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: 811-21622
Thrivent Financial Securities Lending Trust
(Exact name of registrant as specified in charter)
625 Fourth Avenue South
Minneapolis, Minnesota 55415
(Address of principal executive offices) (Zip code)
John L. Sullivan
625 Fourth Avenue South
Minneapolis, Minnesota 55415
(Name and address of agent for service)
Registrant’s telephone number, including area code: (612) 844-5704
Date of fiscal year end: October 31
Date of reporting period: October 31, 2007
Item 1. Report to Stockholders
THRIVENT FINANCIAL SECURITIES LENDING TRUST
William D. Stouten, Portfolio Manager
The Trust seeks to maximize current income, to the extent consistent with the preservation of capital and liquidity, and to maintain a stable net asset value of $1.00 per share by investing in dollar-denominated securities with remaining maturity of one year or less.
Fortunately, our conservative investment philosophy was rewarded during this period’s market turmoil. The Trust had little exposure to the types of securities that concerned the market, and we entered the period with plenty of liquidity. We maintained a defensive portfolio stance during the summer, focusing less on yield and more on conservative investments and improving liquidity. The Trust also benefited from its high concentration of LIBOR (London Interbank Offered Rate)-based floaters, which reset at high rates during the period because of the disruption in the European banking system and the subsequent increase in LIBOR rates.
| | | |
THRIVENT FINANCIAL SECURITIES LENDING TRUST |
AS OF OCTOBER 31, 2007* |
|
7-Day Yield | | 5.06% | |
|
7-Day Effective Yield | | 5.19% | |
|
|
Average Annual Total Returns** |
|
| | | Since Inception, |
For the Period Ended October 31, 2007 | | 1-Year | 9/16/2004 |
|
Total Return | | 5.46% | 4.32% |
|
* Seven-day yields of the Thrivent Financial Securities Lending Trust refer to the income generated by an investment in the Trust over a specified seven-day period. Effective yields reflect the reinvestment of income. Yields are subject to daily fluctuation and should not be considered an indication of future results.
** Annualized total returns represent past performance and reflect changes in share prices, the reinvestment of all dividends and capital gains, and the effects of compounding. The returns shown do not reflect taxes a shareholder would pay on distributions or redemptions.
Past performance is not an indication of future results. Investing in a mutual fund involves risks, including the possible loss of principal. The prospectus contains more complete information on the investment objectives, risks, charges and expenses of the investment company which investors should read and consider carefully before investing.
An investment in this fund is not insured or guaranteed by the FDIC or any other government agency. Although this fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in this fund.
1
Shareholder Expense Example
(Unaudited)
As a shareholder of the Trust, you incur ongoing costs, including management fees and other Trust expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Trust and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2007 through October 31, 2007.
Actual Expenses
In the table below, the first line provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during the period.
Hypothetical Example for Comparison Purposes
In the table below, the second line provides information about hypothetical account values and hypothetical expenses based on the Trust's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Trust's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Trust and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical example that appears in the shareholder reports of the other funds.
| | | | |
| Beginning | Ending | Expenses | |
| Account | Account | Paid During | Annualized |
| Value | Value | Period* | Expense |
| 5/1/2007 | 10/31/2007 | 5/1/2007 – 10/31/2007 | Ratio |
|
Thrivent Financial Securities Lending Trust | | | |
|
Actual | $ 1,000 | $ 1,027 | $ 0.26 | 0.05% |
Hypothetical** | $ 1,000 | $ 1,025 | $ 0.26 | 0.05% |
* Expenses are equal to the Trust's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 to reflect the number of days in the period.
** Assuming 5% total return before expenses
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and Trustees of Thrivent Financial Securities Lending Trust:
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Thrivent Financial Securities Lending Trust (the "Trust") at October 31, 2007, the results of its operations, changes in its net assets and financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2007 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.
December 17, 2007
3
| | | | | |
| | | | |
SCHEDULE OF INVESTMENTS |
AS OF OCTOBER 31, 2007 |
|
|
| Thrivent Financial Securities Lending Trust | |
|
|
Principal | | Interest | | Maturity | |
Amount | Commercial Paper – (56.8%) | Rate (+) | | Date | Value |
|
|
Banking-Domestic – (5.9%) | | | |
$25,000,000 | ABN Amro NA Finance | 5.000% | 1/15/2008 | $24,739,583 |
10,000,000 | Bank of America Corporation | 5.450 | 12/14/2007 | 9,934,903 |
30,000,000 | Barclays Bank plc | 5.120 | 12/20/2007 | 30,000,000 |
25,000,000 | Barclays US Funding, LLC | 5.095 | 12/11/2007 | 24,858,472 |
30,000,000 | BNP Paribas Financial, Inc. | 4.970 | 11/15/2007 | 29,942,017 |
10,000,000 | Central America Bank « | 5.070 | 11/19/2007 | 9,974,650 |
25,000,000 | Members United Corporate Federal | 4.850 | 11/14/2007 | 24,956,215 |
| Credit Union | | | |
20,000,000 | Members United Corporate Federal | 4.850 | 11/16/2007 | 19,959,583 |
| Credit Union | | | |
4,975,000 | MLTC Funding, Inc. « | 4.780 | 11/26/2007 | 4,958,486 |
25,000,000 | Societe Generale North American | 5.100 | 12/3/2007 | 24,886,667 |
30,000,000 | Societe Generale North American | 5.040 | 12/17/2007 | 29,806,800 |
32,869,000 | Society of New York « | 5.000 | 11/1/2007 | 32,869,000 |
30,000,000 | UBS Finance Corporation | 4.790 | 12/27/2007 | 29,776,466 |
|
|
|
| Total Banking-Domestic | | | 296,662,842 |
|
|
|
Banking-Foreign – (3.6%) | | | |
25,000,000 | Bank of Scotland plc | 5.070 | 12/11/2007 | 24,859,167 |
25,000,000 | Bank of Scotland plc | 5.025 | 12/19/2007 | 24,832,500 |
30,000,000 | Bank of Scotland plc | 4.910 | 1/23/2008 | 29,660,392 |
30,000,000 | Bank of Scotland plc | 4.760 | 2/25/2008 | 29,539,867 |
8,850,000 | DnB NORBank ASA | 5.062 | 11/20/2007 | 8,826,358 |
15,600,000 | DnB NORBank ASA | 5.110 | 12/3/2007 | 15,529,141 |
22,000,000 | DnB NORBank ASA | 5.050 | 12/14/2007 | 21,867,297 |
1,400,000 | DnB NORBank ASA | 4.950 | 1/4/2008 | 1,387,680 |
5,000,000 | ICICI Bank, Ltd. « | 4.950 | 7/7/2008 | 4,828,812 |
19,500,000 | Rabobank Nederland NV/NY | 4.950 | 11/20/2007 | 19,449,056 |
|
|
|
| Total Banking-Foreign | | | 180,780,270 |
|
|
|
|
Basic Industry – (0.3%) | | | |
15,000,000 | BASF AG | 5.380 | 11/30/2007 | 14,934,992 |
|
|
|
| Total Basic Industry | | | 14,934,992 |
|
|
4
| | | | | |
| | | | |
| SCHEDULE OF INVESTMENTS - CONTINUED | |
| AS OF OCTOBER 31, 2007 | | |
|
|
Principal | | Interest | | Maturity | |
Amount | Commercial Paper – (56.8%) | Rate (+) | | Date | Value |
|
|
Brokerage – (3.1%) | | | |
$16,000,000 | Citigroup Funding, Inc. | 4.950% | 11/9/2007 | $15,982,400 |
30,000,000 | Citigroup Funding, Inc. | 4.900 | 11/13/2007 | 29,951,000 |
30,000,000 | Citigroup Funding, Inc. | 4.900 | 11/16/2007 | 29,938,750 |
30,000,000 | Citigroup Funding, Inc. | 4.900 | 11/19/2007 | 29,926,500 |
25,000,000 | Citigroup Funding, Inc. | 4.770 | 12/18/2007 | 24,844,312 |
25,000,000 | Citigroup Funding, Inc. | 4.770 | 12/19/2007 | 24,841,000 |
|
|
|
| Total Brokerage | | | 155,483,962 |
|
|
|
Capital Goods – (2.1%) | | | |
30,000,000 | General Electric Company | 4.850 | 12/27/2007 | 29,773,667 |
30,000,000 | General Electric Company | 4.850 | 12/28/2007 | 29,769,625 |
45,000,000 | General Electric Company | 4.977 | 12/31/2007 | 44,626,750 |
|
|
|
| Total Capital Goods | | | 104,170,042 |
|
|
|
Consumer Cyclical – (4.5%) | | | |
30,000,000 | Toyota Motor Credit Corporation | 4.800 | 11/26/2007 | 29,900,000 |
30,000,000 | Toyota Motor Credit Corporation | 4.800 | 11/27/2007 | 29,896,000 |
30,000,000 | Toyota Motor Credit Corporation | 4.800 | 12/12/2007 | 29,836,000 |
30,000,000 | Toyota Motor Credit Corporation | 4.850 | 12/19/2007 | 29,806,000 |
30,000,000 | Toyota Motor Credit Corporation | 4.780 | 12/28/2007 | 29,772,950 |
30,000,000 | Toyota Motor Credit Corporation | 4.780 | 12/31/2007 | 29,761,000 |
50,000,000 | Wal-Mart Funding Corporation « | 5.224 | 11/19/2007 | 49,869,400 |
|
|
|
| Total Consumer Cyclical | | | 228,841,350 |
|
|
|
Consumer Non-Cyclical – (2.8%) | | | |
25,000,000 | Catholic Health Initiatives | 5.000 | 11/6/2007 | 25,000,000 |
25,000,000 | Catholic Health Initiatives | 5.100 | 11/8/2007 | 25,000,000 |
25,000,000 | Catholic Health Initiatives | 4.950 | 12/11/2007 | 25,000,000 |
25,000,000 | Louis Dreyfus Corporation « | 4.930 | 11/27/2007 | 24,910,986 |
11,672,000 | Louis Dreyfus Corporation « | 4.800 | 11/29/2007 | 11,628,425 |
30,000,000 | Nestle Finance France SA | 4.800 | 11/29/2007 | 29,888,000 |
|
|
|
| Total Consumer Non-Cyclical | | | 141,427,411 |
|
|
|
Education – (2.2%) | | | |
25,000,000 | Duke University | 5.000 | 12/10/2007 | 24,864,583 |
22,859,000 | Duke University | 5.000 | 12/11/2007 | 22,732,006 |
25,000,000 | Northwestern University | 5.050 | 11/15/2007 | 24,950,903 |
24,500,000 | Northwestern University | 5.000 | 12/12/2007 | 24,360,486 |
10,000,000 | Yale University | 5.310 | 11/6/2007 | 9,992,625 |
5,000,000 | Yale University | 5.000 | 12/12/2007 | 4,971,528 |
|
|
|
| Total Education | | | 111,872,131 |
|
|
5
| | | | | |
| SCHEDULE OF INVESTMENTS - CONTINUED |
| | AS OF OCTOBER 31, 2007 | | |
|
|
Principal | | | Interest | Maturity | |
Amount | Commercial Paper – (56.8%) | Rate (+) | Date | Value |
|
|
Energy – (0.5%) | | | | |
$18,500,000 | BP Capital Markets plc | | 4.700% | 11/1/2007 | $18,500,000 |
6,025,000 | Total Capital SA | | 4.780 | 12/31/2007 | 5,977,001 |
|
|
|
| Total Energy | | | 24,477,001 |
|
|
|
Finance – (28.9%) | | | | |
2,500,000 | Amsterdam Funding Corporation « | 5.050 | 11/8/2007 | 2,497,545 |
21,200,000 | Amsterdam Funding Corporation « | 5.090 | 11/16/2007 | 21,155,038 |
30,000,000 | Barton Capital, LLC « | | 4.820 | 11/7/2007 | 29,975,900 |
30,000,000 | Barton Capital, LLC « | | 4.980 | 12/6/2007 | 29,854,750 |
30,000,000 | BTM Capital Corporation | 4.840 | 11/20/2007 | 29,923,367 |
30,000,000 | BTM Capital Corporation | 4.920 | 11/21/2007 | 29,918,000 |
25,000,000 | BTM Capital Corporation | 4.830 | 12/26/2007 | 24,815,521 |
11,108,000 | Chariot Funding, LLC « | 5.180 | 11/26/2007 | 11,068,042 |
8,803,000 | Chariot Funding, LLC « | 5.000 | 12/14/2007 | 8,750,427 |
30,000,000 | Charta, LLC « | | 4.900 | 1/25/2008 | 29,652,917 |
15,000,000 | COFCO Capital Company « | 4.900 | 11/13/2007 | 14,975,500 |
30,000,000 | Corporate Asset Finance Company, LLC « | 4.900 | 1/29/2008 | 29,636,583 |
50,000,000 | ED&F Man Treasury Management plc « | 4.840 | 11/1/2007 | 50,000,000 |
7,038,000 | Falcon Asset Securitization Corporation « | 5.170 | 11/28/2007 | 7,010,710 |
30,000,000 | Galaxy Funding, Inc. « | | 5.100 | 12/3/2007 | 29,864,000 |
4,000,000 | General Electric Capital Corporation | 4.900 | 11/6/2007 | 3,997,278 |
30,000,000 | General Electric Capital Corporation | 4.800 | 12/11/2007 | 29,840,000 |
25,000,000 | Grampian Funding, LLC « | 5.190 | 12/17/2007 | 24,834,208 |
15,000,000 | ING US Funding, LLC | | 4.970 | 12/28/2007 | 14,881,962 |
14,000,000 | ING US Funding, LLC | | 4.990 | 1/22/2008 | 13,840,874 |
19,107,000 | Kitty Hawk Funding Corporation « | 4.950 | 11/28/2007 | 19,036,065 |
30,000,000 | Kitty Hawk Funding Corporation « | 4.950 | 12/20/2007 | 29,797,875 |
25,567,000 | Kitty Hawk Funding Corporation « | 4.810 | 1/11/2008 | 25,324,462 |
30,000,000 | Mont Blanc Capital Corporation « | 5.200 | 11/9/2007 | 29,965,333 |
30,000,000 | Mont Blanc Capital Corporation « | 5.200 | 11/15/2007 | 29,939,333 |
30,000,000 | Mont Blanc Capital Corporation « | 4.900 | 1/23/2008 | 29,661,083 |
5,000,000 | NATC California, LLC « | 5.100 | 1/10/2008 | 4,950,417 |
15,272,000 | Nieuw Amsterdam Receivables Corporation « | 4.950 | 11/1/2007 | 15,272,000 |
25,000,000 | Nieuw Amsterdam Receivables Corporation « | 5.200 | 12/21/2007 | 24,819,444 |
27,603,000 | Old Line Funding Corporation « | 4.850 | 11/20/2007 | 27,532,344 |
15,362,000 | Old Line Funding Corporation « | 4.800 | 11/28/2007 | 15,306,697 |
24,134,000 | Park Avenue Receivables Corporation « | 5.100 | 11/7/2007 | 24,113,486 |
30,000,000 | Proctor & Gamble International Funding SCA | 4.810 | 11/19/2007 | 29,927,850 |
33,950,000 | Proctor & Gamble International Funding SCA | 4.800 | 11/20/2007 | 33,863,993 |
47,755,000 | Proctor & Gamble International Funding SCA | 4.800 | 12/14/2007 | 47,481,205 |
31,160,000 | Proctor & Gamble International Funding SCA | 4.801 | 12/17/2007 | 30,968,829 |
30,000,000 | Regency Markets No.1, LLC « | 5.200 | 11/19/2007 | 29,922,000 |
25,000,000 | Regency Markets No.1, LLC « | 4.950 | 11/20/2007 | 24,934,688 |
6
| | | | | |
| | | | |
| SCHEDULE OF INVESTMENTS - CONTINUED |
| AS OF OCTOBER 31, 2007 | | |
|
|
Principal | | Interest | | Maturity | |
Amount | Commercial Paper – (56.8%) | Rate (+) | | Date | Value |
|
$30,000,000 | Sheffield Receivables Corporation « | 5.210% | 11/6/2007 | $29,978,292 |
25,000,000 | Sheffield Receivables Corporation « | 4.900 | 11/9/2007 | 24,972,778 |
30,000,000 | Sheffield Receivables Corporation « | 5.100 | 11/13/2007 | 29,949,000 |
8,000,000 | Sheffield Receivables Corporation « | 4.980 | 11/15/2007 | 7,984,507 |
30,000,000 | Sheffield Receivables Corporation « | 5.120 | 11/16/2007 | 29,936,000 |
16,000,000 | Sheffield Receivables Corporation « | 5.000 | 11/19/2007 | 15,960,000 |
8,490,000 | Thames Asset Global Securitization, Inc. « | 5.000 | 11/9/2007 | 8,480,567 |
20,346,000 | Thames Asset Global Securitization, Inc. « | 4.870 | 11/26/2007 | 20,277,191 |
30,000,000 | Thames Asset Global Securitization, Inc. « | 4.900 | 11/28/2007 | 29,889,750 |
14,964,000 | Three Pillars, Inc. « | 5.200 | 11/7/2007 | 14,951,031 |
30,000,000 | Three Pillars, Inc. « | 5.100 | 11/15/2007 | 29,940,500 |
27,000,000 | Three Pillars, Inc. « | 4.860 | 11/20/2007 | 26,930,745 |
30,000,000 | Three Pillars, Inc. « | 4.880 | 11/28/2007 | 29,890,200 |
30,000,000 | Thunder Bay Funding, Inc. « | 4.860 | 11/16/2007 | 29,939,250 |
23,071,000 | Thunder Bay Funding, Inc. « | 4.900 | 12/6/2007 | 22,961,092 |
21,128,000 | Triple A-1 Funding Corporation « | 4.900 | 11/6/2007 | 21,113,621 |
10,000,000 | Triple A-1 Funding Corporation « | 5.200 | 11/8/2007 | 9,989,889 |
30,000,000 | Victory Receivables Corporation « | 5.000 | 11/2/2007 | 29,995,833 |
8,943,000 | Victory Receivables Corporation « | 5.000 | 11/5/2007 | 8,938,032 |
30,000,000 | Victory Receivables Corporation « | 5.100 | 11/14/2007 | 29,944,750 |
30,000,000 | Victory Receivables Corporation « | 5.050 | 11/20/2007 | 29,920,042 |
8,406,000 | Victory Receivables Corporation « | 4.800 | 11/26/2007 | 8,377,980 |
25,000,000 | Victory Receivables Corporation « | 4.940 | 12/21/2007 | 24,828,472 |
7,867,000 | Yorktown Capital, LLC « | 4.800 | 12/6/2007 | 7,830,287 |
30,000,000 | Yorktown Capital, LLC « | 5.600 | 12/14/2007 | 29,799,333 |
|
|
|
| Total Finance | | | 1,462,088,868 |
|
|
|
|
Insurance – (1.7%) | | | |
30,000,000 | ING US Funding, LLC | 4.850 | 12/18/2007 | 29,810,042 |
20,006,000 | Perry III Funding « | 5.070 | 12/28/2007 | 19,845,402 |
15,000,000 | Swiss RE Financial Products Company | 5.500 | 12/13/2007 | 14,903,750 |
19,435,000 | United Healthcare Corporation | 5.120 | 12/13/2007 | 19,318,908 |
|
|
|
| Total Insurance | | | 83,878,102 |
|
|
|
U.S. Municipal – (1.2%) | | | |
62,470,000 | Alaska Housing Finance Corporation | 4.900 | 11/5/2007 | 62,435,989 |
|
|
|
| Total U.S. Municipal | | | 62,435,989 |
|
|
|
| Total Commercial Paper | | | 2,867,052,960 |
|
|
7
| | | | |
| SCHEDULE OF INVESTMENTS - CONTINUED | |
AS OF OCTOBER 31, 2007 |
|
|
| | Interest | Maturity | |
Shares | Other – (5.1%) | Rate (+) | Date | Value |
|
8,470,000 | Aim Investments Institutional Money | 4.930% | N/A | $8,470,000 |
| Market Fund | | | |
79,205,000 | Barclays Prime Money Market Fund | 5.100 | N/A | 79,205,000 |
85,245,000 | Morgan Stanley Institutional Liquidity | 5.130 | N/A | 85,245,000 |
| Funds | | | |
85,984,663 | Primary Fund Institutional Class | 5.200 | N/A | 85,984,663 |
|
|
|
| Total Other | | | 258,904,663 |
|
|
|
|
Principal | | Interest | Maturity | |
Amount | Variable Rate Notes – (38.6%) † | Rate (+)Date | Value | |
|
|
Banking-Domestic – (13.6%) | | | |
$8,760,000 | Acts Retirement-Life Communities, Inc. « | 4.950% | 11/1/2007 | $8,759,976 |
30,000,000 | Bank of America Corporation | 4.565 | 11/16/2007 | 30,000,000 |
15,000,000 | Bank of America Corporation | 4.872 | 11/26/2007 | 15,002,656 |
50,000,000 | Bank of New York Company, Inc. | 5.080 | 11/13/2007 | 50,000,000 |
25,000,000 | Bank of New York Company, Inc. | 5.120 | 11/13/2007 | 24,999,968 |
30,000,000 | Credit Suisse NY | 4.570 | 12/14/2007 | 29,998,676 |
25,000,000 | Deutsche Bank NY | 4.640 | 3/5/2008 | 25,000,819 |
30,000,000 | Deutsche Bank NY | 4.775 | 4/29/2008 | 30,000,000 |
50,000,000 | Fifth Third Bancorp | 4.950 | 11/23/2007 | 50,000,000 |
37,920,000 | HSBC USA, Inc. | 5.091 | 11/15/2007 | 37,920,000 |
35,000,000 | Rabobank Nederland NV/NY | 5.518 | 11/15/2007 | 35,000,000 |
30,000,000 | Royal Bank of Canada | 5.069 | 11/2/2007 | 29,991,138 |
34,000,000 | Royal Bank of Canada NY | 5.118 | 11/1/2007 | 34,000,000 |
27,000,000 | Suntrust Bank | 4.809 | 11/28/2007 | 26,999,878 |
35,000,000 | Svenska Handelsbanken AB | 4.967 | 11/21/2007 | 35,000,000 |
30,000,000 | US Bank NA | 5.088 | 11/1/2007 | 29,998,377 |
26,900,000 | US Bank NA | 5.095 | 11/5/2007 | 26,900,120 |
25,000,000 | US Bank NA | 5.057 | 11/8/2007 | 24,998,130 |
45,000,000 | US Bank NA | 4.763 | 11/30/2007 | 45,000,195 |
10,000,000 | Wachovia Bank NA | 5.154 | 11/1/2007 | 10,000,000 |
30,000,000 | Wells Fargo & Company | 4.890 | 11/1/2007 | 30,009,144 |
20,000,000 | Wells Fargo & Company | 5.171 | 11/5/2007 | 20,003,900 |
35,000,000 | Wells Fargo & Company | 5.115 | 11/19/2007 | 35,000,000 |
|
|
|
| Total Banking-Domestic | | | 684,582,977 |
|
|
|
Banking-Foreign – (7.0%) | | | |
30,000,000 | Bank of Ireland | 5.356 | 11/15/2007 | 30,000,000 |
12,500,000 | Bank of Ireland | 5.011 | 11/19/2007 | 12,500,000 |
21,960,000 | Bank of Ireland | 5.008 | 11/20/2007 | 21,960,000 |
10,000,000 | BNP Paribas SA | 5.330 | 11/7/2007 | 10,000,000 |
25,000,000 | BNP Paribas SA | 4.846 | 11/26/2007 | 25,000,000 |
8
| | | | | |
| | | | |
| SCHEDULE OF INVESTMENTS - CONTINUED |
| AS OF OCTOBER 31, 2007 | | |
|
|
Principal | | Interest | | Maturity | |
Amount | Variable Rate Notes – (38.6%) † | Rate (+) | | Date | Value |
|
$11,000,000 | Credit Suisse First Boston USA, Inc. | 5.148% | 11/1/2007 | $10,986,102 |
25,000,000 | Deutsche Bank NY | 4.560 | 4/17/2008 | 25,000,000 |
25,000,000 | DnB NORBank ASA | 4.872 | 11/26/2007 | 25,000,000 |
30,000,000 | HBOS Treasury Services plc | 5.092 | 11/7/2007 | 30,000,000 |
50,000,000 | Royal Bank of Canada | 5.092 | 11/6/2007 | 49,996,400 |
40,000,000 | Royal Bank of Scotland plc | 5.007 | 11/21/2007 | 40,000,528 |
25,000,000 | Societe Generale | 5.114 | 11/2/2007 | 25,000,000 |
50,000,000 | Svenska Handelsbanken AB | 5.061 | 11/13/2007 | 50,000,000 |
|
|
|
| Total Banking-Foreign | | | 355,443,030 |
|
|
|
Basic Industry – (1.0%) | | | |
50,000,000 | BASF Finance Europe NV | 5.170 | 1/22/2008 | 50,000,000 |
|
|
|
| Total Basic Industry | | | 50,000,000 |
|
|
|
Brokerage – (4.7%) | | | |
50,000,000 | Goldman Sachs Group, Inc. | 5.084 | 1/25/2008 | 50,000,000 |
55,000,000 | Lehman Brothers Holdings, Inc. | 5.058 | 11/1/2007 | 55,018,069 |
17,800,000 | Lehman Brothers Holdings, Inc. | 5.077 | 11/23/2007 | 17,810,557 |
10,000,000 | Merrill Lynch & Company, Inc. | 5.231 | 11/15/2007 | 10,000,000 |
25,000,000 | Merrill Lynch & Company, Inc. | 5.033 | 11/26/2007 | 25,000,000 |
25,000,000 | Morgan Stanley | 5.008 | 11/1/2007 | 25,000,000 |
30,000,000 | Morgan Stanley | 5.008 | 11/1/2007 | 30,000,000 |
25,000,000 | Morgan Stanley | 5.118 | 11/1/2007 | 25,005,742 |
|
|
|
| Total Brokerage | | | 237,834,368 |
|
|
|
Consumer Cyclical – (4.3%) | | | |
10,000,000 | American Honda Finance Corporation | 5.186 | 11/5/2007 | 10,002,050 |
25,000,000 | American Honda Finance Corporation | 5.330 | 11/9/2007 | 25,000,000 |
50,000,000 | American Honda Finance Corporation | 4.784 | 11/28/2007 | 50,000,000 |
10,000,000 | American Honda Finance Corporation | 5.695 | 12/11/2007 | 10,000,000 |
18,000,000 | American Honda Finance Corporation | 5.213 | 1/7/2008 | 18,000,000 |
50,000,000 | Toyota Motor Credit Corporation | 4.835 | 11/1/2007 | 50,000,000 |
25,000,000 | Toyota Motor Credit Corporation | 5.145 | 11/6/2007 | 25,000,000 |
30,000,000 | Toyota Motor Credit Corporation | 5.591 | 12/5/2007 | 30,000,000 |
|
|
|
| Total Consumer Cyclical | | | 218,002,050 |
|
|
|
Finance – (4.6%) | | | |
50,000,000 | General Electric Capital Corporation | 5.098 | 11/1/2007 | 50,026,938 |
10,730,000 | General Electric Capital Corporation | 5.067 | 11/23/2007 | 10,731,696 |
25,000,000 | General Electric Capital Corporation | 4.856 | 11/26/2007 | 24,985,675 |
25,000,000 | General Electric Capital Corporation | 4.913 | 11/26/2007 | 25,000,000 |
25,000,000 | Merrill Lynch & Company, Inc. | 5.170 | 11/16/2007 | 25,019,436 |
30,000,000 | Merrill Lynch & Company, Inc. | 5.175 | 11/19/2007 | 30,000,000 |
9
| | | | | | | |
| | | | |
| SCHEDULE OF INVESTMENTS - CONTINUED |
AS OF OCTOBER 31, 2007 |
|
|
Principal | | Interest | | Maturity | |
Amount | Variable Rate Notes – (38.6%) † | Rate (+) | | Date | Value |
|
$30,000,000 | Merrill Lynch & Company, Inc. | 4.987% | 11/23/2007 | $30,000,000 |
7,600,000 | Merrill Lynch & Company, Inc. | 4.849 | 11/27/2007 | 7,601,686 |
7,900,000 | Pershing Drive Associates, LP « | 4.820 | 11/1/2007 | 7,900,000 |
10,000,000 | Union Hamilton Special Funding, LLC « | 5.238 | 12/21/2007 | 10,000,000 |
10,000,000 | Union Hamilton Special Funding, LLC « | 5.498 | 12/28/2007 | 10,000,000 |
|
|
|
| Total Finance | | | 231,265,431 |
|
|
|
Insurance – (2.1%) | | | |
15,000,000 | Allstate Life Global Funding Trusts | 5.086 | 11/13/2007 | 15,000,000 |
29,000,000 | American International Group, Inc. | 5.210 | 12/24/2007 | 28,981,996 |
50,000,000 | ING Verzekeringen NV | 5.096 | 11/5/2007 | 50,000,000 |
10,000,000 | MBIA Global Funding, LLC « | 5.321 | 1/23/2008 | 10,000,000 |
|
|
|
| Total Insurance | | | 103,981,996 |
|
|
|
U.S. Municipal – (1.3%) | | | |
13,000,000 | Mississippi Business Financial Corporation, | 4.900 | 11/1/2007 | 13,000,000 |
| Mississippi Individual Development Revenue | | | |
| Bonds « | | | |
19,200,000 | Texas State Adjustable Taxable Veterans | 4.700 | 11/7/2007 | 19,200,000 |
| Housing Revenue Bonds (Series PG Class B) | | | |
35,530,000 | Texas State Public Finance Authority Revenue | 5.000 | 11/1/2007 | 35,530,000 |
| Bonds | | | |
|
|
|
| Total U.S. Municipal | | | 67,730,000 |
|
|
|
| Total Variable Rate Notes | | | 1,948,839,852 |
|
|
|
| Total Investments | | | |
| (at amortized cost) | 100.5% | | | | $5,074,797,475 |
|
|
|
| Other Assets and Liabilities, Net (0.5%) | | (23,687,644) |
|
|
|
| Total Net Assets | 100.0% | | | | $5,051,109,831 |
|
|
+ The interest rate shown reflects the yield, coupon rate or, for securities purchased at a discount, the discount rate at the date of purchase.
† Denotes variable rate obligations for which the current yield and next scheduled reset date are shown.
« Denotes investments that benefit from credit enhancements or liquidity support provided by a third party bank or institution.
Cost for federal income tax purposes is $5,074,797,475.
The accompanying Notes to Financial Statements are an integral part of this schedule.
10
STATEMENT OF ASSETS AND LIABILITIES
AS OF OCTOBER 31, 2007
| |
Thrivent Financial Securities Lending Trust | |
|
|
Assets | |
|
Investments at cost | $5,074,797,475 |
|
Investments at market value | 5,074,797,475 |
|
Cash | 156,259 |
| |
Dividend and interest receivable | 9,434,296 |
|
Prepaid expenses | 12,641 |
|
Total Assets | 5,084,400,671 |
|
|
Liabilities | |
|
Distributions payable | 23,062,056 |
|
Accrued expenses | 35,348 |
| |
Payable for investments purchased | 10,000,000 |
|
Payable to affiliate | 193,436 |
|
Total Liabilities | 33,290,840 |
|
|
Net Assets | |
|
Trust Capital (beneficial interest) | 5,051,110,391 |
| |
Accumulated undistributed net realized loss on | |
investments and foreign currency transactions | (560) |
|
Total Net Assets | $5,051,109,831 |
|
|
Net Assets | $5,051,109,831 |
|
Shares of beneficial interest outstanding | 5,051,110,391 |
|
Net asset value per share | $1.00 |
|
The accompanying Notes to Financial Statements are an integral part of this statement.
11
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED OCTOBER 31, 2007
Thrivent Financial Securities Lending Trust
| |
Investment Income | |
|
Dividends | $2,507,883 |
|
Taxable interest | 239,996,467 |
|
Total Investment Income | 242,504,350 |
|
| |
Expenses | |
|
Adviser fee | 2,025,177 |
|
Accounting and pricing fees | 54,550 |
|
Audit and legal fees | 23,647 |
Custody fees | 162,430 |
|
Insurance expense | 47,736 |
|
Printing and postage fees | 1,456 |
|
Transfer agent fees | 51,972 |
|
Trustees’ fees | 4,133 |
|
Other expenses | 24,721 |
|
Total Expenses Before Reimbursement | 2,395,822 |
|
|
Less: | |
|
Reimbursement from adviser | (134,407) |
|
Custody earnings credit | (12,042) |
|
Total Net Expenses | 2,249,373 |
|
|
|
Net Investment Income | 240,254,977 |
|
|
|
Realized and Unrealized Loss on Investments | |
|
Net realized loss on investments | (304) |
|
Net Realized and Unrealized Loss on Investments | (304) |
|
|
|
Net Increase in Net Assets Resulting From Operations | $240,254,673 |
|
The accompanying Notes to Financial Statements are an integral part of this statement.
12
| | |
STATEMENT OF CHANGES IN NET ASSETS |
|
Thrivent Financial Securities Lending Trust | |
|
|
For the year ended | 10/31/2007 | 10/31/2006 |
|
Operations | | |
Net investment income | $240,254,977 | $196,111,265 |
Net realized loss on investments | (304) | (256) |
|
Net Change in Net Assets Resulting | | |
From Operations | 240,254,673 | 196,111,009 |
|
|
Distributions to Shareholders | | |
From net investment income | (240,254,975) | (196,111,265) |
|
Total Distributions to Shareholders | (240,254,975) | (196,111,265) |
|
Trust Capital Transactions | 930,131,333 | 256,371,796 |
|
Net Increase in Net Assets | 930,131,031 | 256,371,540 |
|
Net Assets, Beginning of Period | 4,120,978,800 | 3,864,607,260 |
|
Net Assets, End of Period | $5,051,109,831 | $4,120,978,800 |
| |
The accompanying Notes to Financial Statements are an integral part of this statement.
13
NOTES TO FINANCIAL STATEMENTS
AS OF OCTOBER 31, 2007
Thrivent Financial Securities Lending Trust
A. Organization
Thrivent Financial Securities Lending Trust (the "Trust") was organized as a Massachusetts Business Trust on August 4, 2004 and is registered as an open-end management investment company under the Investment Company Act of 1940. The Trust commenced operations on September 16, 2004. All transactions in the Trust are with affiliates of the Trust.
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. In addition, in the normal course of business, the Trust enters into contracts with vendors and others that provide general damage clauses. The Trust's maximum exposure under these contracts is unknown, as this would involve future claims that may be made against the Trust. However, based on experience, the Trust expects the risk of loss to be remote.
B. Significant Accounting Policies
Valuation – Securities are valued on the basis of amortized cost (which approximates value), whereby a portfolio security is valued at its cost initially, and thereafter valued to reflect a constant amortization to maturity of any discount or premium. The market values of the securities held in the Trust are determined once per week using prices supplied by the Trust’s independent pricing service. Mutual funds are valued at the net asset value at the close of each business day.
Federal Income Taxes – The Trust intends to comply with the requirements of the Internal Revenue Code which are applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. The Trust, accordingly, anticipates paying no Federal income taxes and no Federal income tax provision was recorded.
Recent Accounting Pronouncements – In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48 – Accounting for Uncertainty in Income Taxes (FIN 48) that requires additional tax disclosures and the tax effects of certain tax positions to be recognized. These tax positions must meet a “more likely than not” standard that based on their technical merits, have a more than 50 percent likelihood of being sustained upon examination. FIN 48 is effective for fiscal periods beginning after December 15, 2006. At adoption, the financial statements must be adjusted to reflect only those tax positions in any open tax years that are more likely than not of being sustained. Management of the Trust is currently evaluating the impact that FIN 48 will have on the Trust’s financial statements. Effective December 22, 2006, the U.S. Securities and Exchange Commission delayed implementation of FIN 48 for mutual funds with fiscal years beginning after December 15, 2006. As a result, the implementation of FIN 48 is delayed until April 30, 2008, for the Trust.
Additionally, in September 2006, the FASB issued FASB Statement No. 157 – Fair Value Measurements (FAS 157). The objective of the statement is to improve the consistency and comparability of fair value measurements used in financial reporting. FAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. FAS 157 is effective for fiscal years beginning after November 15, 2007. Management of the Trust is currently evaluating the impact that FAS 157 will have on the Trust’s financial statements.
Fees Paid Indirectly – The Trust has a deposit arrangement with the custodian whereby interest earned on uninvested cash balances is used to pay a portion of custodian fees. This deposit arrangement is an alternative to overnight investments.
Distributions to Shareholders – Net investment income is distributed to each shareholder as a dividend. Dividends from the Trust are declared daily and distributed monthly. Net realized gains from securities transactions, if any, are distributed at least annually after the close of the fiscal year.
Use of Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from these estimates.
Other – For financial statement purposes, investment security transactions are accounted for on the trade date. Interest income is recognized on an accrual basis. Discount and premium are amortized over the life of the respective securities on the interest method. Realized gains or losses on sales are determined on a specific cost identification basis. Generally accepted accounting principles require permanent financial reporting and tax differences to be reclassified to trust capital. No reclassifications were necessary at October 31, 2007.
C. Investment Advisory Management Fees and Transactions with Related Parties
The Trust has entered into an Investment Advisory Agreement with Thrivent Financial for Lutherans
14
(“Thrivent Financial” or the "Adviser") under which the Trust pays a fee for investment advisory services. The annual rate of fees under the Investment Advisory Agreement is calculated at 0.045% of the average daily net assets of the Trust.
The Trust has entered into an accounting services agreement with Thrivent Financial pursuant to which Thrivent Financial provides certain accounting personnel and services. For the year ended October 31, 2007, Thrivent Financial received aggregate fees for accounting personnel and services of $51,254 from the Trust.
Each Trustee who is not affiliated with the Adviser receives an annual fee from the Trust for services as a Trustee and is eligible to participate in a deferred compensation plan with respect to these fees. Each participant's deferred compensation account will increase or decrease as if it were invested in shares of a particular Thrivent Mutual Fund.
Trustees not participating in the above plan received $1,643 in fees from the Trust for the year ended October 31, 2007. No remuneration has been paid by the Trust to any of the officers or affiliated Trustees of the Trust. In addition, the Trust reimbursed certain reasonable expenses incurred in relation to attendance at the meetings.
The Adviser has agreed to voluntarily reimburse the Trust for all expenses in excess of 0.05% of average daily net assets. This voluntary expense reimbursement may be discontinued at any time.
D. Indirect Expenses
The Trust may invest in other mutual funds. Fees and expenses of those underlying funds are not included in the Trust’s expense ratio. The Trust indirectly bears its proportionate share of the annualized weighted average expense ratio for the underlying funds in which it invests.
E. Federal Income Tax Information
During the year ended October 31, 2007, and the year ended October 31, 2006, the Trust distributed $240,254,975 and $196,111,265 from ordinary income, respectively. At October 31, 2007, undistributed ordinary income for tax purposes was $6,237. At October 31, 2007, the Trust had accumulated a $560 net realized capital loss carryover expiring as follows: $256 expiring on October 31, 2014, and $304 expiring on October 31, 2015.
| | | | |
F. Trust Transactions | | | | |
Transactions in trust shares were as follows: | | |
| | | Shares | Amount |
|
|
For the Year Ended October 31, 2007 | | |
|
Sold | | | 26,503,576,886 | $26,503,576,886 |
|
Redeemed | | | (25,573,445,553) | (25,573,445,553) |
|
|
Net Change | | | 930,131,333 | $930,131,333 |
|
|
For the Year Ended October 31, 2006 | | |
|
Sold | | | 19,229,220,950 | $19,229,220,950 |
|
Redeemed | | | (18,972,849,154) | (18,972,849,154) |
|
|
Net Change | | | 256,371,796 | $256,371,796 |
|
|
15
FINANCIAL HIGHLIGHTS
PER SHARE INFORMATION (a)
Thrivent Financial Securities Lending Trust
| | | | |
| Year Ended | Year Ended | Year Ended | Period Ended |
| 10/31/2007 | 10/31/2006 | 10/31/2005 | 10/31/2004 (e) |
|
|
|
Net Asset Value, Beginning of Period | $1.00 | $1.00 | $1.00 | $1.00 |
|
Income from Investment Operations: | | | | |
Net investment income | 0.05 | 0.05 | 0.03 | 0.00 |
Net realized and unrealized gain/(loss) on | | | | |
investments (b) | -- | -- | -- | -- |
|
Total from Investment Operations | 0.05 | 0.05 | 0.03 | 0.00 |
|
|
Less Distributions from: | | | | |
Net investment income | (0.05) | (0.05) | (0.03) | 0.00 |
|
Total Distributions | (0.05) | (0.05) | (0.03) | 0.00 |
|
|
Net Asset Value, End of Period | $1.00 | $1.00 | $1.00 | $1.00 |
|
|
Total return (c) | 5.46% | 4.93% | 2.91% | 0.22% |
Net assets: end of period (in millions) | $5,051.1 | $4,121.0 | $3,864.6 | $3,942.3 |
Ratio of expenses to average | | | | |
net assets (d) | 0.05% | 0.05% | 0.05% | 0.05% |
Ratio of net investment income to average net | | | | |
assets (d) | 5.33% | 4.82% | 2.89% | 1.80% |
Portfolio turnover rate | N/A | N/A | N/A | N/A |
|
If the Fund had paid all its expenses without the adviser’s voluntary expense reimbursement, the ratios | |
would have been as follows: | | | | |
|
Ratio of expenses to average | | | | |
net assets (d) | 0.05% | 0.05% | 0.05% | 0.05% |
Ratio of net investment income to average net | | | | |
assets (d) | 5.33% | 4.82% | 2.89% | 1.80% |
(a) All per share amounts have been rounded to the nearest cent.
(b) The amount shown may not correlate with the change in aggregate gains and losses of portfolio securities due to the timing of sales and redemptions of fund shares.
(c) Total investment return assumes dividend reinvestment and does not reflect any deduction for sales charges.
(d) Computed on an annualized basis for periods less than one year.
(e) Since Fund inception, September 16, 2004.
The accompanying Notes to Financial Statements are an integral part of this schedule.
16
ADDITIONAL INFORMATION
(unaudited)
PROXY VOTING
The policies and procedures that the Trust uses to determine how to vote proxies relating to portfolio securities are attached to the Trust’s Statement of Additional Information. You may request a free copy of the Statement of Additional Information or the report of how the Trust voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 by calling 1-800-847-4836. You also may review the Statement of Additional Information or the report of how the Trust voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 at the SEC web site (www.sec.gov).
QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS
The Trust files its Schedule of Portfolio Holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. You may request a free copy of the Trust’s Forms N-Q by calling 1-800-847-4836. The Trust’s Forms N-Q also are available on the SEC web site (www.sec.gov). You also may review and copy the Forms N-Q for the Trust at the SEC’s Public Reference Room in Washington, DC. You may get information about the operation of the Public Reference Room by calling 1-800-SEC-0330.
17
BOARD OF TRUSTEES AND OFFICERS
The following table provides information about the Trustees and Officers of the Trust. In addition to serving as a Trustee of the Trust, each Trustee also serves as:
• Director of Thrivent Series Fund, Inc., a registered investment company consisting of 31 portfolios that serve as underlying funds for variable contracts issued by Thrivent Financial for Lutherans (“Thrivent Financial”) and Thrivent Life Insurance Company and investment options in the retirement plan offered by Thrivent Financial; and
• Trustee of Thrivent Mutual Funds, a registered investment company consisting of 29 series.
The 29 series of Thrivent Mutual Funds, 31 portfolios of Thrivent Series Fund, Inc. and Thrivent Financial Securities Lending Trust are referred to herein as the “Fund Complex.” The Statement of Additional Information includes additional information about the Trustees and is available, without charge, by calling 1-800-847-4836.
| | | | |
Interested Trustee (1) | | | | |
|
| | Number of | | |
| | Portfolios in | | |
| | Fund | | |
| Position | Complex | | |
| with Trust and | Overseen by | Principal Occupation | Other Directorships |
Name, Address and Age | Length of Service (2) | Trustee | During the Past 5 Years | Held by Trustee |
|
Pamela J. Moret | President since 2004 | 61 | Executive Vice | Director, Minnesota |
625 Fourth Avenue South | and Trustee since | | President, | Public Radio; |
Minneapolis, MN | 2004 | | Marketing and | Director, Luther |
Age 51 | | | Products, Thrivent | Seminary |
| | | Financial since | |
| | | 2002 | |
|
Independent Trustees (3) | | | | |
|
| | Number of | | |
| | Portfolios in | | |
| | Fund | | |
| Position | Complex | | |
| with Trust and | Overseen by | Principal Occupation | Other Directorships |
Name, Address and Age | Length of Service (2) | Trustee | During the Past 5 Years | Held by Trustee |
|
F. Gregory Campbell | Trustee since 2004 | 61 | President, Carthage | Director, Johnson |
625 Fourth Avenue South | | | College | Family |
Minneapolis, MN | | | | Funds, Inc., an |
Age 67 | | | | investment |
| | | | company consisting |
| | | | of four portfolios; |
| | | | Director, Kenosha |
| | | | Hospital and |
| | | | Medical Center |
| | | | Board; Director, |
| | | | Prairie School |
| | | | Board; Director, |
| | | | United Health |
| | | | Systems Board |
18
| | | | |
| | Number of | | |
| | Portfolios in | | |
| | Fund | | |
| Position | Complex | | |
| with Trust and | Overseen by | Principal Occupation | Other Directorships |
Name, Address and Age | Length of Service (2) | Trustee | During the Past 5 Years | Held by Trustee |
|
Herbert F. Eggerding, Jr. | Lead Trustee since | 61 | Management | None |
625 Fourth Avenue South | 2004 | | consultant to several | |
Minneapolis, MN | | | privately owned | |
Age 70 | | | companies | |
|
Noel K. Estenson | Trustee since 2004 | 61 | Retired | None |
625 Fourth Avenue South | | | | |
Minneapolis, MN | | | | |
Age 68 | | | | |
|
Richard L. Gady | Trustee since 2004 | 61 | Retired; previously | None |
625 Fourth Avenue South | | | Vice President, Public | |
Minneapolis, MN | | | Affairs and Chief | |
Age 64 | | | Economist, ConAgra, | |
| | | Inc. (agribusiness) | |
|
Richard A. Hauser | Trustee since 2004 | 61 | Vice President and | Director, The |
625 Fourth Avenue South | | | Assistant General | Washington Hospital |
Minneapolis, MN | | | Counsel, Boeing | Center |
Age 64 | | | Company since 2007; | |
| | | President, National | |
| | | Legal Center for the | |
| | | Public Interest from | |
| | | 2004 to 2007; General | |
| | | Counsel U.S. | |
| | | Department of Housing | |
| | | and Urban | |
| | | Development from | |
| | | 2001 to 2004; Partner, | |
| | | Baker & Hosteller, | |
| | | from 1986 to 2001 | |
|
Connie M. Levi | Trustee since 2004 | 61 | Retired | None |
625 Fourth Avenue South | | | | |
Minneapolis, MN | | | | |
Age 68 | | | | |
|
Douglas D. Sims | Trustee since 2006 | 61 | Retired; previously | Director, Keystone |
625 Fourth Avenue South | | | Chief Executive | Neighborhood |
Minneapolis, MN | | | Officer of CoBank | Company; Director, |
Age 61 | | | from 1994 to June 30, | Center for Corporate |
| | | 2006 | Excellence |
|
Edward W. Smeds | Chairman and Trustee | 61 | Retired | Chairman of Carthage |
625 Fourth Avenue South | since 2004 | | | College Board |
Minneapolis, MN | | | | |
Age 71 | | | | |
19
| | | |
Executive Officers | | | |
|
| Position with Trust | | |
Name, Address and Age | and Length of Service (2) | | Principal Occupation During the Past 5 Years |
|
Pamela J. Moret | President since 2004 | | Executive Vice President, Marketing and Products, Thrivent |
625 Fourth Avenue South | | | Financial since 2002; Senior Vice President, Products, American |
Minneapolis, MN | | | Express Financial Advisors from 2000 to 2001 |
Age 51 | | | |
|
David S. Royal | Secretary and Chief | | Vice President — Asset Management, Thrivent Financial since |
625 Fourth Avenue South | Legal Officer since | | 2006; Partner, Kirkland & Ellis LLP from 2004 to 2006; |
Minneapolis, MN | 2006 | | Associate, Skadden, Arps, Slate, Meagher & Flom LLP from |
Age 36 | | | 1997 to 2004 |
|
Katie S. Kloster | Vice President | | Vice President and IC and IA Chief Compliance Officer, |
625 Fourth Avenue South | Investment Company | | Thrivent Financial since 2004; Vice President and Controller, |
Minneapolis, MN | and Investment | | Thrivent Financial from 2001 to 2004 |
Age 42 | Adviser Chief | | |
| Compliance Officer | | |
| since 2004 | | |
|
Gerard V. Vaillancourt | Treasurer and | | Vice President, Mutual Fund Accounting since 2006; Head of |
625 Fourth Avenue South | Principal Financial | | Mutual Fund Accounting, Thrivent Financial from 2005 to 2006; |
Minneapolis, MN | Officer since 2005 | | Director, Fund Accounting Administration, Thrivent Financial |
Age 40 | | | from 2002 to 2005 |
|
Russell W. Swansen | Vice President since | | Senior Vice President and Chief Investment Officer, Thrivent |
625 Fourth Avenue South | 2004 | | Financial since 2004; Managing Director, Colonnade Advisors |
Minneapolis, MN | | | LLC from 2001 to 2003 |
Age 50 | | | |
|
Janice M. Guimond | Vice President since | | Vice President, Investment Operations, Thrivent Financial since |
625 Fourth Avenue South | 2005 | | 2003; Manager of Portfolio Reporting, Thrivent Financial from |
Minneapolis, MN | | | 2003 to 2004; Independent Consultant from 2001 to 2003 |
Age 43 | | | |
|
Karl D. Anderson | Vice President since | | Vice President, Products, Thrivent Financial |
625 Fourth Avenue South | 2006 | | |
Minneapolis, MN | | | |
Age 46 | | | |
|
Brian W. Picard | Vice President and | | Director, FSO Compliance Corp. BCM, Thrivent Financial since |
4321 North Ballard Road | Anti-Money | | 2006; Manager, Field and Securities Compliance, Thrivent |
Appleton, WI | Laundering Officer | | Financial from 2002 to 2006 |
Age 37 | since 2006 | | |
|
Kenneth L. Kirchner | Assistant Vice | | Director, Mutual Funds Operations, Thrivent Financial since |
4321 North Ballard Road | President since 2005 | | 2004; Manager, Shareholder Services, Thrivent Financial from |
Appleton, WI | | | 2003 to 2004 |
Age 41 | | | |
20
| | | |
| Position with Trust | | |
Name, Address and Age | and Length of Service (2) | | Principal Occupation During the Past 5 Years |
|
Mark D. Anema | Assistant Vice | | Vice President, Accumulation and Retirement Income Solutions, |
625 Fourth Avenue South | President since 2007 | | Thrivent Financial since 2007; Vice President, Strategic |
Minneapolis, MN | | | Planning, Thrivent Financial from 2004 to 2007; Insurance |
Age 46 | | | Practice Engagement Manager, McKinsey and Company from |
| | | 1999 to 2004 |
|
James M. Odland | Assistant Secretary | | Vice President, Office of the General Counsel, Thrivent |
625 Fourth Avenue South | since 2006 | | Financial since 2005; Senior Securities Counsel, Allianz Life |
Minneapolis, MN | | | Insurance Company from January 2005 to August 2005; Vice |
Age 52 | | | President and Chief Legal Officer, Woodbury Financial |
| | | Services, Inc. from September 2003 to January 2005; Vice |
| | | President and Group Counsel, Corporate Practice Group, |
| | | American Express Financial Advisors, Inc. from 2001 to 2003 |
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John L. Sullivan | Assistant Secretary | | Senior Counsel, Thrivent Financial since 2007; Senior Counsel, |
625 Fourth Avenue South | since 2007 | | Division of Investment Management of the Securities and |
Minneapolis, MN | | | Exchange Commission from 2000 to 2007 |
Age 36 | | | |
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Todd J. Kelly | Assistant Treasurer | | Director, Fund Accounting Operations, Thrivent Financial |
4321 North Ballard Road | since 2004 | | |
Appleton, WI | | | |
Age 38 | | | |
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Sarah L. Bergstrom | Assistant Treasurer | | Director, Fund Accounting Administration, Thrivent Financial |
625 Fourth Avenue South | since 2007 | | since 2007; Manager, Fund Accounting Administration, |
Minneapolis, MN | | | Thrivent Financial from 2005 to 2007; Manager, Mutual Fund |
Age 30 | | | Tax Reporting, Thrivent Financial from 2004 to 2005; |
| | | Supervisor, Mutual Fund Tax Reporting, Thrivent Financial |
| | | from 2002 to 2004 |
(1) “Interested person” of the Trust as defined in 1940 Act by virtue of positions with Thrivent Financial. Ms. Moret is considered an interested person because of her principal occupation with Thrivent Financial.
(2) Each Trustee serves an indefinite term until her or his successor is duly elected and qualified. Officers serve at the discretion of the board until their successors are duly appointed and qualified.
(3) The Trustees other than Ms. Moret are not “interested persons” of the Trust and are referred to as “Independent Trustees.”
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Item 2. Code of Ethics
As of the end of the period covered by this report, registrant has adopted a code of ethics (as defined in Item 2 of Form N-CSR) applicable to registrant’s Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer. No waivers were granted to such code of ethics during the period covered by this report. A copy of this code of ethics is filed as an exhibit to this Form N-CSR.
Item 3. Audit Committee Financial Expert
Registrant’s Board of Trustees has determined that Herbert F. Eggerding, Jr., an independent trustee, is the Audit Committee Financial Expert.
Item 4. Principal Accountant Fees and Services
(a) Audit Fees
The aggregate fees billed by registrant’s independent public accountants, PricewaterhouseCoopers LLP (“PwC”), for each of the last two fiscal years for professional services rendered in connection with the audit of registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $24,840 for the year ended October 31, 2006 and $13,353 for the year ended October 31, 2007.
(b) Audit-Related Fees
The aggregate fees PwC billed to registrant for each of the last two fiscal years for assurance and other services that are reasonably related to the performance of registrant’s audit and are not reported under Item 4(a) were $0 for the year ended October 31, 2006 and $0 for the year ended October 31, 2007. The aggregate fees PwC billed to registrant’s investment adviser and any entity controlling, controlled by, or under common control with registrant’s investment adviser for assurance and other services directly related to the operations and financial reporting of registrant were $0 for the year ended October 31, 2006 and $0 for the year ended October 31, 2007.
(c) Tax Fees
The aggregate tax fees PwC billed to registrant for each of the last two fiscal years for tax compliance, tax advice and tax planning services were $4,200 for the year ended October 31, 2006, and $4,490 for the year ended October 31, 2007. The aggregate tax fees PwC billed to registrant’s investment adviser and any entity controlling, controlled by, or under common control with registrant’s investment adviser for services directly related to the operations and financial reporting of registrant were $0 for the year ended October 31, 2006 and $0 for the year ended October 31, 2007.
(d) All Other Fees
The aggregate fees PwC billed to registrant for each of the last two fiscal years for products and services provided, other than the services reported in paragraphs (a) through (c) of this item, were $0 for the years ended October 31, 2006 and October 31, 2007. The aggregate fees PwC billed to registrant’s investment adviser and any entity controlling, controlled by, or under common control with registrant’s investment adviser for products and services provided, other than the services reported in paragraphs (a) through (c) of this item, were $0 for the years ended October 31, 2006 and October 31, 2007.
(e) Registrant’s audit committee charter, adopted in August 2004, provides that the audit committee (comprised of the independent trustees of registrant) is responsible for pre-approval of all auditing services performed for the registrant. The audit committee reports to the Board of Trustees (“Board”) regarding its approval of the engagement of the auditor and the proposed fees for the engagement, and a majority of the Board is required for the approval. The audit committee also is responsible for pre-approval (subject to the de minimis exceptions for non-audit services described in Section 10A(i)(1)(B) of the Securities Exchange Act of 1934) of all non-auditing services performed for the registrant or for any service affiliate of registrant. Registrant’s audit committee charter also permits a designated member of the audit committee to pr e-approve, between meetings, one or more non-audit service projects, subject to an expense limit and ratification by the audit committee at the next audit committee meeting. Registrant’s audit committee pre-approved all fees described above that PwC billed to registrant.
(f) Less than 50% of the hours billed by PwC for auditing services to registrant for the fiscal year ended October 31, 2007 were for work performed by persons other than full-time permanent employees of PwC.
(g) The aggregate non-audit fees billed by PwC to registrant and to registrant’s investment adviser and any entity controlling, controlled by, or under common control with registrant’s investment adviser for the fiscal years ending October 31, 2006 and October 31, 2007 were $15,645 and $1,582, respectively.
(h) Registrant’s audit committee has considered the non-audit services provided to the registrant and registrant’s investment adviser and any entity controlling, controlled by, or under common control with registrant’s investment adviser as described above and determined that these services do not compromise PwC’s independence.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Schedule of Investments
Registrant’s Schedule of Investments is included in the report to shareholders filed under Item 1.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Not applicable.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders
There have been no material changes to the procedures by which shareholders may recommend nominees to registrant’s board of trustees.
Item 11. Controls and Procedures
(a)(i) Registrant’s President and Treasurer have concluded that registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) are effective, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.
(a)(ii) Registrant’s President and Treasurer are aware of no change in registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, registrant’s internal control over financial reporting.
Item 12. Exhibits
(a) The code of ethics pursuant to Item 2 is attached hereto.
(b) Certifications pursuant to Rules 30a-2(a) and 30a-2(b) under the Investment Company Act of 1940 are attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Date: December 27, 2007 | | THRIVENT FINANCIAL |
| | SECURITIES LENDING |
| | TRUST |
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| By: | /s/ Pamela J. Moret |
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| | Pamela J. Moret |
| | President |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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Date: December 27, 2007 | By: | /s/ Pamela J. Moret |
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| | Pamela J. Moret |
| | President |
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Date: December 27, 2007 | By: | /s/ Gerard V. Vaillancourt |
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| | Gerard V. Vaillancourt |
| | Treasurer |