | | 1,128,053 | |
Shimamura Co., Ltd. | | | 3,700 | | | | 407,279 | |
Shimano, Inc. | | | 14,300 | | | | 2,012,028 | |
Shimizu Corp. | | | 104,600 | | | | 1,080,820 | |
Shin-Etsu Chemical Co., Ltd. | | | 72,800 | | | | 7,399,556 | |
Shinsei Bank, Ltd. | | | 30,900 | | | | 534,613 | |
Shionogi & Co., Ltd. | | | 56,300 | | | | 3,047,147 | |
Shiseido Co., Ltd. | | | 70,600 | | | | 3,413,117 | |
Shizuoka Bank, Ltd. | | | 102,000 | | | | 1,053,955 | |
Showa Shell Sekiyu KK | | | 34,700 | | | | 471,292 | |
SMC Corp. | | | 10,800 | | | | 4,446,551 | |
SoftBank Group Corp. | | | 155,000 | | | | 12,273,413 | |
Sohgo Security Services Co., Ltd. | | | 14,700 | | | | 799,920 | |
Sompo Holdings, Inc. | | | 66,800 | | | | 2,587,796 | |
Sony Corp. | | | 236,900 | | | | 10,689,416 | |
Sony Financial Holdings, Inc. | | | 33,200 | | | | 588,257 | |
Stanley Electric Co., Ltd. | | | 27,300 | | | | 1,108,722 | |
Start Today Co., Ltd. | | | 37,400 | | | | 1,137,106 | |
Subaru Corp. | | | 116,100 | | | | 3,692,732 | |
SUMCO Corp. | | | 43,300 | | | | 1,110,079 | |
Sumitomo Chemical Co., Ltd. | | | 297,000 | | | | 2,135,553 | |
Sumitomo Corp. | | | 223,400 | | | | 3,797,701 | |
See accompanying notes to financial statements.
8
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Sumitomo Dainippon Pharma Co., Ltd. | | | 26,900 | | | $ | 399,739 | |
Sumitomo Electric Industries, Ltd. | | | 138,700 | | | | 2,345,526 | |
Sumitomo Heavy Industries, Ltd. | | | 22,800 | | | | 965,433 | |
Sumitomo Metal Mining Co., Ltd. | | | 47,500 | | | | 2,183,356 | |
Sumitomo Mitsui Financial Group, Inc. | | | 251,900 | | | | 10,885,479 | |
Sumitomo Mitsui Trust Holdings, Inc. | | | 62,900 | | | | 2,497,574 | |
Sumitomo Realty & Development Co., Ltd. | | | 67,000 | | | | 2,202,406 | |
Sumitomo Rubber Industries, Ltd. (a) | | | 27,600 | | | | 513,534 | |
Sundrug Co., Ltd. | | | 12,400 | | | | 576,795 | |
Suntory Beverage & Food, Ltd. | | | 24,700 | | | | 1,098,509 | |
Suruga Bank, Ltd. | | | 34,400 | | | | 738,081 | |
Suzuken Co., Ltd. | | | 13,600 | | | | 559,574 | |
Suzuki Motor Corp. | | | 65,500 | | | | 3,799,174 | |
Sysmex Corp. | | | 30,100 | | | | 2,370,058 | |
T&D Holdings, Inc. | | | 100,000 | | | | 1,710,608 | |
Taiheiyo Cement Corp. | | | 23,800 | | | | 1,027,847 | |
Taisei Corp. | | | 38,800 | | | | 1,932,250 | |
Taisho Pharmaceutical Holdings Co., Ltd. | | | 5,900 | | | | 471,372 | |
Taiyo Nippon Sanso Corp. | | | 23,300 | | | | 326,179 | |
Takashimaya Co., Ltd. | | | 53,000 | | | | 557,994 | |
Takeda Pharmaceutical Co., Ltd. | | | 133,100 | | | | 7,563,010 | |
TDK Corp. | | | 23,600 | | | | 1,883,391 | |
Teijin, Ltd. | | | 38,900 | | | | 866,747 | |
Temp Holdings Co., Ltd. | | | 32,800 | | | | 822,257 | |
Terumo Corp. | | | 59,400 | | | | 2,815,766 | |
THK Co., Ltd. | | | 21,300 | | | | 799,814 | |
Tobu Railway Co., Ltd. | | | 36,800 | | | | 1,189,099 | |
Toho Co., Ltd. | | | 22,700 | | | | 786,893 | |
Toho Gas Co., Ltd. | | | 12,600 | | | | 345,619 | |
Tohoku Electric Power Co., Inc. | | | 79,000 | | | | 1,010,555 | |
Tokio Marine Holdings, Inc. | | | 128,300 | | | | 5,855,218 | |
Tokyo Electric Power Co. Holdings, Inc. (b) | | | 268,100 | | | | 1,061,452 | |
Tokyo Electron, Ltd. | | | 29,900 | | | | 5,414,647 | |
Tokyo Gas Co., Ltd. | | | 72,600 | | | | 1,661,776 | |
Tokyo Tatemono Co., Ltd. | | | 36,300 | | | | 490,445 | |
Tokyu Corp. | | | 104,700 | | | | 1,671,111 | |
Tokyu Fudosan Holdings Corp. | | | 90,400 | | | | 654,026 | |
Toppan Printing Co., Ltd. | | | 94,000 | | | | 850,297 | |
Toray Industries, Inc. | | | 284,200 | | | | 2,680,537 | |
Toshiba Corp. (b) | | | 1,245,000 | | | | 3,503,462 | |
Tosoh Corp. | | | 56,500 | | | | 1,280,968 | |
TOTO, Ltd. | | | 26,700 | | | | 1,576,165 | |
Toyo Seikan Group Holdings, Ltd. | | | 28,500 | | | | 457,923 | |
Toyo Suisan Kaisha, Ltd. | | | 18,400 | | | | 786,471 | |
Toyoda Gosei Co., Ltd. | | | 9,700 | | | | 246,870 | |
Toyota Industries Corp. | | | 31,200 | | | | 2,005,220 | |
Toyota Motor Corp. | | | 488,200 | | | | 31,259,535 | |
Toyota Tsusho Corp. | | | 41,500 | | | | 1,670,684 | |
Trend Micro, Inc. (b) | | | 22,600 | | | | 1,281,971 | |
Tsuruha Holdings, Inc. | | | 6,500 | | | | 883,977 | |
Unicharm Corp. | | | 78,200 | | | | 2,033,617 | |
United Urban Investment Corp. REIT | | | 568 | | | | 817,335 | |
USS Co., Ltd. | | | 43,500 | | | | 921,358 | |
West Japan Railway Co. | | | 30,300 | | | | 2,212,855 | |
Yahoo! Japan Corp. (a) | | | 252,500 | | | | 1,158,833 | |
Yakult Honsha Co., Ltd. | | | 17,000 | | | | 1,282,734 | |
Yamada Denki Co., Ltd. (a) | | | 127,900 | | | | 705,068 | |
Yamaguchi Financial Group, Inc. | | | 39,000 | | | | 463,569 | |
Yamaha Corp. | | | 30,500 | | | | 1,126,320 | |
Yamaha Motor Co., Ltd. | | | 55,200 | | | | 1,810,599 | |
Yamato Holdings Co., Ltd. | | | 68,300 | | | | 1,374,791 | |
Yamazaki Baking Co., Ltd. (a) | | | 22,000 | | | | 429,063 | |
Yaskawa Electric Corp. | | | 49,000 | | | | 2,159,654 | |
Yokogawa Electric Corp. | | | 47,300 | | | | 906,111 | |
Yokohama Rubber Co., Ltd. (a) | | | 20,700 | | | | 507,715 | |
| | | | | | | | |
| | | | | | | 678,759,674 | |
| | | | | | | | |
LUXEMBOURG — 0.3% | | | | | | | | |
ArcelorMittal (b) | | | 124,717 | | | | 4,060,748 | |
Eurofins Scientific SE | | | 2,198 | | | | 1,339,738 | |
Millicom International Cellular SA SDR | | | 13,232 | | | | 895,332 | |
RTL Group SA | | | 8,236 | | | | 663,308 | |
SES SA | | | 67,548 | | | | 1,055,263 | |
Tenaris SA | | | 86,893 | | | | 1,373,129 | |
| | | | | | | | |
| | | | | | | 9,387,518 | |
| | | | | | | | |
MACAU — 0.1% | | | | | | | | |
MGM China Holdings, Ltd. (a) | | | 169,200 | | | | 511,888 | |
Wynn Macau, Ltd. | | | 272,400 | | | | 862,433 | |
| | | | | | | | |
| | | | | | | 1,374,321 | |
| | | | | | | | |
MEXICO — 0.0% (c) | | | | | | | | |
Fresnillo PLC | | | 41,967 | | | | 811,255 | |
| | | | | | | | |
NETHERLANDS — 4.5% | | | | | | | | |
ABN AMRO Group NV (d) | | | 76,687 | | | | 2,477,107 | |
Aegon NV | | | 317,286 | | | | 2,025,000 | |
Akzo Nobel NV | | | 46,322 | | | | 4,061,626 | |
Altice NV Class A (a) (b) | | | 107,955 | | | | 1,133,765 | |
ASML Holding NV | | | 72,704 | | | | 12,672,027 | |
Boskalis Westminster | | | 14,815 | | | | 559,135 | |
EXOR NV | | | 20,181 | | | | 1,238,324 | |
Heineken Holding NV | | | 20,752 | | | | 2,055,569 | |
Heineken NV | | | 49,188 | | | | 5,134,517 | |
ING Groep NV | | | 727,259 | | | | 13,383,212 | |
Koninklijke Ahold Delhaize NV | | | 243,114 | | | | 5,352,561 | |
Koninklijke DSM NV | | | 34,834 | | | | 3,332,490 | |
Koninklijke KPN NV | | | 664,494 | | | | 2,320,365 | |
Koninklijke Philips NV | | | 175,278 | | | | 6,638,346 | |
Koninklijke Vopak NV | | | 11,255 | | | | 494,244 | |
NN Group NV | | | 58,522 | | | | 2,538,269 | |
NXP Semiconductors NV (b) | | | 47,872 | | | | 5,605,332 | |
Randstad Holding NV | | | 20,961 | | | | 1,289,709 | |
Royal Dutch Shell PLC Class A | | | 843,988 | | | | 28,314,274 | |
Royal Dutch Shell PLC Class B | | | 701,237 | | | | 23,795,586 | |
See accompanying notes to financial statements.
9
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
Wolters Kluwer NV | | | 58,154 | | | $ | 3,036,266 | |
| | | | | | | | |
| | | | | | | 127,457,724 | |
| | | | | | | | |
NEW ZEALAND — 0.2% | | | | | | | | |
Auckland International Airport, Ltd. | | | 178,138 | | | | 820,963 | |
Fisher & Paykel Healthcare Corp., Ltd. | | | 105,370 | | | | 1,075,377 | |
Fletcher Building, Ltd. | | | 125,286 | | | | 677,186 | |
Mercury NZ, Ltd. | | | 144,564 | | | | 346,483 | |
Meridian Energy, Ltd. | | | 262,247 | | | | 545,542 | |
Ryman Healthcare, Ltd. | | | 72,076 | | | | 542,848 | |
Spark New Zealand, Ltd. | | | 345,222 | | | | 891,244 | |
| | | | | | | | |
| | | | | | | 4,899,643 | |
| | | | | | | | |
NORWAY — 0.7% | | | | | | | | |
DNB ASA | | | 182,669 | | | | 3,396,841 | |
Gjensidige Forsikring ASA | | | 41,012 | | | | 776,683 | |
Marine Harvest ASA (b) | | | 80,141 | | | | 1,361,917 | |
Norsk Hydro ASA | | | 256,448 | | | | 1,954,866 | |
Orkla ASA | | | 151,652 | | | | 1,613,980 | |
Schibsted ASA Class B | | | 19,596 | | | | 522,282 | |
Statoil ASA | | | 214,838 | | | | 4,601,786 | |
Telenor ASA | | | 141,103 | | | | 3,034,473 | |
Yara International ASA | | | 32,889 | | | | 1,514,703 | |
| | | | | | | | |
| | | | | | | 18,777,531 | |
| | | | | | | | |
PORTUGAL — 0.1% | | | | | | | | |
EDP - Energias de Portugal SA | | | 433,534 | | | | 1,501,896 | |
Galp Energia SGPS SA | | | 90,821 | | | | 1,671,312 | |
Jeronimo Martins SGPS SA | | | 45,284 | | | | 880,636 | |
| | | | | | | | |
| | | | | | | 4,053,844 | |
| | | | | | | | |
SINGAPORE — 1.3% | | | | | | | | |
Ascendas REIT | | | 478,950 | | | | 974,816 | |
CapitaLand Commercial Trust | | | 468,038 | | | | 675,930 | |
CapitaLand Mall Trust REIT | | | 490,000 | | | | 780,979 | |
CapitaLand, Ltd. | | | 470,700 | | | | 1,243,319 | |
City Developments, Ltd. | | | 72,400 | | | | 676,651 | |
ComfortDelGro Corp., Ltd. | | | 427,400 | | | | 633,233 | |
DBS Group Holdings, Ltd. | | | 334,913 | | | | 6,227,617 | |
Genting Singapore PLC | | | 1,167,800 | | | | 1,144,731 | |
Global Logistic Properties, Ltd. | | | 497,500 | | | | 1,254,546 | |
Golden Agri-Resources, Ltd. | | | 1,326,600 | | | | 367,287 | |
Hutchison Port Holdings Trust | | | 935,800 | | | | 388,357 | |
Jardine Cycle & Carriage, Ltd. | | | 17,233 | | | | 524,443 | |
Keppel Corp., Ltd. | | | 265,300 | | | | 1,459,110 | |
Oversea-Chinese Banking Corp., Ltd. | | | 591,226 | | | | 5,481,360 | |
SATS, Ltd. | | | 114,700 | | | | 446,303 | |
Sembcorp Industries, Ltd. | | | 177,900 | | | | 403,350 | |
Singapore Airlines, Ltd. | | | 110,600 | | | | 883,045 | |
Singapore Exchange, Ltd. | | | 152,600 | | | | 849,554 | |
Singapore Press Holdings, Ltd. (a) | | | 306,400 | | | | 607,573 | |
Singapore Technologies Engineering, Ltd. | | | 304,700 | | | | 743,282 | |
Singapore Telecommunications, Ltd. | | | 1,539,500 | | | | 4,112,552 | |
StarHub, Ltd. | | | 120,500 | | | | 256,978 | |
Suntec Real Estate Investment Trust | | | 521,900 | | | | 839,633 | |
United Overseas Bank, Ltd. | | | 248,190 | | | | 4,912,171 | |
UOL Group, Ltd. | | | 89,832 | | | | 596,236 | |
Wilmar International, Ltd. | | | 314,400 | | | | 726,950 | |
| | | | | | | | |
| | | | | | | 37,210,006 | |
| | | | | | | | |
SOUTH AFRICA — 0.1% | | | | | | | | |
Investec PLC | | | 119,452 | | | | 864,499 | |
Mediclinic International PLC (a) | | | 74,531 | | | | 654,838 | |
Mondi PLC | | | 68,608 | | | | 1,792,151 | |
| | | | | | | | |
| | | | | | | 3,311,488 | |
| | | | | | | | |
SPAIN — 3.1% | | | | | | | | |
Abertis Infraestructuras SA | | | 132,118 | | | | 2,942,908 | |
ACS Actividades de Construccion y Servicios SA | | | 43,859 | | | | 1,717,962 | |
Aena SME SA (d) | | | 12,617 | | | | 2,560,434 | |
Amadeus IT Group SA | | | 81,086 | | | | 5,852,796 | |
Banco Bilbao Vizcaya Argentaria SA | | | 1,244,126 | | | | 10,624,949 | |
Banco de Sabadell SA | | | 978,926 | | | | 1,946,619 | |
Banco Santander SA | | | 3,003,429 | | | | 19,760,113 | |
Bankia SA | | | 187,877 | | | | 899,478 | |
Bankinter SA | | | 127,076 | | | | 1,206,094 | |
CaixaBank SA | | | 676,032 | | | | 3,157,010 | |
Enagas SA | | | 40,604 | | | | 1,163,837 | |
Endesa SA | | | 61,814 | | | | 1,325,310 | |
Ferrovial SA | | | 91,359 | | | | 2,076,146 | |
Gas Natural SDG SA | | | 63,126 | | | | 1,459,183 | |
Grifols SA | | | 57,949 | | | | 1,699,618 | |
Iberdrola SA | | | 1,054,117 | | | | 8,176,964 | |
Industria de Diseno Textil SA | | | 202,311 | | | | 7,056,050 | |
Mapfre SA | | | 194,652 | | | | 625,951 | |
Red Electrica Corp. SA | | | 83,161 | | | | 1,868,376 | |
Repsol SA | | | 230,528 | | | | 4,081,682 | |
Siemens Gamesa Renewable Energy SA (a) | | | 45,639 | | | | 626,402 | |
Telefonica SA | | | 847,352 | | | | 8,267,191 | |
| | | | | | | | |
| | | | | | | 89,095,073 | |
| | | | | | | | |
SWEDEN — 2.6% | | | | | | | | |
Alfa Laval AB | | | 52,525 | | | | 1,243,279 | |
Assa Abloy AB Class B | | | 191,389 | | | | 3,983,229 | |
Atlas Copco AB Class B | | | 75,152 | | | | 2,887,673 | |
Atlas Copco AB Class A | | | 125,018 | | | | 5,408,412 | |
Boliden AB | | | 52,379 | | | | 1,795,120 | |
Electrolux AB Series B | | | 47,866 | | | | 1,545,158 | |
Essity AB Class B (b) | | | 110,939 | | | | 3,157,104 | |
Getinge AB Class B | | | 40,027 | | | | 581,767 | |
Hennes & Mauritz AB Class B (a) | | | 175,863 | | | | 3,636,471 | |
Hexagon AB Class B | | | 46,996 | | | | 2,358,554 | |
Husqvarna AB Class B | | | 80,679 | | | | 769,591 | |
ICA Gruppen AB | | | 13,522 | | | | 491,994 | |
Industrivarden AB Class C | | | 33,726 | | | | 834,139 | |
Investor AB Class B | | | 85,140 | | | | 3,890,183 | |
Kinnevik AB Class B | | | 41,412 | | | | 1,402,571 | |
See accompanying notes to financial statements.
10
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
L E Lundbergforetagen AB Class B | | | 6,443 | | | $ | 482,389 | |
Lundin Petroleum AB (b) | | | 37,913 | | | | 869,626 | |
Nordea Bank AB | | | 560,919 | | | | 6,802,963 | |
Sandvik AB | | | 210,064 | | | | 3,686,864 | |
Securitas AB Class B | | | 56,568 | | | | 989,379 | |
Skandinaviska Enskilda Banken AB Class A | | | 280,059 | | | | 3,294,007 | |
Skanska AB Class B | | | 65,960 | | | | 1,369,551 | |
SKF AB Class B | | | 69,664 | | | | 1,550,263 | |
Svenska Handelsbanken AB Class A | | | 285,536 | | | | 3,912,933 | |
Swedbank AB Class A | | | 166,074 | | | | 4,014,173 | |
Swedish Match AB | | | 35,442 | | | | 1,399,066 | |
Tele2 AB Class B | | | 66,816 | | | | 822,602 | |
Telefonaktiebolaget LM Ericsson Class B | | | 572,975 | | | | 3,768,513 | |
Telia Co. AB | | | 471,238 | | | | 2,103,664 | |
Volvo AB Class B | | | 294,117 | | | | 5,485,394 | |
| | | | | | | | |
| | | | | | | 74,536,632 | |
| | | | | | | | |
SWITZERLAND — 8.6% | | | | | | | | |
ABB, Ltd. (b) | | | 346,613 | | | | 9,290,438 | |
Adecco Group AG | | | 31,402 | | | | 2,402,277 | |
Baloise Holding AG | | | 8,886 | | | | 1,383,280 | |
Barry Callebaut AG (b) | | | 370 | | | | 771,893 | |
Chocoladefabriken Lindt & Spruengli AG (e) | | | 202 | | | | 1,233,350 | |
Chocoladefabriken Lindt & Spruengli AG (e) | | | 19 | | | | 1,374,259 | |
Cie Financiere Richemont SA | | | 97,429 | | | | 8,828,097 | |
Clariant AG (b) | | | 42,909 | | | | 1,199,867 | |
Coca-Cola HBC AG (b) | | | 34,872 | | | | 1,141,589 | |
Credit Suisse Group AG (b) | | | 457,349 | | | | 8,166,108 | |
Dufry AG (b) | | | 6,194 | | | | 920,996 | |
EMS-Chemie Holding AG | | | 1,508 | | | | 1,006,623 | |
Ferguson PLC | | | 47,078 | | | | 3,394,397 | |
Geberit AG | | | 6,937 | | | | 3,054,558 | |
Givaudan SA | | | 1,705 | | | | 3,940,133 | |
Glencore PLC | | | 2,293,815 | | | | 12,101,535 | |
Julius Baer Group, Ltd. (b) | | | 43,297 | | | | 2,648,026 | |
Kuehne + Nagel International AG | | | 10,530 | | | | 1,863,956 | |
LafargeHolcim, Ltd. (b) | | | 84,562 | | | | 4,768,273 | |
Lonza Group AG (b) | | | 14,225 | | | | 3,843,451 | |
Nestle SA | | | 580,890 | | | | 49,952,367 | |
Novartis AG | | | 415,480 | | | | 35,131,403 | |
Pargesa Holding SA | | | 7,650 | | | | 663,340 | |
Partners Group Holding AG (a) | | | 3,313 | | | | 2,270,994 | |
Roche Holding AG | | | 131,249 | | | | 33,199,465 | |
Schindler Holding AG (e) | | | 7,266 | | | | 1,672,410 | |
Schindler Holding AG (e) | | | 3,944 | | | | 892,408 | |
SGS SA | | | 1,034 | | | | 2,696,146 | |
Sika AG | | | 406 | | | | 3,224,669 | |
Sonova Holding AG | | | 9,633 | | | | 1,504,508 | |
STMicroelectronics NV | | | 121,744 | | | | 2,661,393 | |
Straumann Holding AG | | | 1,917 | | | | 1,354,392 | |
Swatch Group AG (e) | | | 5,708 | | | | 2,327,716 | |
Swatch Group AG (e) | | | 10,693 | | | | 817,474 | |
Swiss Life Holding AG (b) | | | 5,951 | | | | 2,106,819 | |
Swiss Prime Site AG (b) | | | 13,273 | | | | 1,225,829 | |
Swiss Re AG | | | 58,079 | | | | 5,438,388 | |
Swisscom AG | | | 4,843 | | | | 2,576,804 | |
UBS Group AG | | | 681,400 | | | | 12,544,193 | |
Vifor Pharma AG | | | 9,106 | | | | 1,167,100 | |
Zurich Insurance Group AG | | | 28,474 | | | | 8,666,381 | |
| | | | | | | | |
| | | | | | | 245,427,305 | |
| | | | | | | | |
UNITED KINGDOM — 15.9% | | | | | | | | |
3i Group PLC | | | 187,920 | | | | 2,322,197 | |
Admiral Group PLC | | | 38,319 | | | | 1,037,757 | |
Anglo American PLC (a) | | | 251,462 | | | | 5,270,859 | |
Ashtead Group PLC | | | 93,849 | | | | 2,528,928 | |
Associated British Foods PLC | | | 68,731 | | | | 2,621,919 | |
AstraZeneca PLC | | | 238,705 | | | | 16,536,126 | |
Auto Trader Group PLC (d) | | | 186,149 | | | | 888,396 | |
Aviva PLC | | | 747,159 | | | | 5,119,293 | |
Babcock International Group PLC | | | 52,900 | | | | 504,859 | |
BAE Systems PLC | | | 585,880 | | | | 4,541,306 | |
Barclays PLC | | | 3,181,114 | | | | 8,739,903 | |
Barratt Developments PLC | | | 199,693 | | | | 1,749,122 | |
Berkeley Group Holdings PLC | | | 24,323 | | | | 1,380,936 | |
BP PLC | | | 3,697,004 | | | | 26,140,862 | |
British American Tobacco PLC ADR | | | 36,937 | | | | 2,474,410 | |
British American Tobacco PLC | | | 394,461 | | | | 26,776,401 | |
British Land Co. PLC REIT | | | 181,550 | | | | 1,698,267 | |
BT Group PLC | | | 1,604,494 | | | | 5,897,191 | |
Bunzl PLC | | | 66,032 | | | | 1,850,809 | |
Burberry Group PLC | | | 79,547 | | | | 1,928,321 | |
Capita PLC | | | 126,181 | | | | 684,302 | |
Carnival PLC | | | 34,822 | | | | 2,304,398 | |
Centrica PLC | | | 1,011,695 | | | | 1,879,047 | |
CNH Industrial NV | | | 187,371 | | | | 2,513,196 | |
Cobham PLC (b) | | | 475,515 | | | | 812,428 | |
Coca-Cola European Partners PLC | | | 38,766 | | | | 1,546,864 | |
Compass Group PLC | | | 298,537 | | | | 6,461,534 | |
ConvaTec Group PLC (d) | | | 272,159 | | | | 756,575 | |
Croda International PLC | | | 23,514 | | | | 1,407,211 | |
DCC PLC | | | 16,993 | | | | 1,716,000 | |
Diageo PLC | | | 470,015 | | | | 17,325,896 | |
Direct Line Insurance Group PLC | | | 242,834 | | | | 1,253,860 | |
easyJet PLC | | | 28,875 | | | | 571,848 | |
Experian PLC | | | 174,197 | | | | 3,855,152 | |
Fiat Chrysler Automobiles NV | | | 202,945 | | | | 3,633,513 | |
G4S PLC | | | 281,805 | | | | 1,017,835 | |
GKN PLC | | | 328,929 | | | | 1,421,198 | |
GlaxoSmithKline PLC | | | 927,367 | | | | 16,590,703 | |
Hammerson PLC REIT | | | 141,199 | | | | 1,044,808 | |
Hargreaves Lansdown PLC | | | 50,551 | | | | 1,232,259 | |
HSBC Holdings PLC | | | 3,760,890 | | | | 39,016,369 | |
IMI PLC | | | 55,269 | | | | 996,619 | |
Imperial Brands PLC | | | 179,685 | | | | 7,695,560 | |
See accompanying notes to financial statements.
11
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | |
Security Description | | Shares | | | Value | |
InterContinental Hotels Group PLC | | | 32,572 | | | $ | 2,079,275 | |
International Consolidated Airlines Group SA | | | 120,036 | | | | 1,042,992 | |
Intertek Group PLC | | | 30,015 | | | | 2,107,285 | |
ITV PLC | | | 648,668 | | | | 1,452,239 | |
J Sainsbury PLC | | | 294,197 | | | | 960,711 | |
John Wood Group PLC | | | 123,503 | | | | 1,085,946 | |
Johnson Matthey PLC | | | 35,957 | | | | 1,495,705 | |
Kingfisher PLC | | | 425,481 | | | | 1,943,698 | |
Land Securities Group PLC REIT | | | 134,175 | | | | 1,829,572 | |
Legal & General Group PLC | | | 1,100,422 | | | | 4,068,332 | |
Lloyds Banking Group PLC | | | 13,589,257 | | | | 12,511,378 | |
London Stock Exchange Group PLC | | | 60,263 | | | | 3,092,082 | |
Marks & Spencer Group PLC | | | 313,922 | | | | 1,336,823 | |
Meggitt PLC | | | 143,867 | | | | 938,439 | |
Merlin Entertainments PLC (d) | | | 137,489 | | | | 674,951 | |
Micro Focus International PLC | | | 5,191 | | | | 177,168 | |
Micro Focus International PLC ADR (b) | | | 78,500 | | | | 2,636,815 | |
National Grid PLC | | | 622,473 | | | | 7,368,782 | |
Next PLC | | | 27,661 | | | | 1,693,183 | |
Old Mutual PLC | | | 948,003 | | | | 2,971,346 | |
Pearson PLC | | | 147,939 | | | | 1,472,916 | |
Persimmon PLC | | | 58,120 | | | | 2,152,665 | |
Prudential PLC | | | 481,562 | | | | 12,413,054 | |
Randgold Resources, Ltd. | | | 18,413 | | | | 1,845,696 | |
Reckitt Benckiser Group PLC | | | 124,438 | | | | 11,646,993 | |
RELX NV | | | 183,953 | | | | 4,233,372 | |
RELX PLC | | | 201,787 | | | | 4,746,902 | |
Rio Tinto PLC | | | 229,987 | | | | 12,264,148 | |
Rio Tinto, Ltd. | | | 78,079 | | | | 4,629,679 | |
Rolls-Royce Holdings PLC | | | 312,793 | | | | 3,583,917 | |
Royal Bank of Scotland Group PLC (b) | | | 649,420 | | | | 2,442,238 | |
Royal Mail PLC | | | 163,901 | | | | 1,003,270 | |
RSA Insurance Group PLC | | | 194,021 | | | | 1,660,071 | |
Sage Group PLC | | | 204,129 | | | | 2,203,561 | |
Schroders PLC | | | 23,769 | | | | 1,130,517 | |
Segro PLC REIT | | | 177,778 | | | | 1,411,671 | |
Severn Trent PLC | | | 45,524 | | | | 1,331,415 | |
Shire PLC ADR | | | 8,899 | | | | 1,380,413 | |
Shire PLC | | | 144,384 | | | | 7,617,302 | |
Sky PLC (b) | | | 198,013 | | | | 2,710,764 | |
Smith & Nephew PLC | | | 162,523 | | | | 2,831,706 | |
Smiths Group PLC | | | 75,338 | | | | 1,518,511 | |
SSE PLC | | | 186,957 | | | | 3,338,360 | |
St James’s Place PLC | | | 100,823 | | | | 1,672,120 | |
Standard Chartered PLC (b) | | | 620,388 | | | | 6,546,831 | |
Standard Life Aberdeen PLC | | | 512,030 | | | | 3,024,103 | |
Taylor Wimpey PLC | | | 621,897 | | | | 1,736,383 | |
Tesco PLC | | | 1,566,498 | | | | 4,434,175 | |
Travis Perkins PLC | | | 47,042 | | | | 997,177 | |
Unilever NV | | | 304,397 | | | | 17,162,991 | |
Unilever PLC | | | 236,321 | | | | 13,188,530 | |
United Utilities Group PLC | | | 124,075 | | | | 1,392,253 | |
Vodafone Group PLC | | | 5,029,263 | | | | 15,987,836 | |
Weir Group PLC | | | 41,826 | | | | 1,201,196 | |
Whitbread PLC | | | 32,926 | | | | 1,781,626 | |
Wm Morrison Supermarkets PLC | | | 443,341 | | | | 1,318,805 | |
Worldpay Group PLC (d) | | | 365,813 | | | | 2,108,076 | |
WPP PLC | | | 233,859 | | | | 4,242,290 | |
| | | | | | | | |
| | | | | | | 453,575,292 | |
| | | | | | | | |
TOTAL COMMON STOCKS (Cost $2,388,274,017) | | | | | | | 2,819,123,315 | |
| | | | | | | | |
RIGHTS — 0.0% (c) | | | | | | | | |
AUSTRALIA — 0.0% (c) | | | | | | | | |
Transurban Group (expiring 1/24/18) (b) (f) | | | 30,744 | | | | — | |
| | | | | | | | |
SPAIN — 0.0% | | | | | | | | |
Repsol SA (expiring 1/10/18) (b) | | | 230,528 | | | | 104,914 | |
| | | | | | | | |
TOTAL RIGHTS (Cost $105,657) | | | | | | | 104,914 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 1.2% | | | | | |
State Street Institutional U.S. Government Money Market Fund, Class G Shares 1.25% (g) (h) | | | 18,151,852 | | | | 18,151,852 | |
State Street Navigator Securities Lending Government Money Market Portfolio (g) (i) | | | 15,887,666 | | | | 15,887,666 | |
| | | | | | | | |
TOTAL SHORT-TERM INVESTMENTS (Cost $34,039,518) | | | | | | | 34,039,518 | |
| | | | | | | | |
TOTAL INVESTMENTS — 99.9% (Cost $2,422,419,192) | | | | | | | 2,853,267,747 | |
| | | | | | | | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 0.1% | | | | | | | 2,401,248 | |
| | | | | | | | |
NET ASSETS — 100.0% | | | | | | $ | 2,855,668,995 | |
| | | | | | | | |
See accompanying notes to financial statements.
12
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
(a) | All or a portion of the shares of the security are on loan at December 31, 2017. |
(b) | Non-income producing security. |
(c) | Amount is less than 0.05% of net assets. |
(d) | Securities purchased pursuant to Rule 144A of the Securities Act of 1933, as amended. These securities, which represent 0.6% of net assets as of December 31, 2017, are considered liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. |
(e) | Reflects separate holdings of the issuer’s common stock traded on different securities exchanges. |
(f) | Fair valued as determined in good faith by the Trust’s Oversight Committee in accordance with policy and procedures approved by the Board of Trustees. As of December 31, 2017, total aggregate fair value of securities is $0, representing 0.0% of net assets. |
(g) | The Portfolio invested in certain money market funds managed by SSGA Funds Management, Inc. Amounts related to these transactions during the period ended December 31, 2017 are shown in the Affiliate Table below. |
(h) | The rate shown is the annualized seven-day yield at December 31, 2017. |
(i) | Investment of cash collateral for securities loaned. |
ADR = American Depositary Receipt
REIT = Real Estate Investment Trust
SDR = Swedish Depositary Receipt
At December 31, 2017, open futures contracts purchased were as follows:
| | | | | | | | | | | | | | | | | | | | |
Futures Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value | | | Unrealized Appreciation/ Depreciation | |
Mini MSCI EAFE (long) | | | 03/16/2018 | | | | 392 | | | $ | 39,135,374 | | | $ | 40,092,709 | | | $ | 957,335 | |
During the period ended December 31, 2017, average notional value related to futures contracts was $45,335,129 or less than 0.5% of net assets.
The following table summarizes the value of the Portfolio’s investments according to the fair value hierarchy as of December 31, 2017.
| | | | | | | | | | | | | | | | |
Description | | Level 1 — Quoted Prices | | | Level 2 — Other Significant Observable Inputs | | | Level 3 — Significant Unobservable Inputs | | | Total | |
ASSETS: | | | | | | | | | | | | | | | | |
INVESTMENTS: | | | | | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | | | | | |
Australia | | $ | 198,051,334 | | | $ | — | | | $ | — | | | $ | 198,051,334 | |
Austria | | | 7,209,073 | | | | — | | | | — | | | | 7,209,073 | |
Belgium | | | 31,007,678 | | | | — | | | | — | | | | 31,007,678 | |
Chile | | | 1,046,282 | | | | — | | | | — | | | | 1,046,282 | |
China | | | 1,244,982 | | | | — | | | | — | | | | 1,244,982 | |
Denmark | | | 51,033,959 | | | | — | | | | — | | | | 51,033,959 | |
Finland | | | 26,085,946 | | | | — | | | | — | | | | 26,085,946 | |
France | | | 292,191,068 | | | | — | | | | — | | | | 292,191,068 | |
Germany | | | 278,432,466 | | | | — | | | | — | | | | 278,432,466 | |
Hong Kong | | | 98,017,079 | | | | — | | | | — | | | | 98,017,079 | |
Ireland | | | 16,386,929 | | | | — | | | | — | | | | 16,386,929 | |
Israel | | | 12,688,522 | | | | — | | | | — | | | | 12,688,522 | |
Italy | | | 57,050,691 | | | | — | | | | — | | | | 57,050,691 | |
Japan | | | 678,759,674 | | | | — | | | | — | | | | 678,759,674 | |
Luxembourg | | | 9,387,518 | | | | — | | | | — | | | | 9,387,518 | |
Macau | | | 1,374,321 | | | | — | | | | — | | | | 1,374,321 | |
Mexico | | | 811,255 | | | | — | | | | — | | | | 811,255 | |
See accompanying notes to financial statements.
13
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
SCHEDULE OF INVESTMENTS (continued)
December 31, 2017
| | | | | | | | | | | | | | | | |
Description | | Level 1 — Quoted Prices | | | Level 2 — Other Significant Observable Inputs | | | Level 3 — Significant Unobservable Inputs | | | Total | |
Netherlands | | $ | 127,457,724 | | | $ | — | | | $ | — | | | $ | 127,457,724 | |
New Zealand | | | 4,899,643 | | | | — | | | | — | | | | 4,899,643 | |
Norway | | | 18,777,531 | | | | — | | | | — | | | | 18,777,531 | |
Portugal | | | 4,053,844 | | | | — | | | | — | | | | 4,053,844 | |
Singapore | | | 37,210,006 | | | | — | | | | — | | | | 37,210,006 | |
South Africa | | | 3,311,488 | | | | — | | | | — | | | | 3,311,488 | |
Spain | | | 89,095,073 | | | | — | | | | — | | | | 89,095,073 | |
Sweden | | | 74,536,632 | | | | — | | | | — | | | | 74,536,632 | |
Switzerland | | | 245,427,305 | | | | — | | | | — | | | | 245,427,305 | |
United Kingdom | | | 453,575,292 | | | | — | | | | — | | | | 453,575,292 | |
Rights | | | | | | | | | | | | | | | | |
Australia | | | — | | | | 0 | (a) | | | — | | | | — | |
Spain | | | 104,914 | | | | — | | | | — | | | | 104,914 | |
Short-Term Investments | | | 34,039,518 | | | | — | | | | — | | | | 34,039,518 | |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS | | $ | 2,853,267,747 | | | $ | 0 | | | $ | — | | | $ | 2,853,267,747 | |
| | | | | | | | | | | | | | | | |
OTHER FINANCIAL INSTRUMENTS: | | | | | | | | | | | | | | | | |
Futures Contracts (b) | | | 957,335 | | | | — | | | | — | | | | 957,335 | |
| | | | | | | | | | | | | | | | |
TOTAL INVESTMENTS AND OTHER FINANCIAL INSTRUMENTS | | $ | 2,854,225,082 | | | $ | 0 | | | $ | — | | | $ | 2,854,225,082 | |
| | | | | | | | | | | | | | | | |
(a) | Fund held a Level 2 security that was valued at $0 at December 31, 2017. |
(b) | Futures Contracts are valued at unrealized appreciation (depreciation). |
Affiliate Table
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Number of Shares Held at 12/31/16 | | | Value at 12/31/16 | | | Cost of Purchases | | | Proceeds from Shares Sold | | | Realized Gain (Loss) | | | Change in Unrealized Appreciation/ Depreciation | | | Number of Shares Held at 12/31/17 | | | Value at 12/31/17 | | | Dividend Income | | | Capital Gains Distributions | |
State Street Institutional U.S. Government Money Market Fund, Class G Shares | | | — | | | $ | — | | | $ | 315,175,695 | | | $ | 297,023,843 | | | $ | — | | | $ | — | | | | 18,151,852 | | | $ | 18,151,852 | | | $ | 198,326 | | | $ | — | |
State Street Institutional U.S. Government Money Market Fund, Premier Class | | | 39,019,139 | | | | 39,019,139 | | | | 142,528,365 | | | | 181,547,504 | | | | — | | | | — | | | | — | | | | — | | | | 74,812 | | | | — | |
State Street Navigator Securities Lending Government Money Market Portfolio | | | — | | | | — | | | | 314,621,605 | | | | 298,733,939 | | | | — | | | | — | | | | 15,887,666 | | | | 15,887,666 | | | | 325,219 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total | | | | | | $ | 39,019,139 | | | $ | 772,325,665 | | | $ | 777,305,286 | | | $ | — | | | $ | — | | | | | | | $ | 34,039,518 | | | $ | 598,357 | | | $ | — | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
See accompanying notes to financial statements.
14
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
December 31, 2017
| | | | |
ASSETS | |
Investments in unaffiliated issuers, at value* | | $ | 2,819,228,229 | |
Investments in affiliated issuers, at value | | | 34,039,518 | |
| | | | |
Total Investments | | | 2,853,267,747 | |
Foreign currency, at value | | | 3,692,017 | |
Cash at broker | | | 1,411,201 | |
Receivable from broker — variation margin on open futures contracts | | | 743,445 | |
Receivable for investments sold | | | 5,300,354 | |
Dividends receivable — unaffiliated issuers | | | 2,643,531 | |
Dividends receivable — affiliated issuers | | | 29,328 | |
Securities lending income receivable — affiliated issuers | | | 29,527 | |
Receivable for foreign taxes recoverable | | | 4,761,759 | |
Prepaid expenses and other assets | | | 535 | |
| | | | |
TOTAL ASSETS | | | 2,871,879,444 | |
| | | | |
LIABILITIES | | | | |
Payable upon return of securities loaned | | | 15,887,666 | |
Payable for investments purchased | | | 17,148 | |
Advisory fee payable | | | 263,130 | |
Custodian fees payable | | | 7 | |
Professional fees payable | | | 42,002 | |
Accrued expenses and other liabilities | | | 496 | |
| | | | |
TOTAL LIABILITIES | | | 16,210,449 | |
| | | | |
NET ASSETS | | $ | 2,855,668,995 | |
| | | | |
COST OF INVESTMENTS: | | | | |
Investments in unaffiliated issuers | | $ | 2,388,379,674 | |
Investments in affiliated issuers | | | 34,039,518 | |
| | | | |
Total cost of investments | | $ | 2,422,419,192 | |
| | | | |
Foreign currency, at cost | | $ | 3,653,117 | |
| | | | |
* Includes investments in securities on loan, at value | | $ | 22,298,565 | |
| | | | |
See accompanying notes to financial statements.
15
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
STATEMENT OF OPERATIONS
For the Year Ended December 31, 2017
| | | | |
INVESTMENT INCOME | | | | |
Interest income — unaffiliated issuers | | $ | 19,487 | |
Dividend income — unaffiliated issuers | | | 67,780,096 | |
Dividend income — affiliated issuers | | | 273,138 | |
Dividend income — non-cash transactions | | | 10,153,739 | |
Unaffiliated securities lending income | | | 54,430 | |
Affiliated securities lending income | | | 325,219 | |
Foreign taxes withheld | | | (5,891,943 | ) |
| | | | |
TOTAL INVESTMENT INCOME (LOSS) | | | 72,714,166 | |
| | | | |
EXPENSES | | | | |
Advisory fee | | | 2,718,445 | |
Administration and custody fees | | | 568,072 | |
Trustees’ fees and expenses | | | 56,576 | |
Professional fees and expenses | | | 160,902 | |
Printing and postage fees | | | 4,311 | |
Insurance expense | | | 725 | |
Miscellaneous expenses | | | 17,314 | |
| | | | |
TOTAL EXPENSES | | | 3,526,345 | |
| | | | |
NET INVESTMENT INCOME (LOSS) | | | 69,187,821 | |
| | | | |
REALIZED AND UNREALIZED GAIN (LOSS) | | | | |
Net realized gain (loss) on: | | | | |
Investments — unaffiliated issuers | | | (3,034,605 | ) |
Foreign currency transactions | | | 228,380 | |
Futures contracts | | | 8,476,422 | |
| | | | |
Net realized gain (loss) | | | 5,670,197 | |
| | | | |
Net change in unrealized appreciation/depreciation on: | | | | |
Investments — unaffiliated issuers | | | 468,293,641 | |
Foreign currency translations | | | 378,967 | |
Futures contracts | | | 1,161,075 | |
| | | | |
Net change in unrealized appreciation/depreciation | | | 469,833,683 | |
| | | | |
NET REALIZED AND UNREALIZED GAIN (LOSS) | | | 475,503,880 | |
| | | | |
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS | | $ | 544,691,701 | |
| | | | |
See accompanying notes to financial statements.
16
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
STATEMENTS OF CHANGES IN NET ASSETS
| | | | | | | | |
| | Year Ended 12/31/17 | | | For the Period 4/29/16* - 12/31/16 | |
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income (loss) | | $ | 69,187,821 | | | $ | 27,767,161 | |
Net realized gain (loss) | | | 5,670,197 | | | | (3,801,537 | ) |
Net change in unrealized appreciation/depreciation | | | 469,833,683 | | | | (37,745,625 | ) |
| | | | | | | | |
Net increase (decrease) in net assets resulting from operations | | | 544,691,701 | | | | (13,780,001 | ) |
| | | | | | | | |
FROM BENEFICIAL INTEREST TRANSACTIONS | | | | | | | | |
Contributions | | | 562,875,573 | | | | 1,989,271,659 | |
In-kind subscriptions (Note 1) | | | — | | | | 31,466,206 | |
Withdrawals | | | (232,962,957 | ) | | | (25,893,186 | ) |
| | | | | | | | |
Net increase (decrease) in net assets from capital transactions | | | 329,912,616 | | | | 1,994,844,679 | |
| | | | | | | | |
Net increase (decrease) in net assets during the period | | | 874,604,317 | | | | 1,981,064,678 | |
| | | | | | | | |
Net assets at beginning of period | | | 1,981,064,678 | | | | — | |
| | | | | | | | |
NET ASSETS AT END OF PERIOD | | $ | 2,855,668,995 | | | $ | 1,981,064,678 | |
| | | | | | | | |
See accompanying notes to financial statements.
17
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
FINANCIAL HIGHLIGHTS
| | | | | | | | |
| | Year Ended 12/31/17 | | | For the Period 4/29/16* - 12/31/16 | |
Total return (a) | | | 25.25 | % | | | 1.00 | % |
Ratios and Supplemental Data: | | | | | | | | |
Net assets, end of period (in 000s) | | $ | 2,855,669 | | | $ | 1,981,065 | |
Ratios to average net assets: | | | | | | | | |
Total expenses | | | 0.14 | % | | | 0.15 | % (b) |
Net investment income (loss) | | | 2.80 | % | | | 2.57 | % (b) |
Portfolio turnover rate | | | 4 | % | | | 1 | % (c) |
* | Commencement of operations. |
(a) | Total return for periods of less than one year are not annualized. Results represent past performance and is not indicative of future results. |
See accompanying notes to financial statements.
18
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS
December 31, 2017
State Street Master Funds (the “Trust”), a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (“1940 Act”), is an open-end management investment company.
As of December 31, 2017, the Trust consists of six (6) investment portfolios (together, the “Portfolios”). Financial statements herein relate only to the State Street International Developed Equity Index Portfolio (the “Portfolio”), which commenced operations on April 29, 2016.
The Portfolio was formed on April 29, 2016, with an initial in-kind contribution of securities from the State Street Hedged International Developed Equity Index Fund (the “Fund”), as part of a tax-free in-kind transaction in which the Fund contributed equity securities into the Portfolio, and a cash contribution of $10,010 from SSGA Funds Management, Inc. (the “Adviser” or “SSGA FM”). The transaction consisted of 929 securities totaling $1,275,794,840 at market value, and included $31,466,206 in unrealized depreciation.
The Portfolio is classified as a diversified investment company under the 1940 Act.
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 would involve future claims that may be made against the Trust that have not yet occurred.
2. | Summary of 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 (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. Each Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.
Security Valuation
The Portfolio’s investments are valued at fair value each day that the New York Stock Exchange (“NYSE”) is open and, for financial reporting purposes, as of the report date should the reporting period end on a day that the NYSE is not open. Fair value is generally defined as 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 the policy 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.
Valuation techniques used to value the Portfolio’s investments by major category are as follows:
• | | Equity investments 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. |
• | | Rights and warrants are valued at the last reported sale price obtained from independent pricing services or brokers on the valuation date. If no price is obtained from pricing services or brokers, valuation will be based upon the intrinsic value pursuant to the valuation policy and procedures approved by the Board. |
• | | 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 (“NAV”) per share or unit. |
19
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
• | | Exchange-traded futures contracts are valued at the closing 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. |
• | | Forward foreign currency exchange contracts are valued based on that day’s prevailing forward exchange rate for the underlying currencies. The rates are obtained from independent pricing services in accordance with the valuation policy and procedures approved by the Board. |
In the event prices or quotations are not readily available or that the application of these valuation methods results in a price for an investment that is deemed to be not representative of the fair value of such investment, fair value will be determined in good faith by the Committee, in accordance with the valuation policy and procedures approved by the Board.
Various inputs are used in determining the value of the Portfolio’s investments.
The Portfolio values its assets and liabilities at fair value using a fair value hierarchy consisting of three broad levels that prioritize 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 an identical asset or liability; |
• | | 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. |
The value of the Portfolio’s investments according to the fair value hierarchy as of December 31, 2017, is disclosed in the Portfolio’s Schedule 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 period ended December 31, 2017.
Investment Transactions and Income Recognition
Investment transactions are accounted for on trade date for financial reporting purposes. Realized gains and losses from the sale or disposition of investments and foreign exchange transactions, if any, are determined using the identified cost method. Dividend income and capital gain distributions, if any, are recognized daily on the ex-dividend date, net of any foreign taxes withheld at source, if any. Non-cash dividends received in the form of stock are recorded as dividend income at fair value.
Distributions received by the Portfolio may include a return of capital that is estimated by management. Such amounts are recorded as a reduction of the cost of investments or reclassified to capital gains.
All of the net investment income and realized 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.
20
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
Expenses
Certain expenses, which are directly identifiable to a specific Portfolio, are applied to that Portfolio within the Trust. 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 Portfolio within the Trust.
Foreign Currency Translation
The accounting records of the Portfolio are maintained in U.S. dollars. Foreign currencies as well as investment securities and other assets and liabilities denominated in a foreign currency are translated to U.S. dollars using exchange rates at period end. Purchases and sales of securities, income receipts and expense payments denominated in foreign currencies are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.
The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.
Foreign Taxes
The Portfolio may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with SSGA FM’s understanding of the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the Portfolio invests. These foreign taxes, if any, are paid by the Portfolio and are reflected in the Statement of Operations, if applicable. Foreign taxes payable or deferred as of December 31, 2017, if any, are disclosed in the Portfolio’s Statement of Assets and Liabilities.
3. | Derivative Financial Instruments |
Futures Contracts
The Portfolio may enter into futures contracts to meet its objectives. A futures contract is a standardized, exchange-traded agreement to buy or sell a financial instrument at a set price on a future date. Upon entering into a futures contract, the Portfolio is required to deposit with the broker, cash or securities in an amount equal to the minimum initial margin requirements of the clearing house. Subsequent payments are made or received by the Portfolio equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses. The Portfolio recognizes a realized gain or loss when the contract is closed.
Losses may arise if the value of a futures contract decreases due to unfavorable changes in the market rates or values of the underlying instrument during the term of the contract or if the counterparty does not perform under the contract. The use of futures contracts also involves the risk that the movements in the price of the futures contracts do not correlate with the movement of the assets underlying such contracts.
For the period ended December 31, 2017, the Portfolio entered into futures contracts for cash equitization, to reduce tracking error and to facilitate daily liquidity.
The following summarizes the value of the Portfolio’s derivative instruments as of December 31, 2017, and the related location in the accompanying Statement of Assets and Liabilities and Statement of Operations, presented by primary underlying risk exposure:
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Asset Derivatives | |
| | Interest Rate Contracts Risk | | | Foreign Exchange Contracts Risk | | | Credit Contracts Risk | | | Equity Contracts Risk | | | Commodity Contracts Risk | | | Total | |
Futures Contracts (a) | | $ | — | | | $ | — | | | $ | — | | | $ | 956,426 | | | $ | — | | | $ | 956,426 | |
21
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
(a) | Unrealized appreciation on open futures contracts. The Statements of Assets and Liabilities only reflect the current day’s net variation margin. |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Net Realized Gain (Loss) | |
| | Interest Rate Contracts Risk | | | Foreign Exchange Contracts Risk | | | Credit Contracts Risk | | | Equity Contracts Risk | | | Commodity Contracts Risk | | | Total | |
Futures Contracts | | $ | — | | | $ | — | | | $ | — | | | $ | 8,476,422 | | | $ | — | | | $ | 8,476,422 | |
| |
| | Net Change in Unrealized Appreciation (Depreciation) | |
| | Interest Rate Contracts Risk | | | Foreign Exchange Contracts Risk | | | Credit Contracts Risk | | | Equity Contracts Risk | | | Commodity Contracts Risk | | | Total | |
Futures Contracts | | $ | — | | | $ | — | | | $ | — | | | $ | 1,161,075 | | | $ | — | | | $ | 1,161,075 | |
4. | Fees and Transactions with Affiliates |
Advisory Fee
The Portfolio has entered into an Investment Advisory Agreement with the Adviser. For its advisory services to the Portfolio, the Portfolio pays the Adviser a management fee at an annual rate of 0.11% of its average daily net assets.
Administrator, Custodian, Sub-Administrator and Transfer Agent Fees
SSGA FM serves as administrator and State Street Bank and Trust Company (“State Street”), an affiliate of the Adviser, serves as custodian, sub-administrator and transfer agent. SSGA FM and State Street receive an annual fee for their services as administrator, custodian, sub-administrator and transfer agent, respectively. The annual fee is accrued daily and payable monthly at the following fee rate:
| | |
Asset Levels | | Annual Percentage of Average Aggregate Monthly Net Assets |
First $400 million | | 0.03% |
Next $15 billion | | 0.02% |
Thereafter | | 0.01% |
Minimum annual fee | | $150,000 |
The minimum fee will be calculated by multiplying the minimum per Portfolio fee by the number of Portfolios within the Trust to arrive at the total minimum fee. The greater of the asset based fee or the minimum fee will be charged to the Portfolios.
Other Transactions with Affiliates — Securities Lending
State Street, an affiliate of the Portfolio, acts as the securities lending agent for the Portfolio, pursuant to an amended and restated securities lending authorization agreement dated January 6, 2017.
Proceeds collected by State Street on investment of cash collateral or any fee income are allocated as follows (after deduction of such other amounts payable to State Street under the terms of the securities lending agreement): 85% payable to the Fund, and 15% payable to State Street.
In addition, cash collateral from lending activities is invested in the State Street Navigator Securities Lending Government Money Market Portfolio, an affiliated money market fund, for which SSGA FM serves as investment adviser. See Note 8 for additional information regarding securities lending.
22
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
Other Transactions with Affiliates
The Portfolio may invest in affiliated entities, including securities issued by State Street Corporation., affiliated funds, or entities deemed to be affiliates as a result of the Portfolio owning more than five percent of the entity’s voting securities or outstanding shares. Amounts relating to these transactions during the period ended December 31, 2017, are disclosed in the Schedule of Investments.
The fees and expenses of the Trust’s trustees, who are not “interested persons” of the Trust, as defined in the 1940 Act (“Independent Trustees”), are paid directly by the Portfolio. The Independent Trustees are reimbursed for travel and other out-of-pocket expenses in connection with meeting attendance and industry seminars.
6. | Investment Transactions |
Purchases and sales of investments (excluding in-kind transactions, short term investments and derivative contracts) for the period ended December 31, 2017, were as follows:
| | | | | | | | |
| | Purchases | | | Sales | |
State Street International Developed Equity Index Portfolio | | $ | 520,172,193 | | | $ | 98,653,414 | |
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, 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 its tax liability based on its distributive share; therefore, no provision has been made for federal income taxes.
The Portfolio files federal and various state and local tax returns as required. No income tax returns are currently under examination. Generally, the federal returns are subject to examination by the Internal Revenue Service for a period of three years from date of filing, while the state returns may remain open for an additional year depending upon jurisdiction. SSGA FM has analyzed the Portfolio’s tax positions taken on tax returns for all open years and does not believe there are any uncertain tax positions that would require recognition of a tax liability.
As of December 31, 2017, gross unrealized appreciation and gross unrealized depreciation of investments and other financial instruments based on cost for federal income tax purposes were as follows:
| | | | | | | | | | | | | | | | |
| | Tax Cost | | | Gross Unrealized Appreciation | | | Gross Unrealized Depreciation | | | Net Unrealized Appreciation (Depreciation) | |
State Street International Developed Equity Index Portfolio | | $ | 2,438,442,167 | | | $ | 489,951,985 | | | $ | 74,169,979 | | | $ | 415,782,006 | |
The Portfolio may lend securities to qualified broker-dealers or institutional investors. The loans are secured at all times by cash, cash equivalents or U.S. government securities in an amount at least equal to the market value of the securities loaned, plus accrued interest and dividends, determined on a daily basis and adjusted accordingly. The value of the collateral with respect to a loaned security may be temporarily more or less than the value of a security due to market fluctuations of securities values. With respect to each loan, if on any U.S. business day the aggregate market value of securities collateral plus cash collateral is less than the aggregate market value of the securities which are subject to the loan, the borrower will be notified to provide additional collateral on the next business day.
23
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
The Portfolio will regain record ownership of loaned securities to exercise certain beneficial rights; however, the Portfolio may bear the risk of delay in recovery of, or even loss of rights in the securities loaned should the borrower fail financially. In addition, the Portfolio will bear the risk of loss of any cash collateral that it may invest. The Portfolio receives compensation for lending its securities from interest or dividends earned on the cash, cash equivalents or U.S. government securities held as collateral, net of fee rebates paid to the borrower and net of fees paid to State Street as the lending agent. Additionally, the Portfolio will receive a fee from the borrower for non-cash collateral equal to a percentage of the market value of the loaned securities.
The market value of securities on loan as of December 31, 2017, and the value of the invested cash collateral are disclosed in the Portfolio’s Statement of Assets and Liabilities. Non-cash collateral is not disclosed in the Portfolio’s Statement of Assets and Liabilities as it is held by the lending agent on behalf of the Portfolio, and the Portfolio does not have the ability to re-hypothecate those securities. Securities lending income, as disclosed in the Portfolio’s Statement of Operations, represents the income earned from the non-cash collateral and the investment of cash collateral, net of fee rebates paid to the borrower and net of fees paid to State Street as lending agent.
The following is a summary of the Portfolio’s securities lending agreements and related cash and non-cash collateral received as of December 31, 2017:
| | | | | | | | | | | | | | | | |
Fund | | Market Value of Securities on Loan | | | Cash Collateral Received | | | Non Cash Collateral Received | | | Total Collateral Received | |
State Street International Developed Equity Index Portfolio | | $ | 22,298,565 | | | $ | 15,887,666 | | | $ | 7,541,264 | | | $ | 23,428,930 | |
The following table reflects a breakdown of transactions accounted for as secured borrowings, the gross obligation by the type of collateral pledged or securities loaned, and the remaining contractual maturity of those transactions as of December 31, 2017:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Remaining Contractual Maturity of the Agreements As of December 31, 2017 | |
Fund | | Securities Lending Transactions | | Overnight and Continuous | | | <30 Days | | | Between 30 & 90 Days | | | >90 Days | | | Total Borrowings | | | Gross Amount of Recognized Liabilities for Securities Lending Transactions | |
State Street International Developed Equity Index Portfolio | | Common Stocks | | $ | 15,887,666 | | | $ | — | | | $ | — | | | $ | — | | | $ | 15,887,666 | | | $ | 15,887,666 | |
The Portfolio and other affiliated funds (each a “Participant” and, collectively, the “Participants”) participate in a $500 million revolving credit facility provided by a syndication of banks under which the Participants may borrow to fund shareholder redemptions. This agreement expires in October 2018 unless extended or renewed.
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 relative net assets. Commitment fees are ordinary fund operating expenses. 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 1% plus the greater of the New York Fed Bank Rate and 1-month LIBOR rate.
Prior to October 12, 2017, the Portfolio and other affiliated Funds participated in a $360 million revolving credit facility.
The Portfolio had no outstanding loans as of December 31, 2017.
24
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 2017
Foreign and Emerging Markets Risk
Investing in foreign markets involves risks and considerations not typically associated with investing in the U.S. Foreign securities may be subject to risk of loss because of government regulation, economic, political and social instability in the countries in which the Portfolio invests. Foreign markets may be less liquid than investments in the U.S. and may be subject to the risks of currency fluctuations. To the extent that the Portfolio invests in securities of issuers located in emerging markets, these risks may be even more pronounced.
Market and Credit Risk
In the normal course of business, the Portfolio trades financial instruments and enters into transactions where risk of potential loss exists due to changes in the general economic conditions and fluctuations of the market (market risk). Additionally, the Portfolio may also be exposed to credit risk in the event that an issuer or guarantor fails to perform or that an institution or entity with which the Portfolio has unsettled or open transactions defaults.
Management has evaluated the impact of all subsequent events on the Portfolio through the date on which the financial statements were available to be issued and has determined that there were no subsequent events requiring adjustment or disclosure in the financial statements.
25
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and Board of Trustees of
State Street International Developed Equity Index Portfolio:
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of State Street International Developed Equity Index Portfolio (the “Portfolio”) (one of the portfolios constituting State Street Master Funds (the “Trust”)), including the schedule of investments, as of December 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets and the financial highlights for the year ended December 31, 2017 and the period from April 29, 2016 (commencement of operations) through December 31, 2016 and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of State Street International Developed Equity Index Portfolio (one of the portfolios constituting State Street Master Funds) at December 31, 2017, the results of its operations for the year then ended, the changes in its net assets and the financial highlights for the year ended December 31, 2017 and the period from April 29, 2016 (commencement of operations) through December 31, 2016, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financials reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2017, by correspondence with the custodian, brokers and others or by other appropriate auditing procedures where replies from brokers and others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provides a reasonable basis for our opinion.

We have served as the auditor of one or more State Street Global Advisors investment companies since 2000.
Boston, Massachusetts
February 28, 2018
26
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
OTHER INFORMATION
December 31, 2017 (Unaudited)
Expense Example
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, including sales charges (loads), if applicable, on purchase payments, reinvested dividends, or other distributions and (2) ongoing costs, including advisory fees and to the extent applicable, distribution (12b-1) and/or service fees; and other Portfolio expenses. 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. It is based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from July 1, 2017 to December 31, 2017.
The table below illustrates your Portfolio’s cost 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 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 U.S. Securities and Exchange Commission (the “SEC”) 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 transaction costs, such as sales load charges (loads). Therefore, the hypothetical 5% return section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
| | | | | | | | | | | | | | | | | | | | |
| | | | | Actual | | | Hypothetical (assuming a 5% return before expenses) | |
| | Annualized Expense Ratio | | | Ending Account Value | | | Expenses Paid During Period(a) | | | Ending Account Value | | | Expenses Paid During Period(a) | |
State Street International Developed Equity Index Portfolio | | | 0.14 | % | | $ | 1,078.10 | | | $ | 0.73 | | | $ | 1,024.50 | | | $ | 0.71 | |
(a) | Expenses are equal to the Portfolio’s annualized net expense ratio multiplied by the average account value of the period, multiplied by 184, then divided by 365. |
27
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
Proxy Voting Policies and Procedures and Records
The Portfolio has adopted the proxy voting policies of the Adviser. A description of the policies and procedures that the Portfolio have adopted to determine how to vote proxies relating to portfolio securities are contained in the Portfolio’s Statement of Additional Information, which is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330. Information regarding how the Portfolio voted proxies, if any, during the most recent 12-month period ended June 30 is available by August 31 of each year without charge (1) by calling 1-877-521-4083 (toll free), or (2) on the website of the SEC at www.sec.gov.
Quarterly Portfolio Schedule
The Portfolio will file its complete schedule of investments with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Portfolio’s Form N-Q is available (i) without charge, upon request, by calling the Portfolio at 1-877-521-4083, (ii) on the SEC’s website at www.sec.gov, or (iii) at the SEC’s public reference room. Information on the operation of the public reference room may be obtained by calling 1-800-SEC-0330.
28
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
TRUSTEES AND OFFICERS INFORMATION
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Trustees | | | | | | | | | | |
Independent Trustees | | | | | | | | | | |
Michael F. Holland c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1944 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 7/99 | | Chairman, Holland & Company L.L.C. (investment adviser) (1995-present). | | 67 | | Director, the Holland Series Fund, Inc.; Director, The China Fund, Inc.; Director, The Taiwan Fund, Inc. (2007-2017); Director, Reaves Utility Income Fund, Inc.; and Director, Blackstone/GSO Loans (and Real Estate) Funds. |
Patrick J. Riley c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chairman of the Board | | Term: Indefinite Elected: 1/14 | | 2002 to May 2010, Associate Justice of the Superior Court, Commonwealth of Massachusetts; 1985 to 2002, Partner, Riley, Burke & Donahue, L.L.P. (law firm); 1998 to Present, Independent Director, State Street Global Advisers Ireland, Ltd. (investment company); 1998 to Present, Independent Director, SSGA Liquidity plc (formerly, SSGA Cash Management Fund plc); January 2009 to Present, Independent Director, SSGA Fixed Income plc; and January 2009 to Present, Independent Director, SSGA Qualified Funds PLC. | | 73 | | Board Director and Chairman, SPDR Europe 1PLC Board (2011-Present); Board Director and Chairman, SPDR Europe II, PLC (2013- Present). |
William L. Marshall c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1942 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 1/14 | | July 2016 to Present, Chief Executive Officer and Chief Compliance Officer, The Marshall Financial Group, Inc.; 2015 to present, Board member, The Doylestown Health Foundation Board; April 2011 to June 2016, Chairman (until April 2011, Chief Executive Officer and President), Wm. L. Marshall Associates, Inc., Wm. L. Marshall Companies, Inc. and the Marshall Financial Group, Inc. (a registered investment adviser and provider of financial and related consulting services); Certified Financial Planner; Member, Financial Planners Association. | | 73 | | None. |
Richard D. Shirk c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1945 | | Trustee and Co-Chairman of the Qualified Legal and Compliance Committee | | Term: Indefinite Elected: 1/14 | | March 2001 to April 2002, Chairman (1996 to March 2001, President and Chief Executive Officer), Cerulean Companies, Inc. (holding company) (Retired); 1992 to March 2001, President and Chief Executive Officer, Blue Cross Blue Shield of Georgia (health insurer, managed healthcare). | | 73 | | 1998 to December 2008, Chairman, Board Member and December 2008 to Present, Investment Committee Member, Healthcare Georgia Foundation (private foundation); September 2002 to 2012, Lead Director and Board Member, Amerigroup Corp. (managed health care); 1999 to 2013, Board Member and (since 2001) Investment Committee Member, Woodruff Arts Center; and 2003 to 2009, Trustee, Gettysburg College; Board member, Aerocare Holdings, Regenesis Biomedical Inc. |
Rina K. Spence c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1948 | | Trustee and Co-Chair of the Qualified Legal and Compliance Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 7/99 | | President of SpenceCare International LLC (international healthcare consulting) (1999-present); Chief Executive Officer, IEmily.com (health internet company) (2000-2001); Chief Executive Officer of Consensus Pharmaceutical, Inc. (1998-1999); Founder, President and Chief Executive Officer of Spence Center for Women’s Health (1994-1998); President and CEO, Emerson Hospital (1984-1994); Honorary Consul for Monaco in Boston (2015-present). | | 73 | | Trustee, Eastern Enterprise (utilities) (1988-2000); Director, Berkshire Life Insurance Company of America (1993-2009). |
29
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation During the Past Five Years and Relevant Experience | | Number of Funds in Fund Complex Overseen by Trustee† | | Other Directorships Held by Trustee During the Past Five Years |
Bruce D. Taber c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1943 | | Trustee and Co-Chairman of the Valuation Committee and Co-Chair of the Governance Committee | | Term: Indefinite Elected: 1/14 | | Retired; 1999 to 2016, Partner, Zenergy LLC (a technology company providing Computer Modeling and System Analysis to the General Electric Power Generation Division); Until December 2008, Independent Director, SSGA Cash Management Fund plc; Until December 2008, Independent Director, State Street Global Advisers Ireland, Ltd. (investment companies); and Until August 1994, President, Alonzo B. Reed, Inc., (a Boston architect-engineering firm). | | 67 | | None. |
Douglas T. Williams c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1940 | | Trustee and Co-Chairman of the Audit Committee | | Term: Indefinite Elected: 7/99 | | Retired Executive Vice President and member of Executive Committee, Chase Manhattan Bank (1987-1999); President, Boston Stock Exchange Depository Trust Company, 1981-1982; Treasurer, Nantucket Educational Trust, (2002-2007); Executive Vice President and Global Head of Technology and Operations, JP Morgan Chase (1994 to1998). | | 73 | | None. |
Michael A. Jessee c/o SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1946 | | Trustee and Co-Chairman of the Valuation Committee | | Term: Indefinite Appointed: 7/16 | | Retired; formerly, President and Chief Executive Officer of the Federal Home Loan Bank of Boston (1989-2009); Trustee, Randolph-Macon College (2004-2016). | | 73 | | None. |
Interested Trustees(1) | | | | | | | | | | |
James E. Ross SSGA Funds Management, Inc. One Lincoln Street Boston, MA 02111-2900 YOB: 1965 | | Trustee | | Term: Indefinite Appointed: 2/07 | | Chairman and Director, SSGA Funds Management, Inc. (2005-present); Executive Vice President, State Street Global Advisors (2012-present); Chief Executive Officer and Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present); Director, State Street Global Markets, LLC (2013-April 2017); President, SSGA Funds Management, Inc. (2005-2012), Principal, State Street Global Advisors (2000-2005). | | 234 | | SSGA SPDR ETFs Europe I plc (Director) (November 2016-present); SSGA SPDR ETFs Europe II plc (Director) (November 2016-present). |
† | For the purpose of determining the number of portfolios overseen by the Trustees, “Fund Complex” comprises registered investment companies for which SSGA Funds Management, Inc. serves as investment adviser. |
(1) | Mr. Ross is an Interested Trustee because of his employment by SSGA FM, an affiliate of the Trust. |
The following lists the principal officers for the Trust, as well as their mailing addresses and ages, positions with the Trust and length of time served, and present and principal occupations:
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
Officers | | | | | | |
ELLEN M. NEEDHAM SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1967 | | President | | Term: Indefinite Elected: 10/12 | | President and Director, SSGA Funds Management, Inc. (2001-present)*; Senior Managing Director, State Street Global Advisors (1992-present); Director, State Street Global Advisors Funds Distributors, LLC (May 2017-present).* |
30
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
BRUCE S. ROSENBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1961 | | Treasurer | | Term: Indefinite Elected: 2/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (July 2015-present); Director, Credit Suisse (April 2008-July 2015). |
ANN M. CARPENTER SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1966 | | Vice President and Deputy Treasurer | | Term: Indefinite Elected: 10/12 Term: Indefinite Elected: 2/16 | | Chief Operating Officer, SSGA Funds Management, Inc. (2005-Present)*; Managing Director, State Street Global Advisors (2005-present).* |
CHAD C. HALLETT SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1969 | | Deputy Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (November 2014-present); Vice President, State Street Bank and Trust Company (2001-November 2014).* |
DARLENE ANDERSON-VASQUEZ SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1968 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (May 2016-present); Senior Vice President, John Hancock Investments (September 2007-May 2016). |
ARTHUR A. JENSEN SSGA Funds Management, Inc. 1600 Summer Street Stamford, CT 06905 YOB: 1966 | | Deputy Treasurer | | Term: Indefinite Elected: 11/16 | | Vice President at State Street Global Advisors (July 2016-present); Deputy Treasurer of Elfun Funds (July 2016-present); Treasurer of State Street Institutional Funds, State Street Variable Insurance Series Funds, Inc. and GE Retirement Savings Plan Funds (June 2011-present); Treasurer of Elfun Funds (June 2011-July 2016); Mutual Funds Controller of GE Asset Management Incorporated (April 2011-July 2016). |
SUJATA UPRETI SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1974 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (May 2015-present); Assistant Director, Cambridge Associates, LLC (July 2014-January 2015); Vice President, Bank of New York Mellon (July 2012-August 2013); Manager, PricewaterhouseCoopers, LLP (September 2003-July 2012). |
DANIEL FOLEY SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1972 | | Assistant Treasurer | | Term: Indefinite Elected: 2/16 | | Vice President, State Street Global Advisors and SSGA Funds Management, Inc. (April 2007-present).* |
DANIEL G. PLOURDE SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1980 | | Assistant Treasurer | | Term: Indefinite Elected: 5/17 | | Assistant Vice President, SSGA Funds Management, Inc. (May 2015-present); Officer, State Street Bank and Trust Company (March 2009-May 2015). |
BRIAN HARRIS SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1973 | | Chief Compliance Officer, Anti-Money Laundering Officer and Code of Ethics Compliance Officer | | Term: Indefinite Elected: 11/13 Term: Indefinite Elected: 9/16 | | Managing Director, State Street Global Advisors and SSGA Funds Management, Inc. (2013-Present); Senior Vice President and Global Head of Investment Compliance, BofA Global Capital Management (September 2010-May 2013). |
31
STATE STREET MASTER FUNDS
STATE STREET INTERNATIONAL DEVELOPED EQUITY INDEX PORTFOLIO
OTHER INFORMATION (continued)
December 31, 2017 (Unaudited)
| | | | | | |
Name, Address and Year of Birth | | Position(s) Held with Trust | | Term of Office and Length of Time Served | | Principal Occupation(s) During the Past 5 Years |
JOSHUA A. WEINBERG SSGA Funds Management, Inc. State Street Financial Center One Lincoln Street Boston, MA 02111-2900 YOB: 1978 | | Chief Legal Officer | | Term: Indefinite Elected: 2/15 | | Managing Director and Managing Counsel, State Street Global Advisors (2011-present)*; Clerk, SSGA Funds Management, Inc. (2013-present); Associate, Financial Services Group, Dechert LLP (2005-2011). |
JESSE D. HALLEE State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1976 | | Secretary | | Term: Indefinite Elected: 9/16 | | Vice President and Managing Counsel, State Street Bank and Trust Company (2013-present); Vice President and Counsel, Brown Brothers Harriman & Co. (2007-2013). |
KHIMMARA GREER State Street Bank and Trust Company 100 Summer Street, 7th Floor Boston, MA 02111-2900 YOB: 1983 | | Assistant Secretary | | Term: Indefinite Elected: 5/16 | | Vice President and Counsel, State Street Bank and Trust Company (2015-present); Regulatory Advisor, JPMorgan (2014-2015); Claims Case Manager, Liberty Mutual Insurance (2012-2014); Contract Attorney, Various Law Firms (2011-2012). |
* | Served in various capacities and/or with various affiliated entities during noted time period. |
Statement of Additional Information (SAI) includes additional information about the Portfolio’s directors and is available, without charge, upon request and by calling 1-877-521-4083.
32
Trustees
Michael F. Holland
Michael A. Jessee
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 of the Portfolio
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
SSIITHIDEAR
The information contained in this report is intended for the general information of shareholders of the Portfolio and shareholders of any fund invested in the Portfolio. Interests in the Portfolio are offered solely to eligible investors in private placement transactions that do not involve any “public offering” within the meaning of Section 4(a)(2) of the 1933 Act. This report is not authorized for distribution (i) to prospective investors in any fund invested in the Portfolio unless preceded or accompanied by a current offering document for such fund or (ii) to prospective eligible investors in the Portfolio unless preceded or accompanied by a current offering document of the Portfolio. Eligible investors in the Portfolio may obtain a current Portfolio offering document by calling 1-877-521-4083. Please read the offering document carefully before investing in the Portfolio.
Item 2. Code of Ethics.
As of the end of the period covered by this report, State Street Master Funds (the “Trust” or “Registrant”) has adopted a code of ethics, as defined in Item 2(b) of Form N-CSR, that applies to the Registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the Registrant or a third party (the “Code”). That Code comprises written standards that are reasonably designed to deter wrongdoing and to promote: (1) honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; (2) full, fair, accurate, timely and understandable disclosure in reports and documents that the Registrant files with, or submits to, the U.S. Securities Exchange Commission (the “SEC”) and in other public communications made by the Registrant; (3) compliance with applicable laws and governmental rules and regulations; (4) the prompt internal reporting to an appropriate person or persons identified in the Code of violations of the Code; and (5) accountability for adherence to the Code. As of the period covered by the report, the Code was combined with other mutual funds advised by SSGA Funds Management, Inc. (“SSGA FM” or the “Adviser”). The Registrant has not made any amendments to the Code that relates to any element of the code of ethics definition set forth in Item 2(b) of Form N-CSR during the covered period. The Registrant has not granted any waivers from any provisions of the Registrant’s Code during the covered period. A copy of the Registrant’s Code is filed as Exhibit 13(a)(1) to this Form N-CSR.
Item 3. Audit Committee Financial Expert.
The Trust’s Board of Trustees (the “Board”) has determined that the Trust has the following “audit committee financial experts” as defined in Item 3(b) of Form N-CSR serving on its audit committee (the “Audit Committee”): Messrs. Michael F. Holland and Richard D. Shirk. Each of the “audit committee financial experts” is “independent” as that term is defined in Item 3(a)(2) of Form N-CSR.
An “audit committee financial expert” is not an “expert” for any purpose, including for purposes of Section 11 of the Securities Act of 1933, as amended, as a result of being designated as an “audit committee financial expert.” Further, the designation of a person as an “audit committee financial expert” does not mean that the person has any greater duties, obligations, or liability than those imposed on the person without the “audit committee financial expert” designation. Similarly, the designation of a person as an “audit committee financial expert” does not affect the duties, obligations, or liability of any other member of the Audit Committee or the Board.
Item 4. Principal Accountant Fees and Services.
For the fiscal years ended December 31, 2017 and December 31, 2016, the aggregate audit fees billed for professional services rendered by Ernst & Young LLP (“E&Y”), the Trust’s principal accountant, for the audit of the Trust’s annual financial statements or services normally provided by E&Y in connection with the Trust’s statutory and regulatory filings and engagements were $180,177 and $168,650, respectively.
For the fiscal years ended December 31, 2017 and December 31, 2016, there were no fees for assurance and related services by E&Y reasonably related to the performance of the audit of the Trust’s financial statements that were not reported under paragraph (a) of this Item.
For the fiscal years ended December 31, 2017 and December 31, 2016, the aggregate tax fees billed for professional services rendered by E&Y for tax compliance, tax advice, and tax planning in the form of preparation of excise filings and income tax returns were $45,420 and $44,098, respectively.
For the fiscal years ended December 31, 2017 and December 31, 2016, there were no fees billed for professional services rendered by E&Y for products and services provided by E&Y to the Trust, other than the services reported in paragraphs (a) through (c).
For the fiscal years ended December 31, 2017 and December 31, 2016, the aggregate fees for professional services rendered by E&Y for products and services provided by E&Y to the Adviser and any entity controlling, controlled by, or under common control with the Adviser that provides ongoing services to the Trust that (i) relate directly to the operations and financial reporting of the Trust and (ii) were pre-approved by the Audit Committee were approximately $7,777,372 and $7,777,372 , respectively.
| (e)(1) | Audit Committee Pre-Approval Policies and Procedures |
The Trust’s Audit Committee Charter states the following with respect to pre-approval procedures:
The Audit Committee shall have the following duties and powers:
| • | | To pre-approve engagements by a Trust’s independent auditor for non-audit services to be rendered to the Fund’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the Fund, if the engagement relates directly to the operations and financial reporting of the Fund; |
| • | | To establish, if deemed necessary or appropriate as an alternative to Audit Committee pre-approval of services to be provided by the independent auditor as required by paragraph (b) above, policies and procedures to permit such services to be pre-approved by other means, such as by action of a designated member or members of the Audit Committee, subject to the requirement that the decision of any member to whom authority is delegated to pre-approve an activity shall be presented to the full Audit Committee at its next scheduled meeting; |
Alternate Pre-Approval Procedure:
| • | | The Chairperson, or a Co-Chairperson, of the Audit Committee is authorized to pre-approve any engagement involving the Trust’s independent auditors to the same extent as the Audit Committee. Any pre-approval decision by the Chairperson, or a Co-Chairperson, under the foregoing authority shall be presented to the Audit Committee at its next scheduled meeting. |
| (e)(2) | Percentages of Services |
None of the services described in paragraphs (b) through (d) of this Item were performed in reliance on paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X during the period of time for which such rule was effective.
| (g) | Total Fees Paid By Adviser and Certain Affiliates |
For the fiscal years ended December 31, 2017 and December 31, 2016, the aggregate non-audit fees billed by E&Y for services rendered to the Trust and the Adviser and any entity controlling, controlled by, or under common control with the Adviser that provided ongoing services to the Trust were approximately $28,718,894 and $26,000,000, respectively.
| (h) | E&Y notified the Trust’s Audit Committee of all non-audit services that were rendered by E&Y to the Adviser and any entity controlling, controlled by, or under common control with the Adviser that provides services to the Trust, which services were not required to be pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, allowing the Trust’s Audit Committee to consider whether such services were compatible with maintaining E&Y’s independence. |
Item 5. Audit Committee of Listed Registrants.
Not applicable to the Registrant.
Item 6. Schedule of Investments.
(a) | Schedules of Investments are included as part of the reports to shareholders filed under 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.
There were no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees.
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, 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, as amended.
(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 last fiscal quarter of the period covered by this Form N-CSR filing that have materially affected, or are reasonably likely to materially affect, the Trust’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Item 13. Exhibits.
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(a)(1) | | Code of Ethics pursuant to Item 2 of Form N-CSR is attached hereto. |
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(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. |
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(a)(3) | | Not applicable to the Registrant. |
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(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, as amended, 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: | | March 8, 2018 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, as amended, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
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By: | | /s/ Ellen M. Needham |
| | Ellen M. Needham |
| | President (Principal Executive Officer) |
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Date: | | March 8, 2018 |
| | |
By: | | /s/ Bruce S. Rosenberg |
| | Bruce S. Rosenberg |
| | Treasurer (Principal Financial and Accounting Officer) |
| |
Date: | | March 8, 2018 |