GPS Funds II NCSR Certified annual shareholder report (management investment company)

As filed with the Securities and Exchange Commission on June 3, 2015

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 811-22486

GPS Funds II
(Exact name of registrant as specified in charter)

1655 Grant Street, 10^th Floor

Concord, CA 94520
(Address of principal executive offices) (Zip code)

Patrick Young

AssetMark, Inc.

1655 Grant Street, 10^th Floor

Concord, CA 94520

(Name and address of agent for service)

800-664-5345

Registrant’s telephone number, including area code

Date of fiscal year end: March 31, 2015

Date of reporting period: April 1, 2014 through March 31, 2015

Item 1. Report to Stockholders.

	GuideMark^®Funds
	GuidePath^®Funds
		Investment Advisor
		AssetMark, Inc.


Annual Report


March 31, 2015



GUIDEMARK^®LARGE CAP GROWTH FUND

GUIDEMARK^®LARGE CAP VALUE FUND

GUIDEMARK^®SMALL/MID CAP CORE FUND

GUIDEMARK^®WORLD EX-US FUND

GUIDEMARK^®OPPORTUNISTIC EQUITY FUND

GUIDEMARK^®GLOBAL REAL RETURN FUND

GUIDEMARK^®CORE FIXED INCOME FUND

GUIDEMARK^®TAX-EXEMPT FIXED INCOME FUND

GUIDEMARK^®OPPORTUNISTIC FIXED INCOME FUND

GUIDEPATH^®STRATEGIC ASSET ALLOCATION FUND

GUIDEPATH^®TACTICAL CONSTRAINED^®ASSET ALLOCATION FUND

GUIDEPATH^®TACTICAL UNCONSTRAINED^®ASSET ALLOCATION FUND

GUIDEPATH^®ABSOLUTE RETURN ASSET ALLOCATION FUND

GUIDEPATH^®MULTI-ASSET INCOME ASSET ALLOCATION FUND

GUIDEPATH^®FIXED INCOME ALLOCATION FUND

GUIDEPATH^®ALTEGRIS^®DIVERSIFIED ALTERNATIVES ALLOCATION FUND

May 29, 2015

Dear Shareholder:

Enclosed is the Annual Report for the GuideMark^®and GuidePath^®Funds covering the period April 1, 2014 through March 31, 2015.

Market Review

Central banks around the world maintained prominent roles in the markets during 2014 and this stance continues in 2015. Much of the activity had the effect of strengthening the US dollar.

While the US Federal Reserve (the Fed) officially wound down its bond purchase program (quantitative easing) in October 2014, other major central banks moved in the other direction. The Bank of Japan, which already conducted significant bond purchases in 2013 and 2014, announced in late October 2014 that it would significantly increase its bond purchases. These actions weakened the Japanese yen versus the US dollar by a little more than 15% during the 12 month period ended March 31, 2015.¹

Likewise, the European Central Bank launched its own version of quantitative easing this year, with its first bond purchases occurring in January 2015. Like the Japanese yen, the euro weakened relative to the US dollar by about 20% in the 12 month period ended March 31, 2015.²

Another noteworthy event that contributed to the strengthening of the US dollar was a collapse in the price of most of the commodities complex, including oil. The S&P^®Goldman Sachs Commodity Index dropped 40.3% during the 12 month period ended March 31, 2015. This had a profound effect on the currencies of countries whose economies are tied to the commodities. Canadian, Australian, Brazilian and Russian currencies declined sharply as commodity prices weakened. The Brazilian real declined more than 40% versus the US dollar, while the Russian ruble dropped nearly 50% at one point before ending the period down 39% against the US dollar.³

While the stimulus by the larger central banks boosted equities markets in Canada, Australia, Brazil and Russia, the decrease in value of their currencies against the US dollar tempered actual gains. The MSCI EAFE Index, which represents a large portion of the non-US developed countries markets, returned –0.5% for the 12 months ended March 31, 2015. Emerging markets experienced more mixed results. Some countries like Brazil and Russia suffered large declines in the value of their respective currencies, but the currencies of other countries like China and India either maintained their value or increased slightly. Due in part to these factors, the MSCI Emerging Markets Index returned 0.8% for the 12-month period ended March 31, 2015.

In stark contrast to global markets, US markets rallied significantly during the 12-month period ended March 31, 2015, with the S&P 500^®Index returning 12.7%. Growth-based sectors experienced the most substantial gains, as a premium was placed on businesses that could grow with little support from the economy. Healthcare and consumer sectors lifted the growth indices, contributing to a return of 16.1% for the Russell 1000^®Growth Index relative to a return of 9.3% for the Russell 1000^®Value Index.

The impact of currency exchange rates was also prevalent in the fixed income markets. The Barclays US Aggregate Bond Index returned 5.7% for the 12-month period ended March 31, 2015, while the Barclays Capital Global Aggregate ex-US Bond Index returned –10.1%. US bond markets were in high demand among foreign investors, who not only sought the benefit of the strengthening dollar, but also the higher yields offered by US Treasuries. As of March 31, 2015, the spread between 10-year US Treasury yields and 10-year German bund yields was 1.75%—the highest seen in history.⁴

¹	Source: OANDA, http://www.oanda.com.
²	Ibid.
³	Ibid.
⁴	Source: Trading Economics, http://www.tradingeconomics.com.

GuideMark^®Funds Review

As investors paid a premium for high growth companies, most of the GuideMark^®equity funds trailed their benchmarks due to their emphasis on high quality and their investment in the financial sector. However, the Small/Mid Cap Core Fund and Opportunistic Equity Fund benefited from exposure to higher growth companies and some of the stocks with smaller market capitalizations that rallied respectively. Within the fixed income funds, a general underweight exposure to longer-dated maturities dragged on returns while the Opportunistic Fixed Income Fund benefited from currency positioning. With pressure on commodity prices, the Global Real Return Fund trailed due to an overweight exposure to global natural resources.

GuidePath^®Funds Review

Considering global market performance, the GuidePath^®Funds generally achieved returns in line with expectations and had mixed results relative to their benchmarks. Any underweight positioning to equities, as seen in the Strategic Asset Allocation Fund and the Tactical Unconstrained Asset Allocation Fund, led to weaker relative returns. Most of the funds’ equity investments tended to be globally diversified, which dampened returns during the period ended March 31, 2015. When funds such as the Tactical Constrained Asset Allocation Fund and the Multi-Asset Income Asset Allocation Fund increased their exposure to US markets during the year, the funds benefited. Within fixed income, most exposure was weighted heavily toward US markets, which provided stronger relative returns, as seen in the Absolute Return Asset Allocation Fund. However, any exposure to high yield bonds, as in the Fixed Income Allocation Fund, tempered returns. Alternative investments were an area of strength for the period, as the large persistent moves in the euro and the yen, together with the drop in oil prices, created an opportunity for trend following managers to show their value. The GuidePath^®Altegris^®Diversified Alternatives Allocation Fund had exposure to the Altegris Macro Strategy Fund, which held short currency positions to the euro and yen as those currencies fell approximately –20% and –15% respectively against the strong US dollar. The fund also held short Energy future positions as the Energy sector declined approximately –47% for the period under review.

Looking Ahead

US equity markets have had one of their longest cyclical bull markets in history. We have had nearly seven years of economic expansion in the US as well, though it has been uneven and not as strong by some measures of previous market cycles. In the first quarter of 2015, economic data was disappointing. While US corporations have never been more profitable, the impact of the US dollar’s strength on multinationals resulted in analysts’ earnings estimates falling 4.8% from one year ago.⁵

Amid the divergence of global central bank policies, the benefit of international diversification was apparent in the first quarter of 2015 and the market leadership rotation could continue. International equity markets benefited from favorable central bank policies, particularly in Japan and Europe. In Europe, there are some early signs of increased economic activity and market valuations appear more attractive. Although still muted compared to historical levels, it has given rise to the hope that Europe can continue to increase its growth rate after lagging the US for many years.

In the next year, all eyes will likely remain on the Fed and the potential interest rate hike. The general expectation is that the Fed will raise interest rates, but will seek to do so it in the gentlest fashion possible, due to softer-than-expected economic numbers and an inflation rate that is slightly lower than the Fed’s target. However, any unexpected action taken by the Fed could lead to additional market volatility, which could benefit tactical strategies. Rising interest rate environments historically have seen a greater dispersion of returns and lower correlations across asset classes, sectors and individual securities. We believe this supports having a broadly diversified portfolio, with core exposure to equity and fixed income markets, complemented by diversifying allocations to more flexible strategies.

⁵	Source: Standard & Poor’s^®. Standard & Poor’s^®, S&P^®and S&P 500^®are registered trademarks or Standard and Poor’s Financial Services LLC.

Please contact your financial advisor to discuss any questions about your investment strategy or changes in your financial goals. We thank you for including our funds in your portfolio and appreciate the trust you have placed in us.

Sincerely,

Carrie E. Hansen

Trustee, Chairperson and President of the Funds

Index Definitions

Barclays US Aggregate Bond Index is a broad-based index that measures the investment grade, US dollar-denominated, fixed rate taxable bond market, including Treasuries, government-related and corporate securities, mortgage- and asset-backed securities. All securities contained in the Barclays US Aggregate Bond Index have a minimum term to maturity of one year.

Barclays Capital Global Aggregate ex-US Bond Index is designed to be a broad-based measure of the global investment-grade, fixed rate, fixed income corporate markets outside the United States.

MSCI EAFE (Europe, Australasia, Far East) Index measures the equity market performance of countries considered to represent developed markets, excluding the U.S. and Canada.

MSCI Emerging Markets Index measures the equity market performance of countries considered to represent emerging markets.

Russell 1000^®Growth Index measures the performance of those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. The Russell 1000 Index consists of the 1,000 largest securities in the Russell 3000 Index. The Russell 3000 Index is composed of the 3,000 largest U.S. securities, as determined by total market capitalization.

Russell 1000^®Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values. The Russell 1000 Index consists of the 1,000 largest securities in the Russell 3000 Index. The Russell 3000 Index is composed of the 3,000 largest U.S. securities, as determined by total market capitalization.

S&P 500^®Index focuses on the large cap segment of the US equity market. It includes 500 leading companies in leading industries of the US economy, capturing approximately 75% coverage of US equities.

S&P Goldman Sachs Commodity Index (S&P GSCI^®) is a broad-based, production-weighted index that aims to represent the global commodity market beta and measure commodity prices. It consists of 24 commodity futures on commodities across five sectors: energy, agriculture, livestock, industrial metals and precious metals.

All index returns are sourced from Morningstar. It is not possible to make an investment in any index.

FX 2015-0501-0336

GuideMark^®Large Cap Growth Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

This chart assumes an initial gross investment of $10,000 made on March 31, 2005. Returns shown include the reinvestment of all dividends. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Index returns do not reflect the effects of fees or expenses. It is not possible to invest directly in an index.

RUSSELL 1000^®GROWTH INDEX – The Russell 1000^®Growth Index measures the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000^®Index companies with higher price-to-book ratios and higher forecasted growth rates.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)
	One Year			Five Year			Ten Year			Since Inception⁽¹⁾
GuideMark^®Large Cap Growth Fund
Service Shares		11.87	%		12.58	%		6.19	%		3.67	%
Institutional Shares		12.51	%		N/A			N/A			11.07	%
Russell 1000^®Growth Index		16.09	%		15.63	%		9.36	%		5.78	%⁽²⁾

⁽¹⁾	Inception date is 6/29/01 for Service Shares and 4/29/11 for Institutional Shares.

⁽²⁾	The return shown for the Russell 1000^®Growth Index is from the inception date of the Service Shares. The Russell 1000^®Growth Index return from the inception date of the Institutional Shares is 14.34%.

GuideMark^®Large Cap Growth Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 11.87%, underperforming the Russell 1000^®Growth Index at 16.09%.

•

Security selection was the main driver of the unfavorable returns as the high quality bias was a headwind with higher growth companies gaining momentum over the period.

•

While holding an overweight to the information technology sector benefited the Fund, owning higher quality technology stocks with sustainable cash flows detracted from performance as the market favored higher beta technology stocks.

•

Emphasizing restructuring banks within the financials sector led to weaker relative returns. Financial companies with higher growth and higher valuations were rewarded in the market.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	Apple, Inc.	7.73
2	Oracle Corp.	3.56
3	Microsoft Corp.	3.06
4	Google, Inc. – Class C	2.49
5	Home Depot, Inc.	2.37
6	Gilead Sciences, Inc.	2.12
7	Cisco Systems, Inc.	2.01
8	Facebook, Inc. – Class A	1.96
9	Altera, Corp.	1.95
10	QUALCOMM, Inc.	1.94

The Global Industry Classification Standard (“GICS^®”) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS is a service mark of MSCI and S&P, and has been licensed for use by U.S. Bancorp Fund Services, LLC.

GuideMark^®Large Cap Value Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

RUSSELL 1000^®VALUE INDEX – The Russell 1000^®Value Index measures the performance of the large-cap value segment of the U.S. equity universe. It includes the Russell 1000^®Index companies with lower price-to-book ratios and lower expected growth values.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)
	One Year			Five Year			Ten Year			Since Inception⁽¹⁾
GuideMark^®Large Cap Value Fund
Service Shares		7.46	%		12.36	%		4.76	%		4.45	%
Institutional Shares		8.08	%		N/A			N/A			12.34	%
Russell 1000^®Value Index		9.33	%		13.75	%		7.21	%		6.76	%⁽²⁾

⁽¹⁾	Inception date is 6/29/01 for Service Shares and 4/29/11 for Institutional Shares.

⁽²⁾	The return shown for the Russell 1000^®Value Index is from the inception date of the Service Shares. The Russell 1000^®Value Index return from the inception date of the Institutional Shares is 12.93%.

GuideMark^®Large Cap Value Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 7.46%, underperforming the Russell 1000^®Value Index at 9.33%.

•

Security selection was the main driver of the unfavorable returns, as the emphasis on companies that pay higher dividends harmed Fund performance. These stocks dramatically underperformed those with lower or no dividends.

•

Security selection within the financials sector was the largest driver of the Fund’s relative underperformance. Exposure to interest rate sensitive financials was a detractor over the period, as interest rates unexpectedly decreased.

•

While holding an underweight to the energy sector benefited the Fund, security selection tempered returns due to an emphasis on drilling services companies.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	Citigroup, Inc.	2.38
2	Capital One Financial Corp.	2.22
3	Wells Fargo & Co.	2.16
4	Medtronic Plc	2.12
5	JPMorgan Chase & Co.	2.04
6	Hanesbrands, Inc.	1.91
7	Carnival Corp. - ADR	1.89
8	Bank of America Corp.	1.89
9	Delphi Automotive Plc	1.87
10	Texas Instruments, Inc.	1.82

GuideMark^®Small/Mid Cap Core Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

RUSSELL 2500^TMINDEX – Measures the performance of the small- to mid-cap segment of the US equity universe, commonly referred to as “smid” cap. The Russell 2500^TMIndex includes approximately 2,500 of the smallest securities based on a combination of their market cap and current index membership.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Five Year			Ten Year			Since Inception⁽¹⁾
GuideMark^®Small/Mid Cap Core Fund
Service Shares		11.19	%		14.39	%		7.12	%		7.77	%
Institutional Shares		11.99	%		N/A			N/A			12.40	%
Russell 2500^TMIndex		10.07	%		15.48	%		9.62	%		9.18	%⁽²⁾

⁽¹⁾	Inception date is 6/29/01 for Service Shares and 4/29/11 for Institutional Shares.

⁽²⁾	The return shown for the Russell 2500^TMIndex is from the inception date of the Service Shares. The Russell 2500^TMIndex return from the inception date of the Institutional Shares is 12.42%.

GuideMark^®Small/Mid Cap Core Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

	•	For the 12 months ended March 2015, the Fund returned 11.19%, outperforming the Russell 2500^TMIndex at 10.07%.

	•	Exposure to higher growth companies contributed to relative returns, as higher growth and momentum stocks outperformed companies with slower earnings growth.

	•	Security selection within the energy sector was the largest contributor to returns. Holdings in low-cost oil and gas producers declined less sharply than other stocks in the sector.

	•	Security selection in real estate, banking, and insurance within the financials sector was additive to returns.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

Rank	Security/Holding	% of Net Assets
1	Freescale Semiconductor Ltd.	1.27
2	iShares Russell 2000 Index Fund	1.24
3	Graphic Packaging Holding Co.	1.19
4	Owens Corning, Inc.	1.17
5	XL Group Plc	1.09
6	Assured Guaranty Ltd.	1.04
7	Clean Harbors, Inc.	1.01
8	GoPro, Inc. – Class A	0.99
9	Signet Jewelers Ltd.	0.98
10	Genpact Ltd.	0.95

GuideMark^®World ex-US Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

MSCI ALL COUNTRY WORLD EX-US INDEX – The MSCI All Country World ex-USA index measures the equity market performance of developed and emerging markets excluding the United States. The MSCI ACWI ex US consists of 45 country indices comprising 22 developed and 23 emerging market country indices. The developed market country indices included are: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom. The emerging market country indices included are: Brazil, Chile, China, Columbia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Peru, Philippines, Poland, Russia, Qatar, South Africa, Taiwan, Thailand, Turkey and United Arab Emirates.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Five Year			Ten Year			Since Inception⁽¹⁾
GuideMark^®World ex-US Fund
Service Shares		-0.68	%		2.92	%		1.67	%		2.64	%
Institutional Shares		-0.10	%		N/A			N/A			1.52	%
MSCI All Country World ex-US Index		-0.57	%		5.29	%		5.93	%		6.66	%⁽²⁾

⁽¹⁾	Inception date is 6/29/01 for Service Shares and 4/29/11 for Institutional Shares.

⁽²⁾	The return shown for the MSCI All Country World ex-US Index is from the inception date of the Service Shares. The MSCI All Country World ex-US Index return from the inception date of the Institutional Shares is 2.10%.

GuideMark^®World ex-US Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

	•	For the 12 months ended March 2015, the Fund returned -0.68%, underperforming the MSCI ACWI ex-US Index at -0.57%.

	•	Security selection within the Emerging Market Asia region detracted, specifically holding gaming stocks in China.

	•	Financials and consumer related sector exposure in Europe hurt returns. Sensitivity to interest rates presented challenges for the Fund’s investment in the financials sector. Automobile manufactures faced a slowdown in demand from China and other emerging market countries.

	•	Exposure to gold mining company Anglo American negatively impacted returns, as gold miners continued to trade under pressure.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

Rank	Security/Holding	% of Net Assets
1	Toyota Motor Corp.	1.36
2	Roche Holding AG	1.36
3	Novartis AG	1.19
4	Total SA	1.16
5	Samsung Electronics Co., Ltd.	1.01
6	Royal Dutch Shell Plc – Class A	0.96
7	Anheuser-Busch InBev SA	0.91
8	Nestle SA	0.87
9	Australia and New Zealand Banking Group Ltd.	0.87
10	Mitsubishi UFJ Financial Group, Inc.	0.83

GuideMark^®Opportunistic Equity Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

This chart assumes an initial gross investment of $10,000 made on April 1, 2011. Returns shown include the reinvestment of all dividends. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Index returns do not reflect the effects of fees or expenses. It is not possible to invest directly in an index.

RUSSELL 3000^®INDEX – The Russell 3000^®Index is an unmanaged index which measures the performance of the 3,000 largest US Companies, based on total market capitalization, which represents approximately 98% of the investable US equity market.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year		Since Inception⁽¹⁾
GuideMark^®Opportunistic Equity Fund
Service Shares	12.61	%	12.34	%
Institutional Shares	13.26	%	12.64	%
Russell 3000^®Index	12.37	%	13.90	%⁽²⁾

⁽¹⁾	Inception date is 4/1/11 for Service Shares and 4/29/11 for Institutional Shares.

⁽²⁾	The return shown for the Russell 3000^®Index is from the inception date of the Service Shares. The Russell 3000^®Index return from the inception date of the Institutional Shares is 13.49%.

GuideMark^®Opportunistic Equity Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

	•	For the 12 months ended March 2015, the Fund returned 12.61%, outperforming the Russell 3000^®Index at 12.37%.

	•	Security selection was the primary driver of relative performance. Investments in stocks with higher market capitalizations benefited returns, as large cap stocks outperformed smaller cap stocks over the period.

	•	While the energy sector was the worst performing sector, security selection proved beneficial. Exposure to oil and gas refining companies that benefited from falling oil prices contributed to relative performance.

	•	Security selection within the consumer discretionary sector was additive to returns, as consumer stocks rallied with better than expected earnings growth.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

Rank	Security/Holding	% of Net Assets
1	Apple, Inc.	3.06
2	Valeant Pharmaceuticals International, Inc.	2.72
3	Willis Group Holdings Plc	2.49
4	Microsoft Corp.	2.37
5	Whirlpool Corp.	2.28
6	Twenty-First Century Fox, Inc. – Class B	2.24
7	Hub Group, Inc. – Class A	2.02
8	Teva Pharmaceutical Industries Ltd. – ADR	2.02
9	Jarden Corp.	2.01
10	United Technologies Corp.	1.84

GuideMark^®Global Real Return Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

BARCLAYS U.S. TIPS INDEX – The Barclays U.S. TIPS Index includes all publicly-issued, U.S. Treasury inflation protected securities that have at least one year remaining to maturity, are rated investment grade, and have $250 million or more of outstanding face value.

GLOBAL REAL RETURN BLENDED INDEX – The Global Real Return Blended Index is a weighted combination of 20% of the total return from the Bloomberg Commodity Index, 35% of the total return from the S&P Global Natural Resources Index, 15% of the total return from the Dow Jones Global Select RESI Index and 30% of the total return from the Barclays Global Inflation Linked Bond Index. Returns are weighted on a 20/35/15/30 basis for each historical month and then the longer-term returns are geometrically combined from these historical monthly returns to create aggregate returns (1-year, 3-years, 5-years, etc.) for the Global Real Return Blended Index. Effective July 1, 2014, the Dow Jones-UBS Commodity Index changed its name to the Bloomberg Commodity Index. Prior to July 31, 2014, the Global Real Return Blended Index was comprised of the Bloomberg Commodity Index, the S&P Global Natural Resources Index, the Dow Jones Global Select RESI Index, and the Barclays Global Inflation Linked Bond Index and was weighted 20/35/20/25 basis for each historical month.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Since Inception⁽¹⁾
GuideMark^®Global Real Return Fund
Service Shares		-9.95	%		-3.89	%
Institutional Shares		-9.43	%		-4.15	%
Barclays U.S. TIPS Index		3.11	%		3.31	%⁽²⁾
Global Real Return Blended Index		-6.64	%		-0.35	%⁽³⁾

⁽¹⁾	Inception date is 4/1/11 for Service Shares and 4/29/11 for Institutional Shares.
⁽²⁾	The return shown for the Barclays U.S. TIPS Index is from the inception date of the Service Shares. The Barclays U.S. TIPS Index return from the inception date of the Institutional Shares is 2.82%.
⁽³⁾	The return shown for the Global Real Return Blended Index is from the inception date of the Service Shares. The Global Real Return Blended Index return from the inception date of the Institutional Shares is (1.11)%.

GuideMark^®Global Real Return Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned -9.95%, underperforming the Barclays U.S. TIPS Index at 3.11%, and underperforming its blended benchmark which returned -6.64%.

•

Non-benchmark exposure specifically to both global natural resources and commodities detracted from returns relative to the Fund’s primary benchmark index. These sectors experienced relative weakness with slow economic growth and a strengthening US dollar.

•

Tactical overweight exposure to global natural resources detracted from returns. Global natural resources fell under pressure based on expected slowdown in the Emerging Market countries, including China.

•

Tactical overweight exposure to real estate contributed to relative performance. However, the allocation was not large enough to offset the negative impact of a tactical underweight to TIPS and overweight to global natural resources.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	SPDR S&P Global Natural Resources ETF	28.91
2	PowerShares DB Commodity Index Tracking Fund	16.83
3	SPDR Barclays TIPS ETF	15.30
4	SPDR Dow Jones REIT ETF	11.02
5	SPDR Dow Jones International Real Estate ETF	8.07
6	SPDR DB International Government Inflation-Protected Bond ETF	5.38
7	Energy Select Sector SPDR Fund	4.06
8	PowerShares Global Agriculture Portfolio	2.02
9	SPDR S&P International Energy Sector ETF	2.00
10	SPDR S&P Metals and Mining ETF	1.08

GuideMark^®Core Fixed Income Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

BARCLAYS U.S. AGGREGATE BOND INDEX – The Barclays U.S. Aggregate Bond Index is a broad-based benchmark that measures the investment-grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries government-related and corporate debt securities, mortgage- and asset-backed securities. All securities contained in the Barclays U.S. Aggregate Bond Index have a minimum term to maturity of one year.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Five Year			Ten Year			Since Inception⁽¹⁾
GuideMark^®Core Fixed Income Fund
Service Shares		4.64	%		3.72	%		4.04	%		4.40	%
Institutional Shares		5.25	%		N/A			N/A			3.59	%
Barclays U.S. Aggregate Bond Index		5.72	%		4.41	%		4.93	%		5.24	%⁽²⁾

⁽¹⁾	Inception date is 6/29/01 for Service Shares and 4/29/11 for Institutional Shares.

⁽²⁾	The return shown for the Barclays U.S. Aggregate Bond Index is from the inception date of the Service Shares. The Barclays U.S. Aggregate Bond Index return from the inception date of the Institutional Shares is 3.99%.

GuideMark^®Core Fixed Income Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 4.64%, underperforming the Barclays U.S. Aggregate Bond Index at 5.72%.

•

An underweight allocation to longer dated U.S. Treasury bonds in favor of investment grade corporate bonds was the primary driver of the Fund’s relative underperformance.

•

Investment grade corporate bonds continued to be favored due to better yields and relative valuations. Continued foreign investor demand for longer dated securities led to a decline in rates providing a tailwind for longer term U.S. bonds.

•

Emphasis to shorter duration bonds within the collateralized mortgage obligations, asset-backed securities and mortgage-backed securities sectors harmed returns as a result of the decline in rates.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	U.S. Treasury Bond, 3.125%, 11/15/2041	2.99
2	Federal National Mortgage Association, Pool # TBA, 3.500%, 04/15/2041	2.54
3	U.S. Treasury Note, 2.000%, 02/15/2022	1.93
4	Federal National Mortgage Association, Pool # TBA, 3.000%, 04/15/2043	1.83
5	U.S. Treasury Note, 2.000%, 11/15/2021	1.37
6	Government National Mortgage Association, Pool # TBA, 4.000%, 04/15/2042	1.30
7	U.S. Treasury Note, 2.375%, 08/15/2024	1.25
8	Federal Home Loan Mortgage Corp., Pool # J2-5769, 3.500%, 09/01/2028	1.16
9	Federal Home Loan Mortgage Corp., Pool # U8-9032, 3.000%, 07/01/2033	1.10
10	Bear Stearns Commercial Mortgage Securities Trust, Series 2006-PW13, 5.540%, 09/11/2041	0.99

GuideMark^®Tax-Exempt Fixed Income Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

BARCLAYS MUNICIPAL BOND INDEX – The Barclays Municipal Bond Index is a market-value-weighted index for the long-term tax-exempt bond market. The index has four main sectors: state and local general obligation bonds, revenue bonds, insured bonds, and pre-refunded bonds.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Five Year			Ten Year			Since Inception⁽¹⁾
GuideMark^®Tax-Exempt Fixed Income Fund		6.45	%		4.29	%		3.67	%		3.76	%
Barclays Municipal Bond Index		6.62	%		5.11	%		4.85	%		5.08	%

⁽¹⁾	Inception date is 6/29/01.

GuideMark^®Tax-Exempt Fixed Income Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 6.45%, underperforming the Barclays Municipal Bond Index at 6.62%.

•

An overweight exposure to AA rated securities harmed returns, as investors generally sought the higher yields offered by lower rated securities.

•

A modest underweight exposure to maturities of over 30 years tempered returns. The long end of the yield curve outperformed the shorter end, as interest rates unexpectedly declined.

•

With increased investor risk appetite, an overweight exposure to BBB-rated securities benefited relative returns.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	California, GO, 6.500%, 04/01/2033	1.85
2	Wisconsin, Series A, Refunding, Revenue Bond, 6.000%, 05/01/2033	1.79
3	Los Angeles Department of Airports, Series A, Refunding, Revenue Bond, 5.250%, 05/15/2029	1.76
4	Henry County Public Service Authority Water & Sewer, Refunding, Revenue Bond, AGM Insured, 5.500%, 11/15/2019	1.70
5	New York City, GO, 5.375%, 04/01/2036	1.57
6	Louisiana Citizens Property, Revenue Bond, AGM Insured, 6.750%, 06/01/2026	1.42
7	Massachusetts Health & Educational Facilities Authority, Series A, Refunding, Revenue Bond, 5.500%, 11/15/2036	1.38
8	Regional Transportation District, Series A, Revenue Bond, 5.000%, 11/01/2027	1.37
9	Regional Transportation District, Revenue Bond, 6.000%, 01/15/2026	1.23
10	North Texas Tollway Authority, Series E, Prerefunded, Revenue Bond, 5.750%, 01/01/2038	1.22

GuideMark^®Opportunistic Fixed Income Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

This chart assumes an initial gross investment of $10,000 made on April 1, 2011 (commencement of the Fund’s Service Shares operations). Returns shown include the reinvestment of all dividends. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Index returns do not reflect the effects of fees or expenses. It is not possible to invest directly in an index.

BARCLAYS MULTIVERSE INDEX – The Barclays Multiverse Index provides a broad-based measure of the global fixed-income bond market, and captures investment grade and high yield securities in all eligible currencies.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Since Inception⁽¹⁾
GuideMark^®Opportunistic Fixed Income Fund
Service Shares		0.33	%		2.37	%
Institutional Shares		0.88	%		2.79	%
Barclays Multiverse Index		-3.76	%		1.40	%⁽²⁾

⁽¹⁾	Inception date is 4/1/11 for Service Shares and 4/29/11 for Institutional Shares.

⁽²⁾	The return shown for the Barclays Multiverse Index is from the inception date of the Service Shares. The Barclays Multiverse Index return from the inception date of the Institutional Shares is 0.54%.

GuideMark^®Opportunistic Fixed Income Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 0.33%, outperforming the Barclays Multiverse Index at -3.76%.

•

Currency positioning, including an overweight exposure to the U.S. dollar relative to the Japanese yen and the Euro, contributed to the Fund’s outperformance. The U.S. dollar remained strong over the period against all other currencies as the U.S. economy continued to strengthen.

•

Security selection within both investment grade and high yield debt securities, and structured products, especially mortgage-backed securities, contributed to the Fund’s relative returns.

•

A shorter relative duration position detracted from returns.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	Korea Monetary Stabilization Bond, 2.900%, 12/02/2015	2.56
2	Malaysia Government Bond, 4.720%, 09/30/2015	1.63
3	Hungary Government International Bond, 6.375%, 03/29/2021	1.52
4	Mexican Bonos, 6.000%, 06/18/2015	1.49
5	Portugal Government International Bond, 5.125%, 10/15/2024	1.33
6	Federal National Mortgage Association, Pool #1200, 3.000%, 10/01/2032	1.21
7	Korea Treasury Bond, 2.750%, 12/10/2015	1.20
8	Ireland Government Bond, 5.400%, 03/13/2025	1.20
9	Federal National Mortgage Association, Pool #2011-131, 4.500%, 12/25/2041	1.16
10	Federal Home Loan Mortgage Corp., Pool #4097, 3.500%, 08/15/2042	1.12

GuidePath^®Strategic Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

This chart assumes an initial gross investment of $10,000 made on April 29, 2011 (commencement of the Fund’s Service Shares operations). Returns shown include the reinvestment of all dividends. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Index returns do not reflect the effects of fees or expenses. It is not possible to invest directly in an index.

MSCI ALL COUNTRY WORLD INDEX – The MSCI All Country World Index measures the equity market performance of developed and emerging markets. The MSCI consisted of 46 country indices comprising 23 developed and 23 emerging market country indices. The developed market country indices included are: Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the United Kingdom, and the United States. The emerging market country indices included are: Brazil, Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Peru, Philippines, Poland, Russia, Qatar, South Africa, Taiwan, Thailand, Turkey and United Arab Emirates.

S&P 500^®INDEX – The S&P 500^®Index focuses on the large-cap segment of the U.S. equities market. It includes 500 leading companies in leading industries of the U.S. economy, capturing approximately 75% coverage of U.S. equities.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Since Inception⁽¹⁾
GuidePath^®Strategic Asset Allocation Fund
Service Shares		4.47	%		5.81	%
Institutional Shares		5.04	%		10.88	%
MSCI All Country World Index		5.97	%		7.39	%⁽²⁾⁽⁴⁾
S&P 500^®Index		12.73	%		13.62	%⁽³⁾⁽⁴⁾

⁽¹⁾	Inception date is 4/29/11 for Service Shares and 9/13/12 for Institutional Shares.
⁽²⁾	The return shown for the MSCI All Country World Index is annualized from the inception date of the Service Shares. The MSCI All Country World Index cumulative return from the inception date of the Institutional Shares is 12.62%.
⁽³⁾	The return shown for the S&P 500^®Index is annualized from the inception date of the Service Shares. The S&P 500^®Index cumulative return from the inception date of the Institutional Shares is 17.10%.
⁽⁴⁾	The Fund has elected to use the MSCI All Country World Index to represent its broad based benchmark rather than the S&P 500^®Index because the MSCI All Country World Index more accurately reflects the Fund’s holdings.

GuidePath^®Strategic Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 4.47%, underperforming the MSCI ACWI Index at 5.97%.

•

Exposure to global real return assets, specifically commodities and natural resources, dampened performance due to the steep price declines in the energy and agriculture sub-sectors.

•

Repositioning within international markets, reducing emerging markets in favor of developed markets harmed returns, as developed markets were dragged lower by concerns in Europe.

•

Security selection within the GuideMark^®Small-Mid Cap Core Fund holding benefited returns, especially within the energy sector, and a general bias towards higher growth stocks. Security selection within the GuideMark^®Opportunistic Equity Fund holding helped returns especially within the energy, consumer and real estate sectors along with exposure to smaller cap stocks.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	GuideMark^®World ex-US Fund – Institutional Shares	18.32
2	Vanguard FTSE All-World ex-US Fund	18.03
3	SPDR S&P 500 ETF Trust	14.08
4	GuideMark^®Small/Mid Cap Core Fund – Institutional Shares	9.28
5	GuideMark^®Large Cap Value Fund – Institutional Shares	7.45
6	GuideMark^®Large Cap Growth Fund – Institutional Shares	6.99
7	GuideMark^®Opportunistic Equity Fund – Institutional Shares	5.31
8	GuideMark^®Global Real Return Fund – Institutional Shares	4.00
9	SPDR S&P 600 Small Cap Growth ETF	2.21
10	iShares Core MSCI Emerging Markets ETF	2.13

GuidePath^®Tactical Constrained^®Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

TACTICAL CONSTRAINED BLENDED INDEX – The Tactical Constrained Blended Index is a weighted combination of 75% of the total return of the MSCI All Country World Index with 25% of the total return from the BofA Merrill Lynch Global Broad Market Index. Returns are weighted on a 75/25 basis for each historical month and then the longer-term returns are geometrically combined from these historical monthly returns to create aggregate returns (1-year, 3-years, 5-years, etc.) for the Tactical Constrained Blended Benchmark Index

GuidePath^®Tactical Constrained^®Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Since Inception⁽¹⁾
GuidePath^®Tactical Constrained^®Asset Allocation Fund
Service Shares		5.42	%		5.68	%
Institutional Shares		6.01	%		9.24	%
MSCI All Country World Index		5.97	%		7.39	%⁽²⁾⁽⁵⁾
S&P 500^®Index		12.73	%		13.62	%⁽³⁾⁽⁵⁾
Tactical Constrained Blended Index		3.76	%		5.83	%⁽⁴⁾

⁽¹⁾	Inception date is 4/29/11 for Service Shares and 9/13/12 for Institutional Shares.

⁽²⁾	The return shown for the MSCI All Country World Index is annualized from the inception date of the Service Shares. The MSCI All Country World Index cumulative return from the inception date of the Institutional Shares is 12.62%.

⁽³⁾	The return shown for the S&P 500^®Index is annualized from the inception date of the Service Shares. The S&P 500^®Index cumulative return from the inception date of the Institutional Shares is 17.10%.

⁽⁴⁾	The return shown for the Tactical Constrained Blended Index is annualized from the inception date of the Service Shares. The Tactical Constrained Blended Index cumulative return from the inception date of the Institutional Shares is 9.05%.

⁽⁵⁾	The Fund has elected to use the MSCI All Country World Index to represent its broad based benchmark rather than the S&P 500^®Index because the MSCI All Country World Index more accurately reflects the Fund’s holdings.

GuidePath^®Tactical Constrained^®Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

	•	For the 12 months ended March 2015, the Fund returned 5.42% underperforming the MSCI ACWI Index at 5.97%. The Fund outperformed the blended benchmark of 75% MSCI ACWI Index and 25% BofA Merrill Lynch Global Broad Market Index at 3.76%.

	•	Increasing exposure to US fixed income relative to international equities and fixed income benefited returns, with the outperformance of the US fixed income market based, in part, on the strength in the US dollar. Fund performance further benefited from exposure to investment grade corporate bonds.

	•	Security selection within the GuideMark^®Opportunistic Equity Fund holding helped returns, especially within the energy, consumer and real estate sectors. A small exposure to global REITS added to gains as continued economic progress supported REIT valuations.

	•	Exposure to opportunistic fixed income benefited returns. This was due, in part, to foreign exchange trades within the GuideMark^®Opportunistic Fixed Income Fund that overweighted the US dollar relative to the Yen and Euro. The exposure also benefited from credit selection and an overweight to US high yield fixed income.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	GuideMark^®World ex-US Fund – Institutional Shares	18.50
2	SPDR S&P 500 ETF Trust	13.26
3	GuideMark^®Core Fixed Income Fund – Institutional Shares	11.39
4	GuideMark^®Opportunistic Equity Fund – Institutional Shares	10.63
5	GuideMark^®Large Cap Value Fund – Institutional Shares	6.69
6	GuideMark^®Large Cap Growth Fund – Institutional Shares	6.65
7	GuideMark^®Small/Mid Cap Core Fund – Institutional Shares	5.93
8	GuideMark^®Opportunistic Fixed Income Fund – Institutional Shares	5.11
9	iShares Core MSCI Emerging Markets ETF	3.60
10	Vanguard REIT ETF	2.76

GuidePath^®Tactical Unconstrained^®Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

TACTICAL UNCONSTRAINED BLENDED INDEX – The Tactical Unconstrained Blended Index is a weighted combination of 90% of the total return from the MSCI All Country World Index with 10% of the total return from the Barclays Multiverse Index. Returns are weighted on a 90/10 basis for each historical month and then the longer-term Blended Index returns are geometrically combined from these historical monthly returns to create aggregate returns (1-year, 3-years, 5-years, etc.) for the Tactical Unconstrained Blended Index.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year			Since Inception⁽¹⁾
GuidePath^®Tactical Unconstrained^®Asset Allocation Fund
Service Shares		3.08	%		3.80	%
Institutional Shares		3.63	%		7.39	%
S&P 500^®Index		12.73	%		13.62	%⁽²⁾
Tactical Unconstrained Blended Index		4.98	%		6.76	%⁽³⁾

⁽¹⁾	Inception date is 4/29/11 for Service Shares and 9/13/12 for Institutional Shares.

⁽²⁾	The return shown for the S&P 500^®Index is annualized from the inception date of the Service Shares. The S&P 500^®Index cumulative return from the inception date of the Institutional Shares is 17.10%.

⁽³⁾	The return shown for the Tactical Unconstrained Blended Index is annualized from the inception date of the Service Shares. The Tactical Unconstrained Blended Index cumulative return from the inception date of the Institutional Shares is 11.17%.

GuidePath^®Tactical Unconstrained^®Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

	•	For the 12 months ended March 2015, the Fund returned 3.08%, underperforming the S&P 500 Index at 12.73%. The Fund lagged the blended benchmark of 90% MSCI ACWI Index and 10% Barclays Multiverse Index at 4.98%.

	•	Defensive positioning and higher cash allocations within the Fund were the largest detractor to returns, as market reversals impacted trend following strategies.

	•	In international markets, both equities and fixed income harmed returns given the strength of the U.S. dollar. Underweight exposure to commodities dampened performance due to steep price declines in the energy and agriculture sub-sectors.

	•	Security selection within the GuideMark^®Opportunistic Equity Fund holding benefited returns, especially within the energy, consumer and real estate sectors.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	SPDR S&P 500 ETF Trust	9.27
2	iShares Core U.S. Credit Bond ETF	7.77
3	GuideMark^®Opportunistic Equity Fund – Institutional Shares	6.22
4	Vanguard FTSE Europe ETF	5.19
5	GuideMark^®Large Cap Value Fund – Institutional Shares	5.01
6	GuideMark^®World ex-US Fund – Institutional Shares	4.95
7	Vanguard Short-Term Bond Fund	4.30
8	GuideMark^®Opportunistic Fixed Income Fund – Institutional Shares	4.21
9	William Blair Macro Allocation Fund – Class I	4.00
10	Vanguard REIT ETF	3.97

GuidePath^®Absolute Return Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

CITIGROUP 3-MONTH TREASURY BILL INDEX – The Citigroup 3-month Treasury Bill Index tracks the performance of US Treasury Bills with a remaining maturity of three months.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year		Since Inception⁽¹⁾
GuidePath^®Absolute Return Asset Allocation Fund
Service Shares	2.47	%	1.68	%
Institutional Shares	3.05	%	2.22	%
Citigroup 3-Month Treasury Bill Index	0.03	%	0.05	%⁽²⁾

⁽¹⁾	Inception date is 4/29/11 for Service Shares and 9/13/12 for Institutional Shares.

⁽²⁾	The return shown for the Citigroup 3-Month Treasury Bill Index is annualized from the inception date of the Service Shares. The Citigroup 3-Month Treasury Bill Index cumulative return from the inception date of the Institutional Shares is 0.05%.

GuidePath^®Absolute Return Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 2.47%, outperforming the Citigroup 3-month Treasury Bill Index at 0.03%.

•

Fixed income exposure favoring credit and long-dated maturities proved beneficial to Fund performance.

•

A relatively small exposure to domestic equities was beneficial as the US market posted strong gains.

•

Repositioning within fixed income, moving out of emerging markets and into US fixed income in the latter part of the period benefited Fund returns.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

Rank	Security/Holding	% of Net Assets
1	Pioneer Strategic Income Fund – Class Y	14.63
2	Vanguard Mortgage-Backed Securities ETF	7.95
3	Vanguard Total Bond Market ETF	6.48
4	iShares Core U.S. Credit Bond ETF	5.93
5	DoubleLine Total Return Bond Fund – Institutional Shares	5.35
6	Vanguard Intermediate – Term Corporate Bond ETF	4.41
7	GuideMark^®Core Fixed Income Fund – Institutional Shares	3.36
8	John Hancock Funds II - Alternative Asset Allocation Fund – Institutional Shares	3.27
9	iShares 7-10 Year Treasury Bond ETF	3.08
10	JPMorgan Unconstrained Debt Fund – Select Shares	2.98

GuidePath^®Multi-Asset Income Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

This chart assumes an initial gross investment of $10,000 made on August 31, 2012 (commencement of the Fund’s operations). Returns shown include the reinvestment of all dividends. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Index returns do not reflect the effects of fees or expenses. It is not possible to invest directly in an index.

MSCI WORLD HIGH DIVIDEND YIELD INDEX – The MSCI World High Dividend Yield Index is based on the MSCI World Index, its parent index, and includes large and mid cap stocks across 23 developed market countries. The Index is designed to reflect the performance of equities (excluding REITs) with higher than average dividend yields that are both sustainable and persistent.

MULTI-ASSET INCOME BLENDED INDEX – The Multi-Asset Income Blended Index is a weighted combination of 60% of the total return from the MSCI World High Dividend Yield Index with 40% of the total return from the Barclays US Aggregate Bond Index. Returns are weighted on a 60/40 basis for each historical month and then the longer-term Blended Index returns are geometrically combined from these historical monthly returns to create aggregate returns (1-year, 3-years, 5-years, etc.) for the Blended Index.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year		Since Inception⁽¹⁾
GuidePath^®Multi-Asset Income Asset
Allocation Fund	3.01	%	6.28	%
MSCI World High Dividend Yield Index	0.94	%	11.81	%
Multi-Asset Income Blended Index	2.91	%	8.00	%

(1)	Inception date is 8/31/12.

GuidePath^®Multi-Asset Income Asset Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

•

For the 12 months ended March 2015, the Fund returned 3.01%, outperforming the MSCI World High Dividend Yield Index at 0.94%. The Fund outperformed the blended benchmark of 60% MSCI World High Dividend Yield Index and 40% Barclays US Aggregate Index at 2.91%.

•

Exposure to US preferred stocks, REITs and dividend equities benefited performance.

•

A general bias towards US dividend equities, which increased during the period, coupled with a reduction in international dividend equities, lifted returns given the strength of the US markets and strengthening US dollar.

•

Within fixed income, relatively small exposures to long maturity bonds helped performance. Exposure to emerging market debt dampened performance, with weakness in global currencies; although exposure to US dollar denominated debt was beneficial.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

Rank	Security/Holding	% of Net Assets
1	BlackRock Multi-Asset Income Fund – Institutional Shares	24.41
2	WisdomTree Equity Income Fund	11.16
3	Forward Select Income Fund – Institutional Shares	5.48
4	iShares iBoxx $ High Yield Corporate Bond ETF	5.05
5	iShares JPMorgan USD Emerging Markets Bond ETF	4.99
6	JPMorgan Income Builder Fund – Select Shares	3.75
7	JPMorgan International Equity Income Fund – Select Shares	3.37
8	WisdomTree International SmallCap Dividend Fund	2.94
9	Forward International Dividend Fund – Institutional Shares	2.93
10	GuideMark^®World ex-US Fund – Institutional Shares	2.72

GuidePath^®Fixed Income Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

This chart assumes an initial gross investment of $10,000 made on August 31, 2012 (commencement of the Fund’s Service Shares operations). Returns shown include the reinvestment of all dividends. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Index returns do not reflect the effects of fees or expenses. It is not possible to invest directly in an index.

BARCLAYS US AGGREGATE BOND INDEX – The Barclays U.S. Aggregate Bond Index is a broad-based benchmark that measures the investment-grade U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate debt securities, and mortgage- and asset-backed securities. All securities contained in the Barclays U.S. Aggregate Bond Index have a minimum term to maturity of one year.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year		Since Inception⁽¹⁾
GuidePath^®Fixed Income Allocation Fund
Service Shares	3.32	%	0.92	%
Institutional Shares	3.75	%	1.48	%
Barclays US Aggregate Bond Index	5.72	%	2.23	%⁽²⁾

⁽¹⁾	Inception date is 8/31/12 for Service Shares and 9/13/12 for Institutional Shares.

⁽²⁾	The return shown for the Barclays US Aggregate Bond Index is from the inception date of the Service Shares. The Barclays US Aggregate Bond Index return from the inception date of the Institutional Shares is 2.42%.

GuidePath^®Fixed Income Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

	•	For the 12 months ended March 2015, the Fund returned 3.32%, underperforming the Barclays US Aggregate Index at 5.72%.

	•	Non-benchmark exposure in high yield through direct exposures and indirect through actively managed opportunistic fixed income exposures harmed returns.

	•	International TIPS and local currency emerging market bond exposures dampened performance.

	•	Exposure to long maturity bonds provided a positive lift to returns, as long-term yields declined on continued high demand for U.S. fixed income securities from foreign investors.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio, less securities lending collateral.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	Vanguard Total Bond Market ETF	21.81
2	GuideMark^®Core Fixed Income Fund – Institutional Shares	21.76
3	GuideMark^®Opportunistic Fixed Income Fund –
	Institutional Shares	13.89
4	iShares 7-10 Year Treasury Bond ETF	6.11
5	Vanguard Mortgage-Backed Securities ETF	6.00
6	iShares 1-3 Year Treasury Bond ETF	4.73
7	iShares Core U.S. Credit Bond ETF	3.21
8	Loomis Sayles Bond Fund – Institutional Shares	2.81
9	SPDR Barclays TIPS ETF	2.79
10	SPDR Barclays High Yield Bond ETF	2.61

GuidePath^®Altegris^®Diversified Alternatives Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited)

TOTAL RETURN BASED ON A $10,000 INVESTMENT

HFRI FUND OF FUNDS COMPOSITE INDEX – The HFRI Fund of Funds Composite Index is an equally weighted hedge fund index including over 650 domestic and off-shore funds of funds.

CITIGROUP 3-MONTH TREASURY BILL INDEX – The Citigroup 3-month Treasury Bill Index tracks the performance of US Treasury Bills with a remaining maturity of three months.

AVERAGE ANNUAL TOTAL RETURN (for periods ended March 31)

	One Year		Since Inception⁽¹⁾
GuidePath^®Altegris^®Diversified Alternatives Allocation Fund
Service Shares	7.91	%	3.69	%
Institutional Shares	8.34	%	3.83	%
HFRI Fund of Funds Composite Index	5.37	%	6.62	%⁽²⁾
Citigroup 3-Month Treasury Bill Index	0.03	%	0.05	%⁽³⁾

⁽¹⁾	Inception date is 8/31/12 for Service Shares and 9/13/12 for Institutional Shares.

⁽²⁾	Reflects index performance since the date closest to the Class’ inception for which data is available. The HFRI Fund of Funds Composite Index is calculated from August 31, 2012, the inception date of the Service Shares.

⁽³⁾	The return shown for the Citigroup 3-Month Treasury Bill Index is annualized from the inception date of the Service Shares. The Citigroup 3-Month Treasury Bill Index cumulative return from the inception date of the Institutional Shares is 0.05%.

GuidePath^®Altegris^®Diversified Alternatives Allocation Fund

MANAGER’S DISCUSSION OF FUND PERFORMANCE (Unaudited) (Continued)

	•	For the 12 months ended March 2015, the Fund returned 7.91%, outperforming the HFRI Fund of Funds Composite Index at 5.37%.

	•	The macro strategy contributed to more than half the Fund’s return. The strongest drivers of return being long fixed income futures positions, short non-US currencies and short energy futures positions.

	•	Within the alternative equity strategy, long consumer (cyclical and non-cyclical) positions led gains. Long positions across sectors such as communications, industrials and technology also benefited as stock dispersion increased during the time period. Long energy positions were the largest detractor within the alternative equity strategy.

	•	Within the alternative fixed income strategy, convertible bond holdings led the gains by capitalizing on idiosyncratic, company-specific events.

Components of Portfolio Holdings*

*Pie chart represents percentages of total portfolio.

Top Ten Holdings

		% of Net
Rank	Security/Holding	Assets
1	Altegris^®Equity Long Short Fund - Institutional Shares	47.31
2	Altegris^®Fixed Income Long Short Fund –
	Institutional Shares	27.56
3	Altegris^®Futures Evolution Strategy Fund –
	Institutional Shares	8.12
4	Altegris^®Macro Strategy Fund – Institutional Shares	7.52
5	Altegris^®Managed Futures Strategy Fund –
	Institutional Shares	4.98
6	Altegris^®/AACA Real Estate Long Short Fund –
	Institutional Shares	2.61

GuideMark^®Funds & GuidePath^®Funds
EXPENSE EXAMPLE (Unaudited)
March 31, 2015

As a shareholder of the GuideMark^®& GuidePath^®Funds (the “Funds”), you incur ongoing costs, including management fees, distribution and/or service fees, and other Fund expenses. The Expense Example shown in this section is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The Expense Examples are based on an investment of $1,000 invested at the beginning of a six-month period and held for the entire period, which for all Funds is from October 1, 2014 to March 31, 2015.

Actual Expenses

The first line of the Expense Example table 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 this period.

The example includes, but is not limited to, management fees, shareholder servicing fees, distribution fees, fund accounting fees, custody fees and transfer agent fees. However, the example below does not include portfolio trading commissions and related expenses, interest expense or dividends on short positions taken by a Fund and other extraordinary expenses as determined under U.S. generally accepted accounting principles. To the extent that a Fund invests in shares of other investment companies as part of its investment strategy, you will indirectly bear your proportionate share of any fees and expenses charged by the underlying funds in which a Fund invests in addition to the expenses of the Fund. Actual expenses of the underlying funds are expected to vary among the various underlying funds. These expenses are not included in the example below.

Hypothetical Example for Comparison Purposes

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

GuideMark^®Funds & GuidePath^®Funds
EXPENSE EXAMPLE (Unaudited) (Continued)

March 31, 2015

Fund		Beginning Account Value October 1, 2014		Ending Account Value March 31, 2015		Annualized Expense Ratio⁽¹⁾ based on the period October 1, 2014– March 31, 2015		Expenses Paid During Period⁽²⁾ October 1, 2014– March 31, 2015
INSTITUTIONAL SHARES
GuideMark^®Large Cap	Actual	$	1,000.00	$	1,072.60		0.86%	$	4.44
Growth Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,020.64		0.86%	$	4.33
GuideMark^®Large Cap	Actual	$	1,000.00	$	1,059.20		0.85%	$	4.36
Value Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,020.69		0.85%	$	4.28
GuideMark^®Small/Mid Cap	Actual	$	1,000.00	$	1,131.30		1.02%	$	5.42
Core Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.85		1.02%	$	5.14
GuideMark^®World	Actual	$	1,000.00	$	1,005.80		0.98%	$	4.90
ex-US Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,020.04		0.98%	$	4.94
GuideMark^®Opportunistic	Actual	$	1,000.00	$	1,099.20		1.01%	$	5.29
Equity Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.90		1.01%	$	5.09
GuideMark^®Global	Actual	$	1,000.00	$	929.90		0.89%	$	4.28
Real Return Fund⁽⁴⁾	Hypothetical⁽³⁾	$	1,000.00	$	1,020.49		0.89%	$	4.48
GuideMark^®Core	Actual	$	1,000.00	$	1,033.70		0.70%	$	3.55
Fixed Income Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,021.44		0.70%	$	3.53
GuideMark^®Opportunistic	Actual	$	1,000.00	$	992.60		1.05%	$	5.22
Fixed Income Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.70		1.05%	$	5.29
GuidePath^®Strategic	Actual	$	1,000.00	$	1,038.60		0.42%	$	2.13
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,022.84		0.42%	$	2.12
GuidePath^®Tactical Constrained^®	Actual	$	1,000.00	$	1,042.70		0.42%	$	2.14
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,022.84		0.42%	$	2.12
GuidePath^®Tactical Unconstrained^®	Actual	$	1,000.00	$	1,027.80		0.52%	$	2.63
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,022.34		0.52%	$	2.62
GuidePath^®Absolute Return	Actual	$	1,000.00	$	1,015.20		0.50%	$	2.51
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,022.44		0.50%	$	2.52
GuidePath^®Fixed Income	Actual	$	1,000.00	$	1,021.50		0.41%	$	2.07
Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,022.89		0.41%	$	2.07
GuidePath^®Altegris^®Diversified	Actual	$	1,000.00	$	1,057.80		0.17%	$	0.87
Alternatives Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,024.08		0.17%	$	0.86

⁽¹⁾	The expense ratio excludes the securities lending credit.
⁽²⁾	Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 to reflect the one-half year period.
⁽³⁾	5% return before expenses.
⁽⁴⁾	Excluding voluntary waiver.

GuideMark^®Funds & GuidePath^®Funds
EXPENSE EXAMPLE (Unaudited) (Continued)

March 31, 2015

Fund		Beginning Account Value October 1, 2014		Ending Account Value March 31, 2015		Annualized Expense Ratio⁽¹⁾ based on the period October 1, 2014– March 31, 2015		Expenses Paid During Period⁽²⁾ October 1, 2014– March 31, 2015
SERVICE SHARES
GuideMark^®Large Cap	Actual	$	1,000.00	$	1,069.80		1.43%	$	7.38
Growth Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,017.80		1.43%	$	7.19
GuideMark^®Large Cap	Actual	$	1,000.00	$	1,055.00		1.43%	$	7.33
Value Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,017.80		1.43%	$	7.19
GuideMark^®Small/Mid Cap	Actual	$	1,000.00	$	1,126.80		1.72%	$	9.12
Core Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,016.36		1.72%	$	8.65
GuideMark^® World	Actual	$	1,000.00	$	1,003.30		1.59%	$	7.94
ex-US Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,017.00		1.59%	$	8.00
GuideMark^® Opportunistic	Actual	$	1,000.00	$	1,095.90		1.58%	$	8.26
Equity Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,017.05		1.58%	$	7.95
GuideMark^® Global	Actual	$	1,000.00	$	927.60		1.46%	$	7.02
Real Return Fund(4)	Hypothetical⁽³⁾	$	1,000.00	$	1,017.65		1.46%	$	7.34
GuideMark^® Core	Actual	$	1,000.00	$	1,030.60		1.30%	$	6.58
Fixed Income Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,018.45		1.30%	$	6.54
GuideMark^® Tax-Exempt	Actual	$	1,000.00	$	1,022.80		1.29%	$	6.51
Fixed Income Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,018.50		1.29%	$	6.49
GuideMark^® Opportunistic	Actual	$	1,000.00	$	989.70		1.55%	$	7.69
Fixed Income Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,017.20		1.55%	$	7.80
GuidePath^® Strategic	Actual	$	1,000.00	$	1,035.60		1.01%	$	5.13
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.90		1.01%	$	5.09
GuidePath^® Tactical Constrained^®	Actual	$	1,000.00	$	1,038.70		1.05%	$	5.34
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.70		1.05%	$	5.29
GuidePath^® Tactical Unconstrained^®	Actual	$	1,000.00	$	1,024.20		1.12%	$	5.65
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.35		1.12%	$	5.64
GuidePath^® Absolute Return	Actual	$	1,000.00	$	1,012.60		1.10%	$	5.52
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.45		1.10%	$	5.54
GuidePath^® Multi-Asset Income	Actual	$	1,000.00	$	1,017.20		1.15%	$	5.78
Asset Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,020.09		1.15%	$	5.79

GuideMark^®Funds & GuidePath^®Funds
EXPENSE EXAMPLE (Unaudited) (Continued)

March 31, 2015

Fund		Beginning Account Value October 1, 2014		Ending Account Value March 31, 2015		Annualized Expense Ratio⁽¹⁾ based on the period October 1, 2014– March 31, 2015	Expenses Paid During Period⁽²⁾ October 1, 2014– March 31, 2015
SERVICE SHARES (Continued)
GuidePath^®Fixed Income	Actual	$	1,000.00	$	1,018.40	1.01%	$	5.08
Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,019.90	1.01%	$	5.09
GuidePath^®Altegris^®Diversified	Actual	$	1,000.00	$	1,055.60	0.52%	$	2.66
Alternatives Allocation Fund	Hypothetical⁽³⁾	$	1,000.00	$	1,022.34	0.52%	$	2.62

⁽¹⁾	The expense ratio excludes the securities lending credit.

⁽²⁾	Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 182/365 to reflect the one-half year period.

⁽³⁾	5% return before expenses.

⁽⁴⁾	Excluding voluntary waiver.

GuideMark^®Large Cap Growth Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		COMMON STOCKS - 99.40%
		Aerospace & Defense - 2.73%
	19,329	Boeing Co.	$	2,900,896
	27,978	Honeywell International, Inc.		2,918,385
				5,819,281
		Air Freight & Logistics - 1.21%
	26,584	United Parcel Service, Inc. - Class B		2,577,053
		Banks - 0.85%
	114,396	Bank of America Corp.		1,760,554
	1,010	JPMorgan Chase & Co.		61,186
				1,821,740
		Beverages - 2.02%
	18,504	Anheuser-Busch InBev NV - ADR		2,255,823
	14,843	Monster Beverage Corp. (a)		2,054,197
				4,310,020
		Biotechnology - 7.85%
	22,177	Amgen, Inc.		3,544,993
	6,857	Biogen, Inc. (a)		2,895,300
	28,752	Celgene Corp. (a)		3,314,531
	46,154	Gilead Sciences, Inc. (a)		4,529,092
	20,690	Vertex Pharmaceuticals, Inc. (a)		2,440,799
				16,724,715
		Capital Markets - 0.31%
	13,403	Waddell & Reed Financial, Inc. - Class A		663,985
		Communications Equipment - 5.32%
	68,319	Brocade Communications Systems, Inc.		810,605
	155,420	Cisco Systems, Inc.		4,277,935
	18,352	F5 Networks, Inc. (a)		2,109,379
	59,690	QUALCOMM, Inc.		4,138,905
				11,336,824
		Consumer Finance - 0.73%
	19,820	American Express Co.		1,548,338
		Diversified Financial Services - 1.41%
	6,962	Intercontinental Exchange, Inc.		1,624,026
	13,299	Moody’s Corp.		1,380,436
				3,004,462

Number of
Shares			Value
		Diversified Telecommunication Services - 1.56%
	68,171	Verizon Communications, Inc.	$	3,315,156
		Electrical Equipment - 0.99%
	29,330	Agilent Technologies, Inc.		1,218,661
	7,648	Rockwell Automation, Inc. (b)		887,092
				2,105,753
		Electronic Equipment, Instruments &
		Components - 0.12%
	6,864	CDW Corp.		255,615
		Energy Equipment & Services - 0.44%
	14,671	Baker Hughes, Inc.		932,782
		Food & Staples Retailing - 3.26%
	20,544	Costco Wholesale Corp.		3,112,313
	31,426	CVS Caremark Corp.		3,243,478
	15,912	SYSCO Corp. (b)		600,360
				6,956,151
		Food Products - 1.12%
	66,111	Mondelez International, Inc. - Class A (b)		2,385,946
		Health Care Equipment & Supplies - 4.71%
	16,020	Becton, Dickinson & Co.		2,300,312
	14,128	C.R. Bard, Inc.		2,364,321
	33,868	Medtronic Plc		2,641,365
	7,560	Varian Medical Systems, Inc. (a)(b)		711,321
	17,216	Zimmer Holdings, Inc.		2,023,224
				10,040,543
		Health Care Providers & Services - 2.85%
	32,393	Aetna, Inc.		3,450,826
	6,916	Anthem, Inc.		1,067,900
	6,849	Cardinal Health, Inc.		618,259
	12,434	HCA Holdings, Inc. (a)		935,410
				6,072,395
		Hotels, Restaurants & Leisure - 2.81%
	2,822	Chipotle Mexican Grill, Inc. (a)(b)		1,835,824
	47,521	Hilton Worldwide Holdings, Inc. (a)		1,407,572
	24,163	Wyndham Worldwide Corp.		2,186,027
	4,413	Wynn Resorts Ltd.		555,508
				5,984,931

See notes to financial statements.

GuideMark^®Large Cap Growth Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		COMMON STOCKS (Continued)
		Household Durables - 1.35%
	87,919	Pulte Homes, Inc.	$	1,954,439
	4,541	Whirlpool Corp.		917,555
				2,871,994
		Household Products - 0.50%
	15,465	Colgate-Palmolive Co.		1,072,343
		Industrial Conglomerates - 0.58%
	7,503	3M Co.		1,237,620
		Insurance - 0.21%
	8,292	American International Group, Inc.		454,319
		Internet & Catalog Retail - 3.32%
	10,697	Amazon.com, Inc. (a)		3,980,354
	12,924	Expedia, Inc.		1,216,536
	1,615	The Priceline Group, Inc. (a)		1,880,102
				7,076,992
		Internet Software & Services - 5.04%
	15,200	Alibaba Group Holdings Ltd. - ADR (a)		1,265,248
	50,862	Facebook, Inc. - Class A (a)		4,181,619
	9,684	Google, Inc. - Class C (a)		5,306,832
				10,753,699
		IT Services - 3.56%
	3,960	Alliance Data Systems Corp. (a)		1,173,150
	12,872	Amdocs Ltd.		700,237
	44,625	Paychex, Inc.		2,214,069
	53,364	Visa, Inc. - Class A (b)		3,490,539
				7,577,995
		Machinery - 1.56%
	23,743	Danaher Corp.		2,015,781
	13,572	Illinois Tool Works, Inc. (b)		1,318,384
				3,334,165
		Media - 2.10%
	59,322	Comcast Corp. - Class A (b)		3,349,913
	9,941	Discovery Communications, Inc. - Series A (a)(b)		305,785
	12,007	Scripps Networks Interactive, Inc. - Class A (b)		823,200
				4,478,898
		Oil & Gas - 0.38%
	27,460	Cabot Oil & Gas Corp.		810,894

Number of
Shares			Value
		Personal Products - 0.56%
	14,423	The Estee Lauder Cos., Inc. - Class A (b)	$	1,199,417
		Pharmaceuticals - 5.43%
	3,902	Actavis Plc (a)		1,161,313
	19,293	AstraZeneca Plc - ADR		1,320,220
	36,577	Bristol-Myers Squibb Co.		2,359,217
	38,691	Eli Lilly & Co.		2,810,901
	20,499	Johnson & Johnson		2,062,199
	32,195	Merck & Co., Inc.		1,850,569
				11,564,419
		Semiconductor & Semiconductor Equipment - 6.59%
	96,789	Altera Corp.		4,153,216
	51,425	Broadcom Corp. - Class A		2,226,445
	35,551	Linear Technology Corp. (b)		1,663,787
	36,754	Marvell Technology Group Ltd. - ADR		540,284
	62,723	Maxim Integrated Products, Inc.		2,183,388
	22,867	Microchip Technology, Inc. (b)		1,118,196
	16,638	Skyworks Solutions, Inc.		1,635,349
	12,241	Xilinx, Inc. (b)		517,794
				14,038,459
		Software - 9.84%
	54,241	Activision Blizzard, Inc.		1,232,627
	30,586	Check Point Software Technologies Ltd. (a)(b)		2,507,134
	2,812	FactSet Research Systems, Inc.		447,670
	27,601	Intuit, Inc.		2,676,193
	160,302	Microsoft Corp.		6,517,078
	176,086	Oracle Corp.		7,598,111
				20,978,813
		Specialty Retail - 8.29%
	9,761	Advance Auto Parts, Inc.		1,461,124
	44,545	Home Depot, Inc.		5,060,757
	40,125	Lowe’s Companies, Inc.		2,984,899
	12,368	O’Reilly Automotive, Inc. (a)		2,674,456
	10,045	Sherwin-Williams Co.		2,857,803
	37,703	The TJX Companies, Inc.		2,641,095
				17,680,134

See notes to financial statements.

GuideMark^®Large Cap Growth Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		COMMON STOCKS (Continued)
		Technology Hardware, Storage & Peripherals - 9.80%
	132,399	Apple, Inc.	$	16,474,408
	58,870	NetApp, Inc. (b)		2,087,530
	6,231	SanDisk Corp.		396,416
	21,146	Western Digital Corp.		1,924,497
				20,882,851
		Total Common Stocks (Cost $154,504,994)		211,868,702
		REAL ESTATE INVESTMENT TRUSTS - 0.76%
		Real Estate Investment Trusts - 0.76%
	8,212	Public Storage		1,618,914
		Total Real Estate Investment Trusts (Cost $1,520,740)		1,618,914

Number of
Shares			Value
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 5.02%
		Money Market Funds - 5.02%
	10,704,466	Mount Vernon Prime Portfolio Effective Yield, 0.22%	$	10,704,466
		Total Investments Purchased as Securities Lending Collateral (Cost $10,704,466)		10,704,466
		Total Investments (Cost $166,730,200) - 105.18%		224,192,082
		Liabilities in Excess of Other Assets - (5.18)%		(11,047,766	)
		TOTAL NET ASSETS - 100.00%	$	213,144,316

Percentages are stated as a percent of net assets.

ADR - American Depositary Receipt

(a) Non-income producing security.

(b) All or portion of this security is on loan.

See notes to financial statements.

GuideMark^®Large Cap Value Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of Shares			Value
		COMMON STOCKS - 97.09%
		Aerospace & Defense - 5.80%
	17,700	General Dynamics Corp.	$	2,402,421
	22,600	Honeywell International, Inc.		2,357,406
	20,000	Raytheon Co.		2,185,000
	31,500	Rolls Royce Holdings Plc - ADR		2,223,900
	70,600	Spirit AeroSystems Holdings, Inc. - Class A (a)		3,686,026
				12,854,753
		Auto Components - 3.58%
	51,900	Delphi Automotive Plc		4,138,506
	75,300	Johnson Controls, Inc.		3,798,132
				7,936,638
		Banks - 11.50%
	271,800	Bank of America Corp.		4,183,002
	102,480	Citigroup, Inc.		5,279,770
	141,100	Fifth Third Bancorp		2,659,735
	61,600	First Niagara Financial Group, Inc.		544,544
	74,800	JPMorgan Chase & Co.		4,531,384
	37,900	PNC Financial Services Group, Inc.		3,533,796
	88,000	Wells Fargo & Co.		4,787,200
				25,519,431
		Building Products - 1.79%
	91,300	Owens Corning, Inc.		3,962,420
		Capital Markets - 3.85%
	28,700	Ameriprise Financial, Inc.		3,755,108
	48,800	E*TRADE Financial Corp. (a)(b)		1,393,484
	46,000	State Street Corp.		3,382,380
				8,530,972
		Chemicals - 1.17%
	45,500	FMC Corp. (b)		2,604,875
		Communications Equipment - 1.49%
	47,800	QUALCOMM, Inc.		3,314,452
		Construction & Engineering - 0.67%
	102,300	KBR, Inc.		1,481,304
		Construction Materials - 1.55%
	131,500	CRH Plc - ADR		3,443,985

Number of Shares			Value
		Consumer Finance - 7.80%
	42,100	American Express Co.	$	3,288,852
	62,400	Capital One Financial Corp.		4,918,368
	45,900	Discover Financial Services		2,586,465
	186,400	Navient Corp.		3,789,512
	293,900	SLM Corp. (a)		2,727,392
				17,310,589
		Diversified Telecommunication Services - 1.07%
	48,970	Verizon Communications, Inc.		2,381,411
		Electrical Equipment - 2.24%
	41,400	Eaton Corp. Plc		2,812,716
	38,000	Emerson Electric Co.		2,151,560
				4,964,276
		Energy Equipment & Services - 0.65%
	101,900	FMSA Holdings, Inc. (a)(b)		737,756
	75,200	Seadrill Ltd. (b)		703,120
				1,440,876
		Food & Staples Retailing - 2.37%
	17,400	CVS Caremark Corp.		1,795,854
	42,100	Wal-Mart Stores, Inc.		3,462,725
				5,258,579
		Health Care Equipment & Supplies - 2.12%
	60,400	Medtronic Plc		4,710,596
		Health Care Providers & Services - 7.25%
	15,100	Anthem, Inc.		2,331,591
	43,600	Cardinal Health, Inc.		3,935,772
	22,500	CIGNA Corp.		2,912,400
	49,600	Omnicare, Inc. (b)		3,822,176
	26,100	UnitedHealth Group, Inc.		3,087,369
				16,089,308
		Hotels, Restaurants & Leisure - 5.48%
	87,600	Carnival Corp. - ADR		4,190,784
	32,200	Norwegian Cruise Line Holdings Ltd. (a)		1,739,122
	39,200	Royal Caribbean Cruises Ltd.		3,208,520
	156,900	SeaWorld Entertainment, Inc.		3,025,032
				12,163,458
		Household Durables - 1.58%
	2,637	NVR, Inc. (a)		3,503,677

See notes to financial statements.

GuideMark^®Large Cap Value Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued)
		Insurance - 1.27%
	51,600	American International Group, Inc.	$	2,827,164
		Machinery - 3.37%
	51,400	Joy Global, Inc. (b)		2,013,852
	23,400	SPX Corp.		1,986,660
	36,500	Stanley Black & Decker, Inc. (b)		3,480,640
				7,481,152
		Multiline Retail - 1.51%
	40,677	Target Corp.		3,338,361
		Oil & Gas - 3.48%
	55,700	BP Plc - ADR		2,178,427
	27,500	ConocoPhillips		1,712,150
	20,800	Occidental Petroleum Corp.		1,518,400
	29,300	Phillips 66		2,302,980
				7,711,957
		Pharmaceuticals - 7.00%
	27,200	Johnson & Johnson		2,736,320
	43,700	Merck & Co., Inc.		2,511,876
	89,200	Pfizer, Inc.		3,103,268
	71,400	Sanofi Aventis - ADR		3,530,016
	58,600	Teva Pharmaceutical Industries Ltd. - ADR		3,650,780
				15,532,260
		Semiconductor & Semiconductor Equipment - 5.60%
	184,300	Fairchild Semiconductor International, Inc. (a)		3,350,574
	57,200	Intel Corp.		1,788,644
	66,300	Microchip Technology, Inc. (b)		3,242,070
	70,600	Texas Instruments, Inc.		4,037,261
				12,418,549
		Software - 3.67%
	51,200	CA, Inc. (b)		1,669,632
	79,800	Microsoft Corp.		3,244,269
	74,800	Oracle Corp.		3,227,620
				8,141,521

Number of Shares			Value
		Textiles, Apparel & Luxury Goods - 1.91%
	126,700	Hanesbrands, Inc.	$	4,245,717
		Thrifts & Mortgage Finance - 2.39%
	145,000	New York Community Bancorp, Inc. (b)		2,425,850
	188,600	People’s United Financial, Inc. (b)		2,866,720
				5,292,570
		Tobacco - 4.22%
	79,100	Altria Group, Inc.		3,956,582
	41,400	Lorillard, Inc.		2,705,490
	35,700	Philip Morris International, Inc.		2,689,281
				9,351,353
		Wireless Telecommunication Services - 0.71%
	48,018	Vodafone Group Plc - ADR		1,569,228
		Total Common Stocks (Cost $153,192,303)		215,381,432
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 5.67%
		Money Market Funds - 5.67%
	12,589,606	Mount Vernon Prime Portfolio Effective Yield, 0.22%		12,589,606
		Total Investments Purchased as Securities Lending Collateral (Cost $12,589,606)		12,589,606
		Total Investments (Cost $165,781,909) - 102.76%		227,971,038
		Liabilities in Excess of Other Assets - (2.76)%		(6,131,246	)
		TOTAL NET ASSETS - 100.00%	$	221,839,792

Percentages are stated as a percent of net assets.

ADR - American Depositary Receipt

(a) Non-income producing security.

(b) All or portion of this security is on loan.

See notes to financial statements.

GuideMark^®Small/Mid Cap Core Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of Shares			Value
		COMMON STOCKS - 90.07%
		Aerospace & Defense - 2.37%
	3,970	Curtiss Wright Corp.	$	293,542
	5,878	DigitalGlobe, Inc. (a)		200,263
	2,560	Esterline Technologies Corp. (a)		292,915
	6,435	HEICO Corp. - Class A		318,790
	3,750	Moog, Inc. - Class A (a)		281,438
	4,345	Teledyne Technologies, Inc. (a)		463,742
				1,850,690
		Air Freight & Logistics - 0.17%
	695	Hub Group, Inc. - Class A (a)		27,307
	2,250	XPO Logistics, Inc. (a)(b)		102,307
				129,614
		Airlines - 0.32%
	13,045	JetBlue Airways Corp. (a)		251,116
		Banks - 7.34%
	6,570	BOK Financial Corp. (b)		402,215
	13,580	Boston Private Financial Holdings, Inc.		164,997
	21,200	Cascade Bancorp (a)		101,760
	23,800	CoBiz Financial, Inc.		293,216
	60,481	First Busey Corp.		404,618
	7,155	IBERIABANK Corp.		450,980
	11,245	International Bancshares Corp.		292,707
	44,413	Lakeland Bancorp, Inc.		510,750
	16,300	Metro Bancorp, Inc.		449,391
	1,900	National Commerce Corp. (a)		41,705
	14,365	PacWest Bancorp (b)		673,575
	5,400	Peapack-Gladstone Financial Corp.		116,640
	9,485	South State Corp.		648,679
	13,162	TriCo Bancshares		317,599
	26,350	United Community Banks, Inc.		497,488
	555	Wintrust Financial Corp. (b)		26,462
	12,525	Zions Bancorporation		338,175
				5,730,957
		Beverages - 0.18%
	15,415	Cott Corp.		144,439
		Biotechnology - 5.11%
	10,806	Achillion Pharmaceuticals, Inc. (a)(b)		106,547
	10,065	Affimed Therapeutics B.V. (a)		63,409
	1,720	Agios Pharmaceuticals, Inc. (a)(b)		162,196

Number of Shares			Value
		Biotechnology (Continued)
	4,115	Alkermes Plc (a)	$	250,891
	2,530	Alnylam Pharmaceuticals, Inc. (a)		264,183
	2,196	Anacor Pharmaceuticals, Inc. (a)		127,039
	19,400	BioCryst Pharmaceuticals, Inc. (a)(b)		175,182
	6,740	Cepheid, Inc. (a)		383,506
	7,700	Dicerna Pharmaceuticals, Inc. (a)		185,031
	2,120	Epizyme, Inc. (a)(b)		39,814
	4,935	Five Prime Therapeutics, Inc. (a)		112,765
	9,055	Foundation Medicine, Inc. (a)		435,636
	9,230	GlycoMimetics, Inc. (a)		76,794
	2,920	Incyte Corp. (a)		267,647
	900	Invitae Corp. (a)		15,084
	5,295	Ironwood Pharmaceuticals, Inc. - Class A (a)		84,720
	17,060	Novavax, Inc. (a)(b)		141,086
	3,373	Otonomy, Inc. (a)(b)		119,269
	4,210	Portola Pharmaceuticals, Inc. (a)		159,812
	1,940	PTC Therapeutics, Inc. (a)		118,049
	345	Puma Biotechnology, Inc. (a)(b)		81,458
	7,165	Regulus Therapeutics, Inc. (a)(b)		121,375
	880	Synageva BioPharma Corp. (a)(b)		85,826
	4,670	TESARO, Inc. (a)(b)		268,058
	9,700	Trevena, Inc. (a)		63,244
	1,300	Ultragenyx Pharmaceutical, Inc. (a)		80,717
				3,989,338
		Building Products - 2.48%
	3,945	A. O. Smith Corp.		259,029
	7,900	Advanced Drain Systems, Inc. (b)		236,526
	5,590	Masonite International Corp. (a)		375,983
	8,830	NCI Building Systems, Inc. (a)		152,582
	21,087	Owens Corning, Inc.		915,176
				1,939,296
		Capital Markets - 1.43%
	10,710	Janus Capital Group, Inc. (b)		184,105
	4,870	Lazard Ltd. - Class A - ADR (b)		256,113
	3,935	Legg Mason, Inc.		217,212
	3,660	Raymond James Financial, Inc.		207,815
	11,875	WisdomTree Investments, Inc.		254,838
				1,120,083

See notes to financial statements.

GuideMark^®Small/Mid Cap Core Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued)
		Chemicals - 1.39%
	8,200	Advanced Emissions Solutions, Inc. (a)	$	140,220
	9,295	Cabot Corp.		418,275
	9,385	Celanese Corp. - Series A		524,246
				1,082,741
		Commercial Services & Supplies - 1.14%
	13,930	Clean Harbors, Inc. (a)(b)		790,945
	8,510	Heritage-Crystal Clean, Inc. (a)		99,567
				890,512
		Communications Equipment - 1.88%
	8,700	Arista Networks, Inc. (a)		613,611
	4,380	ARRIS Group, Inc. (a)		126,560
	23,440	Ciena Corp. (a)		452,626
	35,242	Sonus Networks, Inc. (a)		277,707
				1,470,504
		Computers & Peripherals - 0.08%
	4,300	QLogic Corp. (a)		63,382
		Construction & Engineering - 0.32%
	8,182	AECOM Technology Corp. (a)(b)		252,169
		Construction Materials - 1.57%
	2,620	Eagle Materials, Inc.		218,927
	24,972	Headwaters, Inc. (a)		457,986
	2,661	Martin Marietta Materials, Inc.		372,008
	7,830	Summit Materials, Inc. - Class A (a)		173,435
				1,222,356
		Containers & Packaging - 3.11%
	6,270	Ball Corp.		442,913
	10,735	Crown Holdings, Inc. (a)		579,905
	63,745	Graphic Packaging Holding Co.		926,852
	12,730	Owens-Illinois, Inc. (a)		296,864
	2,290	Packaging Corp. of America		179,055
				2,425,589
		Diversified Financial Services - 0.33%
	4,150	MSCI, Inc.		254,437
		Electric Utilities - 2.48%
	6,795	IDACORP, Inc.		427,202
	6,210	NRG Yield, Inc. - Class A (b)		315,033
	17,330	OGE Energy Corp.		547,801

Number of Shares			Value
		Electric Utilities (Continued)
	6,385	Pinnacle West Capital Corp.	$	407,044
	4,660	UIL Holdings Corp.		239,617
				1,936,697
		Electrical Equipment - 2.00%
	2,886	Acuity Brands, Inc.		485,310
	13,773	Generac Holdings, Inc. (a)(b)		670,607
	3,700	Hubbell, Inc. - Class B		405,594
				1,561,511
		Electronic Equipment & Instruments - 0.86%
	8,135	Rogers Corp. (a)		668,778
		Energy Equipment & Services - 1.58%
	31,575	Aspen Aerogels, Inc. (a)		229,866
	35,010	Patterson-UTI Energy, Inc.		657,313
	5,745	RPC, Inc.		73,593
	23,875	Tesco Corp.		271,459
				1,232,231
		Food & Staples Retailing - 0.15%
	3,345	Diplomat Pharmacy, Inc. (a)		115,670
		Food Products - 1.96%
	9,990	Freshpet, Inc. (a)(b)		194,106
	13,087	Post Holdings, Inc. (a)(b)		612,995
	18,970	SunOpta, Inc. (a)		201,461
	6,172	TreeHouse Foods, Inc. (a)		524,744
				1,533,306
		Gas Utilities - 0.28%
	3,750	Southwest Gas Corp.		218,138
		Health Care Equipment & Supplies - 2.80%
	18,895	AtriCure, Inc. (a)(b)		387,159
	11,250	Endologix, Inc. (a)(b)		192,037
	13,760	Globus Medical, Inc. - Class A (a)(b)		347,302
	4,700	HeartWare International, Inc. (a)(b)		412,519
	5,010	Ocular Therapeutix, Inc. (a)		210,345
	17,370	Quidel Corp. (a)		468,643
	16,115	TriVascular Technologies, Inc. (a)(b)		169,046
				2,187,051

See notes to financial statements.

GuideMark^®Small/Mid Cap Core Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued)
		Health Care Providers & Services - 2.15%
	6,033	Acadia Healthcare Co., Inc. (a)(b)	$	431,963
	17,425	Envision Healthcare Holdings, Inc. (a)		668,249
	6,119	LifePoint Hospitals, Inc. (a)		449,440
	1,380	WellCare Health Plans, Inc. (a)		126,215
				1,675,867
		Health Care Technology - 1.49%
	11,237	Allscripts Healthcare Solutions, Inc. (a)		134,395
	4,780	athenahealth, Inc. (a)(b)		570,684
	10,100	Castlight Health, Inc. - Class B (a)(b)		78,376
	14,059	IMS Health Holdings, Inc. (a)		380,577
				1,164,032
		Hotels, Restaurants & Leisure - 2.36%
	1,135	Buffalo Wild Wings, Inc. (a)(b)		205,707
	5,044	Cheesecake Factory, Inc.		248,821
	1,635	Churchill Downs, Inc. (b)		187,976
	1,500	DineEquity, Inc.		160,515
	5,382	Dunkin’ Brands Group, Inc.		255,968
	4,030	El Pollo Loco Holdings, Inc. (a)(b)		103,208
	5,250	Monarch Casino & Resort, Inc. (a)		100,485
	9,170	Norwegian Cruise Line Holdings Ltd. (a)		495,272
	1,354	Papa John’s International, Inc. (b)		83,691
				1,841,643
		Household Durables - 1.68%
	17,785	GoPro, Inc. - Class A (a)(b)		772,047
	8,355	M/I Homes, Inc. (a)		199,183
	6,459	Standard Pacific Corp. (a)		58,131
	13,409	Taylor Morrison Home Corp. - Class A (a)		279,578
				1,308,939
		Independent Power and Renewable Electricity Producers - 0.28%
	1,320	Dynegy, Inc. (a)		41,488
	6,160	Pattern Energy Group, Inc. - Class A		174,451
				215,939

Number of Shares			Value
		Insurance - 4.80%
	12,311	Argo Group International Holdings Ltd.	$	617,397
	6,930	Arthur J. Gallagher & Co.		323,977
	30,804	Assured Guaranty Ltd.		812,918
	8,290	Brown & Brown, Inc.		274,482
	7,205	Fidelity & Guaranty Life		152,746
	7,935	James River Group Holdings Ltd.		186,710
	10,430	Primerica, Inc.		530,887
	23,035	XL Group Plc		847,688
				3,746,805
		Internet & Catalog Retail - 1.12%
	18,855	Wayfair, Inc. - Class A (a)(b)		605,622
	20,540	Zulily, Inc. - Class A (a)		266,815
				872,437
		Internet Software & Services - 1.42%
	4,995	Benefitfocus, Inc. (a)(b)		183,766
	2,190	Envestnet, Inc. (a)		122,815
	3,315	GrubHub, Inc. (a)		150,468
	11,390	Marketo, Inc. (a)(b)		291,812
	3,605	Zillow Group, Inc. - Class A (a)(b)		361,581
				1,110,442
		IT Services - 3.52%
	1,403	CACI International, Inc. - Class A (a)		126,158
	5,979	Cardtronics, Inc. (a)		224,810
	31,790	Genpact Ltd. (a)		739,118
	4,025	Global Payments, Inc. (b)		369,012
	6,745	Heartland Payment Systems, Inc.		316,003
	8,675	VeriFone Holdings, Inc. (a)		302,671
	6,215	WEX, Inc. (a)		667,242
				2,745,014
		Leisure Products - 0.36%
	7,735	Arctic Cat, Inc.		280,935
		Life Sciences Tools & Services - 1.13%
	2,145	Bio-Techne Corp. (b)		215,122
	13,525	PRA Health Sciences, Inc. (a)		390,061
	10,735	VWR Corp. (a)(b)		279,003
				884,186

See notes to financial statements.

GuideMark^®Small/Mid Cap Core Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued)
		Machinery - 1.22%
	5,395	Colfax Corp. (a)(b)	$	257,503
	5,065	IDEX Corp.		384,079
	9,605	Luxfer Holdings Plc - ADR		128,419
	3,260	Watts Water Technologies, Inc. - Class A		179,398
				949,399
		Media - 1.90%
	3,300	DreamWorks Animation SKG, Inc. - Class A (a)		79,860
	12,180	IMAX Corp. (a)(b)		410,588
	28,520	Interpublic Group of Cos., Inc.		630,862
	4,848	Markit Ltd. (a)		130,411
	15,425	National CineMedia, Inc.		232,918
				1,484,639
		Metals & Mining - 0.87%
	2,555	Allegheny Technologies, Inc.		76,676
	10,875	Commercial Metals Co.		176,066
	2,325	Reliance Steel & Aluminum Co.		142,011
	14,115	Steel Dynamics, Inc.		283,711
				678,464
		Multi-Utilities - 1.01%
	6,895	Alliant Energy Corp.		434,385
	8,355	Ameren Corp.		352,581
				786,966
		Oil & Gas - 2.89%
	20,540	Callon Petroleum Co. (a)		153,434
	11,180	CONSOL Energy, Inc.		311,810
	5,255	Diamondback Energy, Inc. (a)		403,794
	11,205	Eclipse Resources Corp. (a)(b)		62,972
	2,740	Energen Corp.		180,840
	11,110	Laredo Petroleum, Inc. (a)(b)		144,874
	8,660	Memorial Resource Development Corp. (a)		153,628
	6,525	QEP Resources, Inc.		136,046
	6,000	Rice Energy, Inc. (a)		130,560
	5,525	SemGroup Corp. - Class A		449,404
	4,115	Whiting Petroleum Corp. (a)		127,154
				2,254,516

Number of Shares			Value
		Paper & Forest Products - 0.50%
	10,390	Boise Cascade Co. (a)	$	389,209
		Personal Products - 1.09%
	35,151	Avon Products, Inc. (b)		280,856
	11,125	Coty, Inc. - Class A		270,004
	5,025	Nu Skin Enterprises, Inc. - Class A (b)		302,555
				853,415
		Pharmaceuticals - 1.00%
	7,761	Aerie Pharmaceuticals, Inc. (a)		243,230
	5,365	Prestige Brands Holdings, Inc. (a)		230,105
	4,390	Relypsa, Inc. (a)(b)		158,347
	4,140	Tetraphase Pharmaceuticals, Inc. (a)		151,690
				783,372
		Professional Services - 3.31%
	5,715	Equifax, Inc.		531,495
	7,675	Huron Consulting Group, Inc. (a)		507,701
	6,905	ManpowerGroup, Inc.		594,866
	8,105	Robert Half International, Inc.		490,515
	4,735	TriNet Group, Inc. (a)		166,814
	5,530	WageWorks, Inc. (a)		294,915
				2,586,306
		Real Estate Management & Development - 1.26%
	3,490	Jones Lang LaSalle, Inc.		594,696
	14,805	Kennedy-Wilson Holdings, Inc.		387,003
				981,699
		Road & Rail - 1.41%
	7,585	Celadon Group, Inc.		206,464
	865	Genesee & Wyoming, Inc. - Class A (a)		83,420
	1,665	J.B. Hunt Transport Services, Inc.		142,183
	1,395	Knight Transportation, Inc. (b)		44,989
	5,630	Landstar System, Inc.		373,269
	9,705	Swift Transportation Co. - Class A (a)		252,524
				1,102,849

See notes to financial statements.

GuideMark^®Small/Mid Cap Core Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares				Value
		COMMON STOCKS (Continued)
		Semiconductor & Semiconductor Equipment - 4.21%
	15,970	Cypress Semiconductor Corp.	$	225,337
	3,415	First Solar, Inc. (a)		204,183
	24,400	Freescale Semiconductor Ltd. (a)		994,544
	12,935	Lattice Semiconductor Corp. (a)		82,008
	4,600	Microsemi Corp. (a)		162,840
	13,055	MKS Instrument, Inc.		441,389
	6,680	Power Integrations, Inc.		347,894
	3,690	Skyworks Solutions, Inc.		362,690
	6,400	SunEdison Semiconductor Ltd. (a)		165,248
	4,745	SunEdison, Inc. (a)(b)		113,880
	2,165	SunPower Corp. (a)(b)		67,786
	6,690	Ultratech, Inc. (a)		116,005
				3,283,804
		Software - 1.71%
	425	Cadence Design System, Inc. (a)(b)		7,837
	13,795	Fleetmatics Group Plc (a)		618,706
	5,000	Globant SA (a)		105,300
	5,200	HubSpot, Inc. (a)(b)		207,480
	3,860	Imperva, Inc. (a)		164,822
	3,735	Verint Systems, Inc. (a)		231,308
				1,335,453
		Specialty Retail - 3.15%
	3,865	Advance Auto Parts, Inc.		578,552
	10,355	Chico’s FAS, Inc.		183,180
	13,095	CST Brands, Inc.		573,954
	9,668	DSW, Inc. - Class A		356,556
	5,501	Signet Jewelers Ltd. (b)		763,483
				2,455,725
		Textiles, Apparel & Luxury Goods - 1.48%
	1,835	Carter, Inc.		169,682
	9,470	Gildan Activewear, Inc.		279,554
	10,245	Hanesbrands, Inc.		343,310
	2,670	Skechers U.S.A., Inc. - Class A (a)		192,000
	5,032	Tumi Holdings, Inc. (a)		123,083
	2,605	Vince Holding Corp. (a)		48,323
				1,155,952

Number of Shares				Value
		Trading Companies & Distributors - 0.71%
	7,085	Air Lease Corp.	$	267,388
	4,075	WESCO International, Inc. (a)(b)		284,802
				552,190
		Water Utilities - 0.71%
	10,225	American Water Works Co., Inc.		554,297
		Total Common Stocks (Cost $61,777,724)		70,305,099
		INVESTMENT COMPANIES - 1.45%
		Capital Markets - 0.21%
	16,755	GSV Capital Corp. (a)(b)		164,199
		Exchange Traded Funds - 1.24%
	7,810	iShares Russell 2000 Index Fund (b)		971,174
		Total Investment Companies (Cost $1,115,655)		1,135,373
		REAL ESTATE INVESTMENT TRUSTS - 7.66%
		Real Estate Investment Trusts - 7.66%
	930	Alexander’s, Inc.		424,619
	10,100	Chatham Lodging Trust		297,041
	12,085	CoreSite Realty Corp.		588,298
	18,405	Douglas Emmett, Inc.		548,653
	11,185	Equity Lifestyle Properties, Inc.		614,616
	7,135	Extra Space Storage, Inc. (b)		482,112
	4,695	Federal Realty Investment Trust		691,151
	1,655	Hannon Armstrong Sustainable Infrastructure Capital, Inc.		30,253
	1,300	InfraREIT, Inc.		37,167
	13,380	Kite Realty Group Trust		376,915
	19,325	Paramount Group, Inc. (b)		372,972
	13,335	Pebblebrook Hotel Trust		621,011
	26,255	Physicians Realty Trust		462,351
	3,345	SL Green Realty Corp.		429,431
		Total Real Estate Investment Trusts (Cost $4,595,980)		5,976,590
		SHORT TERM INVESTMENTS - 0.43%
		Money Market Funds - 0.43%
	332,483	Federated Prime Obligations Fund Effective Yield, 0.05%		332,483
		Total Short Term Investments (Cost $332,483)		332,483

See notes to financial statements.

GuideMark^®Small/Mid Cap Core Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 15.30%
		Money Market Funds - 15.30%
	11,945,175	Mount Vernon Prime Portfolio Effective Yield, 0.22%	$	11,945,175
		Total Investments Purchased as Securities Lending Collateral (Cost $11,945,175)		11,945,175
		Total Investments (Cost $79,767,017) - 114.91%		89,694,720
		Liabilities in Excess of Other Assets - (14.91)%		(11,640,679	)
		TOTAL NET ASSETS - 100.00%	$	78,054,041

Percentages are stated as a percent of net assets.

ADR - American Depositary Receipt

(a) Non-income producing security.

(b) All or portion of this security is on loan.

See notes to financial statements.

GuideMark^®World ex-US Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		COMMON STOCKS - 93.71%
		Australia - 3.80%
	173,992	AMP Limited	$	849,229
	30,606	Ansell Ltd.		640,674
	106,437	Australia and New Zealand Banking Group Ltd.		2,961,095
	20,190	BHP Billiton, Ltd.		469,297
	23,449	Commonwealth Bank of Australia		1,663,252
	21,033	Flight Centre Travel Group Ltd.		633,044
	103,275	Incitec Pivot Ltd.		318,990
	54,103	Lend Lease Group		683,352
	32,173	Macquarie Group Ltd.		1,870,100
	34,904	Oil Search Ltd.		190,443
	48,362	Seek Ltd.		627,049
	333,244	Telstra Corp. Ltd.		1,599,723
	18,541	Woodside Petroleum Ltd.		485,754
				12,992,002
		Austria - 0.16%
	9,200	Andritz AG		549,303
		Belgium - 1.27%
	25,434	Anheuser-Busch InBev SA		3,107,142
	14,692	KBC Groep NV		907,996
	4,489	UCB SA		324,289
				4,339,427
		Brazil - 0.96%
	97,800	Ambev SA		565,065
	45,700	BB Seguridade Participacoes SA		468,377
	29,000	CETIP SA		289,405
	24,700	Cielo SA		353,603
	76,600	Cosan SA Industria e Comercio		665,304
	19,400	Natura Cosmeticos SA		164,911
	33,700	Smiles SA		530,596
	26,230	WEG SA		262,748
				3,300,009
		Canada - 7.02%
	6,200	Agrium, Inc.		646,165
	18,700	Alimentation Couche-Tard, Inc.		745,165
	21,600	Brookfield Asset Management, Inc. - Class A		1,155,252
	34,200	Canadian Natural Resources Ltd.		1,048,237
	5,600	Canadian Pacific Railway Ltd.		1,025,337
	13,000	Catamaran Corp. (a)		773,913
	1,600	Constellation Software, Inc.		553,011

Number of
Shares			Value
		Canada (Continued)
	7,000	Franco Nevada Corp.	$	339,236
	23,200	Gildan Activewear, Inc.		683,975
	8,300	Imperial Oil Ltd.		331,266
	9,200	Intact Financial Corp.		693,114
	11,700	Keyera Corp.		778,276
	25,200	Magna International, Inc.		1,347,197
	5,700	Methanex Corp.		305,173
	7,072	NovaTek OAO		527,878
	30,500	Peyto Exploration & Development Corp.		817,796
	32,000	Potash Corp. of Saskatchewan, Inc.		1,031,590
	22,000	Quebecor, Inc. - Class B		588,496
	18,900	Rogers Communications, Inc. - Class B		632,711
	44,100	Royal Bank of Canada		2,654,600
	30,700	Sun Life Financial, Inc.		946,051
	56,300	Suncor Energy, Inc.		1,645,149
	60,500	Toronto-Dominion Bank		2,589,479
	11,000	Tourmaline Oil Corp. (a)		332,896
	5,700	Valeant Pharmaceuticals International, Inc. (a)		1,126,049
	8,800	Vermilion Energy, Inc.		369,981
	6,300	West Fraser Timber Co., Ltd.		322,324
				24,010,317
		Cayman Islands - 0.73%
	6,700	Alibaba Group Holdings Ltd. - ADR (a)(b)		557,708
	810,000	China Modern Dairy Holdings Ltd.		269,622
	66,000	ENN Energy Holdings Ltd.		405,265
	169,500	Lifestyle International Holdings Ltd.		302,153
	33,000	Vipshop Holdings Ltd. - ADR (a)(b)		971,520
				2,506,268
		Chile - 0.16%
	1,965,776	Banco de Chile		220,312
	123,798	Empresas CMPC SA		339,299
				559,611
		China - 2.00%
	352,000	Angang Steel Co., Ltd.		259,036
	1,618,000	Bank of China Ltd.		935,327
	1,334,000	Beijing Jingneng Clean Energy Co., Ltd.		561,163

See notes to financial statements.

GuideMark^®World ex-US Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		COMMON STOCKS (Continued)
		China (Continued)
	2,000	China Biologic Products, Inc. (a)	$	191,020
	1,470,000	China Construction Bank Corp.		1,220,081
	248,400	China Pacific Insurance Group Co., Ltd.		1,181,551
	285,700	China Vanke Co., Ltd. (a)		677,097
	40,000	Great Wall Motor Co., Ltd.		281,986
	386,000	PetroChina Co.		428,653
	234,000	PICC Property & Casualty Co., Ltd.		461,996
	51,500	Ping An Insurance Group Co. of China, Ltd.		617,826
				6,815,736
		Czech Republic - 0.16%
	2,515	Komercni Banka AS		542,482
		Denmark - 1.22%
	37,466	Danske Bank AS		987,722
	39,222	Novo Nordisk AS - Series B		2,093,819
	26,400	Vestas Wind Systems AS		1,088,496
				4,170,037
		Egypt - 0.08%
	29,300	Commercial International Bank Egypt SAE		206,121
	4,400	Edita Food Industries SAE (a)		54,032
				260,153
		Finland - 0.75%
	32,493	Fortum OYJ		680,732
	120,276	Nokia OYJ		917,072
	19,100	Sampo OYJ - Series A		963,369
				2,561,173
		France - 7.29%
	13,724	Accor SA		715,650
	10,357	Air Liquide SA		1,333,349
	70,100	AXA SA		1,764,353
	22,126	BNP Paribas SA		1,346,274
	27,551	Compagnie de Saint-Gobain SA		1,209,685
	20,333	Danone SA		1,370,598
	52,436	GDF Suez SA		1,035,241
	2,650	Kering SA		517,328
	16,200	Legrand SA		877,514
	8,766	L’Oreal SA		1,614,609

Number of
Shares			Value
		France (Continued)
	3,452	LVMH Moet Hennessy Louis Vuitton SA	$	607,491
	77,700	Orange SA		1,247,823
	11,223	Renault SA		1,019,381
	31,495	Rexel SA		593,861
	18,252	Safran SA		1,275,291
	25,367	Sanofi-Aventis SA		2,505,211
	29,237	Societe Generale SA		1,411,616
	30,597	Suez Environnement Co. SA		526,772
	79,638	Total SA		3,958,551
				24,930,598
		Germany - 5.11%
	4,300	adidas AG		339,541
	13,600	Altice SA (a)		1,474,764
	19,013	Bayer AG		2,844,636
	12,136	Beiersdorf AG		1,052,303
	5,212	Continental AG		1,227,403
	23,516	Deutsche Annington Immobilien SE		792,430
	7,551	Deutsche Boerse AG		616,227
	118,844	Deutsche Telekom AG		2,173,698
	13,282	Drillisch AG		518,099
	17,700	Fresenius SE & Co. KGaA		1,055,208
	14,279	GEA Group AG		686,408
	39,989	K&S AG		1,302,919
	25,145	Osram Licht AG		1,244,747
	15,262	ProSiebenSat.1 Media AG		746,506
	9,992	Rocket Internet AG (a)		495,131
	34,300	RWE AG		873,272
	711	United Internet AG		32,419
				17,475,711
		Greece - 0.22%
	2,557,074	Eurobank Ergasias SA (a)		288,547
	51,207	OPAP SA		477,943
				766,490
		Hong Kong - 5.02%
	348,800	AIA Group Ltd.		2,189,936
	172,500	BOC Hong Kong Holdings Ltd.		615,215
	190,000	Brilliance China Automotive Holdings Ltd.		365,769
	397,500	BYD Electronic International Co., Ltd.		502,103

See notes to financial statements.

GuideMark^®World ex-US Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		COMMON STOCKS (Continued)
		Hong Kong (Continued)
	57,500	China Mobile Ltd.	$	749,363
	614,000	CNOOC Ltd.		866,554
	624,000	CSR Corp. Ltd.		824,203
	684,000	CT Environmental Group Ltd.		736,831
	30,400	Hang Seng Bank Ltd.		550,205
	461,380	HKT Trust and HKT Ltd.		594,258
	94,000	Hongkong Land Holdings Ltd.		709,700
	720,000	Huadian Fuxin Energy Corp. Ltd.		352,070
	81,000	Hutchison Whampoa Ltd.		1,122,729
	73,000	Hysan Development Co., Ltd.		319,981
	1,058,000	Industrial & Commercial Bank of China		782,584
	338,000	Lenovo Group Ltd.		492,537
	773,754	Noble Group Ltd.		518,289
	499,000	PCCW Ltd.		304,926
	63,500	Phoenix Healthcare Group Co., Ltd.		112,280
	244,000	Sino Land Co.		397,874
	50,000	Sun Hung Kai Properties Ltd.		770,975
	245,000	Techtronic Industries Co., Ltd.		825,993
	130,600	Tencent Holdings, Ltd.		2,480,083
				17,184,458
		India - 1.73%
	170,000	Bharti Infratel, Ltd.		1,045,203
	17,507	HDFC Bank Ltd.		286,445
	29,374	Housing Development Finance Corp. Ltd.		617,593
	148,000	ITC Ltd.		769,389
	25,521	Lupin Ltd.		819,856
	107,678	Motherson Sumi Systems Ltd.		885,042
	96,438	Oil & Natural Gas Corp. Ltd.		472,055
	141,121	Petronet LNG Ltd.		386,897
	49,844	YES BANK Ltd.		650,587
				5,933,067
		Indonesia - 0.63%
	4,026,700	PT Ace Hardware Indonesia Tbk		226,262
	594,300	PT Astra International Tbk		389,249
	1,502,100	PT Bank Rakyat Indonesia (Persero) Tbk		1,523,603
				2,139,114

Number of
Shares			Value
		Ireland - 0.50%
	1,355,500	Bank of Ireland (a)		512,508
	104,844	James Hardie Industries Plc		1,212,816
				1,725,324
		Israel - 0.79%
	184,100	Bezeq the Israel Telecommunication Corp. Ltd.		342,821
	1,300	Teva Pharmaceutical Industries Ltd.		81,246
	36,698	Teva Pharmaceutical Industries Ltd. - ADR		2,286,285
				2,710,352
		Italy - 1.96%
	53,839	Assicurazioni Generali SpA		1,058,587
	35,045	Banco Popolare Societa Cooperativa (a)		545,549
	111,100	Finmeccanica SpA (a)		1,319,655
	632,573	Intesa Sanpaolo SpA		2,146,946
	925,145	Telecom Italia SpA (a)		1,083,250
	70,647	UBI Banca SpA		550,980
				6,704,967
		Japan - 15.22%
	128,300	Acom Co., Ltd. (a)		444,907
	18,410	AEON Mall Co., Ltd.		364,575
	18,900	Asahi Group Holdings, Ltd.		599,290
	129,400	Astellas Pharma, Inc.		2,120,206
	24,300	Bridgestone Corp.		972,970
	45,200	Daicel Corporation		538,762
	12,900	Dentsu, Inc.		551,844
	9,100	Don Quijote Co., Ltd.		739,723
	21,800	East Japan Railway Co.		1,746,922
	18,100	Fuji Heavy Industries Ltd.		600,852
	32,300	Fuji Media Holdings, Inc.		457,834
	118,000	Fujitsu Ltd.		804,717
	172,000	Hitachi Ltd.		1,174,735
	41,000	Hitachi Metals Ltd.		628,389
	21,000	Hoya Corp.		840,721
	173,000	IHI Corp.		808,901
	48,300	Isuzu Motors		640,819
	50,100	Japan Tobacco, Inc.		1,583,905
	35,200	JSR Corp.		609,565
	21,200	JTEKT Corp.		330,539
	132,000	Kawasaki Heavy Industries Ltd.		665,943
	87,000	KDDI Corp.		1,965,550

See notes to financial statements.

GuideMark^®World ex-US Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		COMMON STOCKS (Continued)
		Japan (Continued)
	1,000	Keyence Corp.	$	545,697
	10,900	Makita Corp.		564,842
	22,400	Mazda Motor Corp.		453,865
	10,700	Miraca Holdings, Inc.		491,911
	38,900	Mitsubishi Corp.		781,650
	36,000	Mitsubishi Electric Corp.		427,373
	460,600	Mitsubishi UFJ Financial Group, Inc.		2,852,686
	76,600	Mitsubishi UFJ Lease & Finance Co., Ltd.		378,542
	40,000	Mitsui Fudosan Co., Ltd.		1,174,721
	6,000	Murata Manufacturing Co., Ltd.		824,035
	228,000	NEC Corp.		669,733
	40,000	NGK Insulators Ltd.		852,262
	11,200	Nidec Corp.		743,475
	2,500	Nintendo Co., Ltd.		366,812
	11,700	Nitori Holdings Co., Ltd.		792,015
	27,200	Olympus Corp.		1,008,456
	15,800	OMRON Corp.		711,777
	86,400	ORIX Corp.		1,214,018
	14,200	Osaka Securities Exchange Co., Ltd.		411,130
	23,500	Santen Pharmaceutical Co., Ltd.		342,767
	28,200	Seiko Epson Corp.		499,460
	32,100	Seven & I Holdings Co., Ltd.		1,348,947
	136,100	Seven Bank Ltd.		671,073
	6,200	Shin-Etsu Chemical Co., Ltd.		404,786
	1,700	SMC Corp.		506,199
	24,200	SoftBank Corp.		1,409,395
	44,800	Sony Corp.		1,198,114
	38,200	Sony Financial Holdings, Inc.		614,485
	142,000	Sumitomo Chemical Co., Ltd.		728,808
	20,700	Sumitomo Mitsui Financial Group, Inc.		792,905
	171,000	Sumitomo Mitsui Trust Holdings, Inc.		710,347
	26,600	Suzuki Motor Corp.		798,910
	71,000	TAISEI Corp.		400,745
	13,000	TDK Corp.		920,497
	27,200	Tohoku Electric Power Co., Inc.		308,949
	10,300	Tokio Marine Holdings, Inc.		388,792

Number of
Shares			Value
		Japan (Continued)
	219,000	Toshiba Corp.	$	917,624
	66,900	Toyota Motor Corp.		4,669,869
				52,089,341
		Jersey - 0.77%
	23,737	Shire Plc		1,892,379
	12,831	Wolseley Plc		758,367
				2,650,746
		Malaysia - 0.34%
	482,500	Gamuda Bhd		665,095
	1,135,400	YTL Corp.		511,980
				1,177,075
		Mexico - 1.14%
	703,700	America Movil SAB de CV - Series L		720,147
	276,100	Bolsa Mexicana de Valores SA - Series A		470,620
	52,000	Fomento Economico Mexicano SAB de CV		486,097
	31,300	Gentera SAB de CV (a)		56,101
	12,700	Gruma SAB de CV - Series B		161,598
	110,700	Grupo Aeroportuario del Pacifico SAB de CV - Series B		727,404
	79,200	Grupo Financiero Banorte SAB de CV - Series O		459,203
	203,100	Grupo Mexico SAB de CV - Series B		598,908
	41,700	Infraestructura Energetica Nova SAB de CV		227,753
				3,907,831
		Netherlands - 1.90%
	130,019	AEGON NV		1,026,582
	119,400	ING Groep NV (a)		1,748,962
	273,380	Koninklijke KPN NV		926,659
	21,650	Reed Elsevier NV		539,464
	53,668	Unilever NV		2,242,646
				6,484,313
		Norway - 0.46%
	37,368	Statoil ASA		660,719
	18,302	Yara International ASA		929,246
				1,589,965

See notes to financial statements.

GuideMark^®World ex-US Fund
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued)
		Philippines - 0.35%
	1,530,900	Alliance Global Group, Inc.	$	905,600
	126,799	Metropolitan Bank & Trust Co.		276,235
				1,181,835
		Poland - 0.11%
	13,647	Bank Handlowy w Warszawie SA		389,813
		Republic of Korea - 3.00%
	401	Amorepacific Corp.		1,211,615
	6,760	Coway Co., Ltd.		556,381
	7,327	Daewoo International Corp.		174,956
	6,716	Dongbu Insurance Co., Ltd.		299,041
	4,606	KEPCO Plant Service & Engineering Co., Ltd.		404,629
	4,827	LG Chemical Ltd.		979,842
	988	LG Household & Health Care Ltd.		748,937
	2,175	Medy-Tox, Inc.		642,878
	858	Naver Corp.		517,634
	3,363	POSCO		735,044
	2,669	Samsung Electronics Co., Ltd.		3,461,035
	2,159	SK Telecom Co., Ltd.		531,258
				10,263,250
		Russian Federation - 0.53%
	27,990	Eurasia Drilling Co., Ltd.		537,408
	11,800	Gazprom OAO		55,546
	46,891	Gazprom OAO - ADR		221,091
	1,335	Magnit		260,414
	22,120	MMC Norilsk Nickel OJSC - ADR		394,301
	324,440	Sberbank Of Russia		349,847
				1,818,607
		Singapore - 0.70%
	170,500	CapitaLand Ltd.		444,421
	83,400	DBS Group Holdings Ltd.		1,236,643
	42,081	United Overseas Bank Ltd.		705,369
				2,386,433
		South Africa - 1.69%
	26,784	AngloGold Ashanti Ltd. (a)		252,530
	47,415	Barclays Africa Group Ltd.		722,615
	48,400	MTN Group Ltd.		815,886
	129,100	Nampak Ltd.		432,497
	11,390	Naspers Ltd.		1,747,124
	62,823	Netcare Ltd.		215,438

Number of Shares			Value
		South Africa (Continued)
	12,300	Sasol Ltd.	$	415,292
	20,500	Standard Bank Group Ltd.		283,288
	136,900	Telkom SA SOC Ltd. (a)		892,934
				5,777,604
		Spain - 2.00%
	38,787	Amadeus IT Holding SA		1,662,291
	205,020	CaixaBank SA		972,294
	155,520	Iberdrola SA		1,002,875
	30,890	Inditex de Diseno Textil SA		991,741
	119,542	International Consolidated Airlines Group SA (a)		1,071,079
	6,783	Red Electrica Corporacion SA		551,546
	42,196	Telefonica SA		600,426
				6,852,252
		Sweden - 2.17%
	73,445	Alfa Laval AB		1,442,487
	41,347	Hennes & Mauritz AB - Series B		1,675,287
	162,200	Nordea Bank AB		1,975,674
	33,689	Svenska Cellulosa AB - Series B		774,135
	16,200	Svenska Handelsbanken AB - Series A		729,592
	34,200	Swedbank AB - Series A		816,481
				7,413,656
		Switzerland - 6.02%
	12,147	Adecco SA		1,009,701
	15,487	Cie Financiere Richemont SA		1,244,394
	50,072	Clariant AG		999,147
	14,898	Julius Baer Group Ltd.		744,660
	39,581	Nestle SA		2,980,546
	41,178	Novartis AG		4,064,289
	16,974	Roche Holding AG		4,664,321
	4,243	Syngenta AG		1,441,468
	73,392	UBS Group AG		1,376,182
	6,178	Zurich Financial Services AG		2,088,178
				20,612,886
		Taiwan - 2.42%
	96,000	Advantech Co., Ltd.		729,991
	759,056	Cathay Financial Holding Co., Ltd.		1,209,413
	38,000	Eclat Textile Co., Ltd.		497,943
	76,000	Far EasTone Telecommunications Co., Ltd.		183,346

See notes to financial statements.

GuideMark^®World ex-US Fund
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued) Taiwan (Continued)
	306,000	Fubon Financial Holding Co., Ltd.	$	548,518
	12,000	Hermes Microvision, Inc.		690,384
	231,000	Hon Hai Precision Industry Co., Ltd.		676,169
	57,750	Merida Industry Co., Ltd.		453,375
	587,000	Taiwan Semiconductor Manufacturing Co., Ltd.		2,728,119
	331,000	Vanguard International Semiconductor Corp.		561,863
				8,279,121
		Thailand - 0.31%
	82,700	Intouch Holdings Plc		196,205
	123,900	Kasikornbank Public Co., Ltd.		875,644
				1,071,849
		Turkey - 0.25%
	74,811	Aygaz AS		272,830
	17,149	Tupras Turkiye Petroleum Rafinerileri AS		406,288
	33,081	Turkiye Halk Bankasi AS		162,905
				842,023
		United Kingdom - 12.77%
	28,107	AstraZeneca Plc		1,928,651
	112,675	Aviva Plc		901,721
	26,398	Babcock International Group Plc		385,089
	79,200	BAE Systems Plc		613,763
	269,430	Barclays Plc		972,511
	83,146	Barratt Developments Plc		650,095
	172,333	BG Group Plc		2,115,161
	233,503	BP Plc		1,513,598
	222,179	BT Group Plc		1,443,679
	19,200	Burberry Group Plc		493,063
	34,621	Capita Plc		572,310
	8,564	Croda International Plc		347,338
	88,053	Diageo Plc		2,433,275
	77,978	Direct Line Insurance Group Plc		367,976
	62,901	GlaxoSmithKline Plc		1,447,971
	23,246	Hikma Pharmaceuticals Plc		731,636
	44,390	Imperial Tobacco Group Plc		1,947,215
	13,846	InterContinental Hotels Group Plc		540,042
	514,300	ITV Plc		1,925,555

Number of Shares			Value
		United Kingdom (Continued)
	11,564	Johnson Matthey Plc	$	579,392
	2,390,677	Lloyds Banking Group Plc		2,771,111
	23,653	London Stock Exchange Group Plc		860,256
	46,042	Meggitt Plc		374,258
	34,730	Mondi Plc		667,404
	93,873	National Grid Plc		1,206,831
	57,784	Prudential Plc		1,433,929
	9,588	Randgold Resources Ltd.		664,659
	31,509	Rolls-Royce Holdings Plc (a)		444,399
	110,585	Royal Dutch Shell Plc - Class A		3,288,462
	26,889	SABMiller Plc		1,408,488
	14,460	Schroders Plc		684,988
	72,604	St. James’s Place Plc		1,004,196
	41,072	Standard Chartered Plc		665,228
	412,700	Taylor Wimpey Plc		946,060
	313,117	Tesco Plc		1,117,684
	16,700	Travis Perkins Plc		482,178
	42,270	Tullow Oil Plc		177,204
	25,465	Unilever Plc		1,062,483
	576,814	Vodafone Group Plc		1,887,515
	7,961	Whitbread Plc		618,168
				43,675,542
		Total Common Stocks (Cost $284,324,549)		320,640,741
		PREFERRED STOCKS - 1.39% Brazil - 0.47%
	18,684	Banco Bradesco SA		173,460
	100,000	Braskem SA		347,480
	19,800	Cia Brasileira de Distribuicao Grupo Pao de Acucar		592,161
	45,999	Itau Unibanco Holding SA		510,499
				1,623,600
		Colombia - 0.15%
	13,380	Bancolombia SA - ADR		526,236
		Germany - 0.77%
	9,883	Volkswagen AG		2,620,986
		Total Preferred Stocks (Cost $4,858,993)		4,770,822

See notes to financial statements.

GuideMark^®World ex-US Fund
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2015

Number of Shares			Value
		REAL ESTATE INVESTMENT TRUSTS - 0.89% Australia - 0.26%
	1	SCA Property Group	$	2
	122,587	Westfield Corp.		888,401
				888,403
		France - 0.14%
	1,809	Unibail-Rodamco SE		488,493
		Japan - 0.22%
	150	Nippon Prologis REIT, Inc.		330,206
	88	Nomura Real Estate Office Fund, Inc.		427,426
				757,632
		United Kingdom - 0.27%
	73,626	British Land Co. Plc		907,428
		Total Real Estate Investment Trusts (Cost $2,350,618)
				3,041,956
		SHORT TERM INVESTMENTS - 3.49%
		Money Market Funds - 3.37%
	11,524,291	Federated Prime Obligations Fund Effective Yield, 0.05%		11,524,291

Principal Amount
		U.S. Treasury Bill - 0.12%
		United States Treasury Bills
	$340,000	0.053%, 04/02/2015 (c)	340,000
	20,000	0.038%, 04/30/2015 (c)	20,000
	50,000	0.023%, 05/21/2015 (c)	49,999
			409,999
		Total Short Term Investments (Cost $11,934,290)	11,934,290

Number of Shares			Value
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 0.17%
		Money Market Funds - 0.17%
	577,042	Mount Vernon Prime Portfolio Effective Yield, 0.22%	$	577,042
		Total Investments Purchased as Securities Lending Collateral (Cost $577,042)		577,042
		Total Investments (Cost $304,045,492) - 99.65%		340,964,851
		Other Assets in Excess of Liabilities - 0.35%		1,183,809
		TOTAL NET ASSETS - 100.00%	$	342,148,660

Percentages are stated as a percent of net assets.

ADR - American Depositary Receipt

(a)	Non-income producing security.
(b)	All or portion of this security is on loan.
(c)	Completely or partially assigned as collateral for certain futures contracts.

GuideMark^®World ex-US Fund

SCHEDULE OF OPEN FUTURES CONTRACTS

March 31, 2015

Description	Number of Contracts Purchased		Notional Value	Settlement Month	Unrealized Appreciation (Depreciation)
mini MSCI EAFE Index Futures		54	4,940,730	Jun-15		$	(45,051	)
mini MSCI Emerging Markets Index Futures		32	1,555,840	Jun-15			28,218
S&P / TSX 60 Index Futures		4	546,556	Jun-15			1,931
						$	(14,902	)

See notes to financial statements.

GuideMark^®Opportunistic Equity Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of Shares			Value
		COMMON STOCKS - 93.80%
		Aerospace & Defense - 1.84%
	21,585	United Technologies Corp.	$	2,529,762
		Air Freight & Logistics - 2.50%
	70,805	Hub Group, Inc. - Class A (a)		2,781,928
	6,786	United Parcel Service, Inc. - Class B		657,835
				3,439,763
		Airlines - 0.54%
	11,130	United Continental Holdings, Inc. (a)		748,493
		Automobiles - 0.26%
	22,063	Ford Motor Co.		356,097
		Banks - 5.36%
	24,840	BankUnited, Inc.		813,262
	36,925	Citigroup, Inc.		1,902,376
	11,723	PNC Financial Services Group, Inc.		1,093,053
	54,690	Popular, Inc. (a)		1,880,789
	19,070	U.S. Bancorp		832,787
	15,606	Wells Fargo & Co.		848,966
				7,371,233
		Beverages - 0.75%
	8,904	Molson Coors Brewing Co. - Class B		662,903
	3,876	PepsiCo, Inc.		370,623
				1,033,526
		Biotechnology - 2.90%
	28,360	ARIAD Pharmaceuticals, Inc. (a)(b)		233,686
	1,600	Biogen, Inc. (a)		675,584
	15,535	Celgene Corp. (a)		1,790,875
	11,110	PTC Therapeutics, Inc. (a)		676,043
	3,530	United Therapeutics Corp. (a)(b)		608,696
				3,984,884
		Capital Markets - 1.28%
	34,180	Franklin Resources, Inc.		1,754,118
		Chemicals - 1.02%
	7,400	Eastman Chemical Co.		512,524
	2,754	Innophos Holdings, Inc.		155,216
	6,530	Monsanto Co.		734,886
				1,402,626

Number of Shares			Value
		Commercial Services & Supplies - 1.77%
	5,714	ABM Industries, Inc.	$	182,048
	15,040	Copart, Inc. (a)		565,053
	14,343	Republic Services, Inc.		581,752
	26,572	The ADT Corp. (b)		1,103,269
				2,432,122
		Communications Equipment - 3.67%
	12,020	Finisar Corp. (a)(b)		256,507
	82,480	Juniper Networks, Inc.		1,862,398
	12,030	Motorola Solutions, Inc.		802,040
	6,230	Palo Alto Networks, Inc. (a)		910,078
	17,440	QUALCOMM, Inc.		1,209,290
				5,040,313
		Construction Materials - 0.34%
	5,560	Vulcan Materials Co.		468,708
		Consumer Finance - 0.30%
	7,330	Discover Financial Services		413,045
		Containers & Packaging - 0.24%
	7,059	Bemis Company, Inc.		326,902
		Diversified Financial Services - 0.37%
	5,380	CME Group, Inc.		509,540
		Diversified Telecommunication Services - 0.70%
	19,739	Verizon Communications, Inc.		959,908
		Electrical Equipment - 0.46%
	11,215	Emerson Electric Co.		634,993
		Energy Equipment & Services - 0.53%
	16,610	Halliburton Co.		728,847
		Food & Staples Retailing - 0.78%
	19,404	SYSCO Corp.		732,113
	4,117	Wal-Mart Stores, Inc.		338,623
				1,070,736
		Food Products - 1.62%
	36,140	Post Holdings, Inc. (a)		1,692,797
	12,660	Unilever Plc - ADR		528,049
				2,220,846
		Gas Utilities - 1.01%
	9,685	AmeriGas Partners, L.P.		462,362
	15,266	National Fuel Gas Co. (b)		920,998
				1,383,360

See notes to financial statements.

GuideMark^®Opportunistic Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued)
		Health Care Equipment & Supplies - 2.96%
	25,800	Alere, Inc. (a)	$	1,261,620
	69,325	Boston Scientific Corp. (a)		1,230,519
	12,390	Steris Corp. (b)		870,645
	3,750	The Cooper Companies, Inc.		702,825
				4,065,609
		Health Care Providers & Services - 2.53%
	27,550	LifePoint Hospitals, Inc. (a)		2,023,547
	13,069	Owens & Minor, Inc.		442,255
	13,083	Quest Diagnostics, Inc. (b)		1,005,429
				3,471,231
		Hotels, Restaurants & Leisure - 1.16%
	8,075	Bob Evans Farms, Inc. (b)		373,550
	5,360	Jack in the Box, Inc.		514,131
	7,400	Starbucks Corp.		700,780
				1,588,461
		Household Durables - 4.30%
	52,302	Jarden Corp. (a)(b)		2,766,776
	15,525	Whirlpool Corp.		3,136,981
				5,903,757
		Household Products - 0.45%
	5,758	Kimberly-Clark Corp.		616,739
		Insurance - 8.27%
	33,510	American International Group, Inc.		1,836,013
	46,240	Brown & Brown, Inc.		1,531,006
	3,998	CNA Financial Corp.		165,637
	9,815	Endurance Specialty Holdings Ltd.		600,089
	35,605	MetLife, Inc.		1,799,833
	18,340	Navigators Group, Inc. (a)(b)		1,427,586
	5,142	PartnerRe Ltd.		587,885
	70,930	Willis Group Holdings Plc (b)		3,417,407
				11,365,456
		Internet & Catalog Retail - 0.53%
	625	The Priceline Group, Inc. (a)		727,594
		Internet Software & Services - 3.51%
	1,755	Baidu, Inc. - ADR (a)(b)		365,742
	8,370	Facebook, Inc. - Class A (a)		688,140
	4,371	Google, Inc. - Class A (a)		2,424,594
	1,419	Google, Inc. - Class C (a)		777,612
	8,602	J2 Global, Inc.		564,979
				4,821,067

Number of Shares			Value
		IT Services - 3.53%
	2,400	Alliance Data Systems Corp. (a)	$	711,000
	7,400	MasterCard, Inc. - Class A		639,286
	34,200	The Western Union Co. (b)		711,702
	41,530	Vantiv, Inc. - Class A (a)		1,565,681
	15,600	VeriFone Holdings, Inc. (a)		544,284
	10,380	Visa, Inc. - Class A (b)		678,956
				4,850,909
		Leisure Products - 1.01%
	11,350	Brunswick Corp.		583,957
	12,804	Hasbro, Inc. (b)		809,725
				1,393,682
		Life Sciences Tools & Services - 0.34%
	3,535	Thermo Fisher Scientific, Inc.		474,892
		Machinery - 2.38%
	7,530	Caterpillar, Inc.		602,626
	7,700	Danaher Corp.		653,730
	8,200	Paccar, Inc.		517,748
	12,604	Parker Hannifin Corp. (b)		1,497,103
				3,271,207
		Media - 6.19%
	11,656	Cinemark Holdings, Inc.		525,336
	15,440	Comcast Corp. - Class A (b)		871,897
	14,130	Liberty Global Plc - Class C (a)		703,815
	11,014	Omnicom Group, Inc. (b)		858,872
	18,050	Shaw Communications, Inc. - Class B (b)		404,862
	7,605	The Walt Disney Co.		797,688
	15,413	Thomson Reuters Corp.		625,151
	19,150	Twenty-First Century Fox, Inc. - Class A		648,036
	93,520	Twenty-First Century Fox, Inc. - Class B
				3,074,938
				8,510,595
		Metals & Mining - 0.57%
	5,066	Compass Minerals International, Inc.		472,202
	6,651	Nucor Corp. (b)		316,122
				788,324

See notes to financial statements.

GuideMark^®Opportunistic Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		COMMON STOCKS (Continued)
		Multiline Retail - 1.13%
	12,240	Kohl’s Corp. (b)	$	957,780
	7,306	Target Corp.		599,603
				1,557,383
		Oil & Gas - 3.71%
	6,066	Chevron Corp.		636,809
	17,545	Cimarex Energy Co.		2,019,254
	179	Martin Midstream Partners LP		6,344
	9,898	Memorial Production Partners LP		160,446
	11,488	Occidental Petroleum Corp.		838,624
	9,610	Tesoro Corp.		877,297
	11,267	Williams Partners LP		554,562
				5,093,336
		Personal Products - 0.44%
	5,960	Mead Johnson Nutrition Co.		599,159

		Pharmaceuticals - 6.55%
	4,675	Actavis Plc (a)		1,391,374
	6,360	Jazz Pharmaceuticals Plc (a)		1,098,944
	44,485	Teva Pharmaceutical Industries Ltd. - ADR		2,771,415
	18,825	Valeant Pharmaceuticals International, Inc. (a)(b)		3,739,022
				9,000,755
		Real Estate Management & Development - 0.82%
	10,450	Alexander & Baldwin, Inc.		451,231
	17,510	CBRE Group, Inc. - Class A (a)		677,812
				1,129,043
		Semiconductor & Semiconductor Equipment - 1.06%
	30,789	Intel Corp.		962,772
	40,620	ON Semiconductor Corp. (a)		491,908
				1,454,680
		Software - 4.55%
	9,110	Autodesk, Inc. (a)		534,210
	80,149	Microsoft Corp. (b)		3,258,458
	8,370	Red Hat, Inc. (a)		634,028
	9,640	salesforce.com, Inc. (a)		644,048
	8,990	ServiceNow, Inc. (a)		708,232
	8,070	Splunk, Inc. (a)		477,744
				6,256,720

Number of Shares			Value
		Specialty Retail - 1.87%
	6,330	Home Depot, Inc.	$	719,151
	4,440	Signet Jewelers Ltd.		616,228
	17,545	The TJX Companies, Inc.		1,229,027
				2,564,406
		Technology Hardware, Storage & Peripherals - 4.82%
	33,775	Apple, Inc.		4,202,623
	23,570	EMC Corp.		602,449
	11,375	International Business Machines Corp.		1,825,688
				6,630,760
		Textiles, Apparel & Luxury Goods - 0.77%
	14,095	VF Corp.		1,061,494
		Tobacco - 0.93%
	16,915	Philip Morris International, Inc.		1,274,207
		Trading Companies & Distributors - 0.74%
	15,101	Aircastle Ltd.		339,169
	16,375	Fastenal Co.		678,498
				1,017,667
		Wireless Telecommunication Services - 0.44%
	18,196	Rogers Communications, Inc. - Class B		609,202
		Total Common Stocks (Cost $100,312,474)		128,908,157
		REAL ESTATE INVESTMENT TRUSTS - 2.91%
		Real Estate Investment Trusts - 2.91%
	6,141	CyrusOne, Inc.		191,108
	31,375	Iron Mountain, Inc.		1,144,560
	118,120	iStar Financial, Inc. (a)		1,535,560
	21,030	Starwood Property Trust, Inc.		511,029
	13,941	The Geo Group, Inc.		609,779
		Total Real Estate Investment Trusts (Cost $3,010,382)		3,992,036
		SHORT TERM INVESTMENTS - 3.24%
		Money Market Funds - 3.24%
	4,456,400	Federated Prime Obligations Fund Effective Yield, 0.05%		4,456,400
		Total Short Term Investments (Cost $4,456,400)		4,456,400

See notes to financial statements.

GuideMark^®Opportunistic Equity Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 8.25%
		Money Market Funds - 8.25%
	11,333,137	Mount Vernon Prime Portfolio
		Effective Yield, 0.22%	$	11,333,137
		Total Investments Purchased as Securities Lending Collateral (Cost $11,333,137)		11,333,137
		Total Investments (Cost $119,112,393) - 108.20%		148,689,730
		Liabilities in Excess of Other Assets - (8.20)%		(11,263,489	)
		TOTAL NET ASSETS - 100.00%	$	137,426,241

Percentages are stated as a percent of net assets.
ADR - American Depositary Receipt
(a)	Non-income producing security.
(b)	All or portion of this security is on loan.

See notes to financial statements.

GuideMark^®Global Real Return Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of Shares			Value
		INVESTMENT COMPANIES - 94.67%
		Exchange Traded Funds - 94.67%
	33,812	Energy Select Sector SPDR Fund (a)	$	2,623,135
	636,892	PowerShares DB Commodity Index Tracking Fund (a)(b)		10,871,746
	45,270	PowerShares Global Agriculture Portfolio (a)		1,302,870
	174,268	SPDR Barclays TIPS ETF		9,880,996
	63,649	SPDR DB International Government Inflation-Protected Bond ETF		3,472,689
	120,391	SPDR Dow Jones International Real Estate ETF (a)		5,215,338
	75,305	SPDR Dow Jones REIT ETF (a)		7,121,594
	435,076	SPDR S&P Global Natural Resources ETF (a)(c)		18,677,813
	66,906	SPDR S&P International Energy Sector ETF (a)		1,293,962
	25,621	SPDR S&P Metals and Mining ETF		696,635
				61,156,778
		Total Investment Companies (Cost $64,768,544)		61,156,778

Number of Shares			Value
		SHORT TERM INVESTMENTS - 5.31%
		Money Market Funds - 5.31%
	3,428,156	Federated Prime Obligations Fund Effective Yield, 0.05%	$	3,428,156
		Total Short Term Investments (Cost $3,428,156)		3,428,156
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 29.02%
		Money Market Funds - 29.02%
	18,747,590	Mount Vernon Prime Portfolio Effective Yield, 0.22%		18,747,590
		Total Investments Purchased as Securities Lending Collateral (Cost $18,747,590)		18,747,590
		Total Investments (Cost $86,944,290) - 129.00%		83,332,524
		Liabilities in Excess of Other Assets - (29.00)%		(18,731,223	)
		TOTAL NET ASSETS - 100.00%	$	64,601,301

Percentages are stated as a percent of net assets.
(a)	All or portion of this security is on loan.
(b)	Non-income producing security.
(c)	Fair value of this security exceeds 25% of the Fund’s net assets. Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database at www.sec.gov.

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Principal
Amount			Value
		ASSET BACKED SECURITIES - 10.78%
	54,901	Accredited Mortgage Loan Trust Series 2005-3, 0.390%, 09/25/2035 (a)	$	54,871
		Ally Master Owner Trust
	365,000	Series 2012-5, 1.540%, 09/15/2019		366,563
	305,000	Series 2014-5, 1.600%, 10/15/2019		306,572
		American Credit Acceptance
		Receivables Trust
	16,440	Series 2012-3, 1.640%, 11/15/2016 (Acquired 11/27/2012 and 06/21/2013, Cost $16,440) (b)		16,442
	34,399	Series 2013-2, 1.320%, 02/15/2017 (Acquired 07/31/2013 and 05/21/2014, Cost $34,402) (b)		34,412
	26,438	Series 2014-1, 1.140%, 03/12/2018 (Acquired 01/07/2014, Cost $26,436) (b)		26,449
	70,359	Series 2013-1, 1.450%, 04/16/2018 (Acquired 03/20/2013 and 02/27/2014, Cost $70,358) (b)		70,392
	1,125,000	American Express Credit Account Master Trust Series 2014-2, 1.260%, 01/15/2020		1,128,715
		AmeriCredit Automobile Receivables Trust
	315,000	Series 2012-5, 1.120%, 11/08/2017		315,872
	845,000	Series 2014-3, 1.150%, 06/10/2019		845,210
	305,000	AMMC CDO Series 2014-14A, 1.706%, 07/27/2026 (Acquired 06/12/2014, Cost $304,372) (a)(b)		303,628
	500,000	Apidos CLO XII Series 2013-12A, 1.331%, 04/15/2025 (Acquired 03/15/2013, Cost $500,000) (a)(b)		492,350
	320,000	Apidos CLO XX Series 2015-20, 1.803%, 01/16/2027 (Acquired 01/15/2015, Cost $320,000) (a)(b)		321,088

Principal Amount			Value
		ASSET BACKED SECURITIES (Continued)
	295,594	Ares XXX CLO Ltd.
		Series 2014-30A, 1.107%,
		04/20/2023 (Acquired 05/08/2014,
		Cost $293,051) (a)(b)	$	294,470
		ARI Fleet Lease Trust
	78,781	Series 2012-B, 0.461%, 01/15/2021
		(Acquired 10/16/2012,
		Cost $78,781) (a)(b)		78,653
	260,000	Series 2014-A, 1.550%, 11/15/2022
		(Acquired 04/01/2014,
		Cost $259,927) (b)		260,888
	270,000	Atlas Senior Loan Fund Ltd. Series 2014-6A, 1.778%, 10/15/2026 (Acquired 08/28/2014, Cost $269,865) (a)(b)		269,865
	260,157	Atrium VII Series 7-AR, 1.332%, 11/16/2022 (Acquired 08/06/2014, Cost $260,157) (a)(b)		260,027
	500,000	Atrium IX Series 9-A, 1.536%, 02/28/2024 (Acquired 01/24/2013, Cost $500,000) (a)(b)		497,150
	500,000	Atrium X Series 10-A, 1.349%, 07/16/2025 (Acquired 04/25/2013, Cost $499,250) (a)(b)		493,100
	260,000	Avalon IV Capital Ltd. Series 2012-1AR, 1.398%, 04/17/2023 (Acquired 04/02/2014, Cost $260,000) (a)(b)		259,948
	360,000	Avery Point CLO Ltd. Series 2014-1A, 1.754%, 04/25/2026 (Acquired 03/19/2014, Cost $360,000) (a)(b)		358,308
	825,000	Babson CLO Ltd. Series 2013-IA, 1.331%, 04/20/2025 (Acquired 05/03/2013, Cost $825,000) (a)(b)		814,935
		Capital Auto Receivables Asset Trust
	1,240,000	Series 2013-4, 1.090%, 03/20/2018		1,240,413
	315,000	Series 2014-1, 1.320%, 06/20/2018		316,302

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		ASSET BACKED SECURITIES (Continued)
	1,225,000	Capital One Multi-Asset Execution Trust Series 2014-5A, 1.480%, 07/15/2020	$	1,234,671
	7,890	CarFinance Capital LLC Series 2013-1A, 1.650%, 07/17/2017 (Acquired 05/21/2013, Cost $7,890) (b)		7,894
		Carlyle Global Market Strategies
	555,000	Series 2013-3A, 1.351%, 07/15/2025 (Acquired 06/10/2013, Cost $553,834) (a)(b)		547,230
	250,000	Series 2014-4B, 2.700%, 10/15/2026 (Acquired 03/05/2015, Cost $251,552) (a)(b)		251,725
	235,000	CarMax Auto Owner Trust Series 2013-3, 1.490%, 01/15/2019		236,712
		Cent CLO LP
	325,000	Series 2013-20A, 1.724%, 01/25/2026 (Acquired 12/18/2013, Cost $325,000) (a)(b)		324,870
	325,000	Series 2015-23A, 1.760%, 04/17/2026 (Acquired 03/19/2015, Cost $325,000) (a)(b)(h)		325,000
	345,000	Chase Issuance Trust Series 2007-B1, 0.411%, 04/15/2019 (a)		343,260
		CIFC Funding Ltd.
	365,000	Series 2013-1A, 1.379%, 04/16/2025 (Acquired 02/22/2013, Cost $365,000) (a)(b)		360,000
	295,000	Series 2014-2A, 1.713%, 05/24/2026 (Acquired 07/02/2014, Cost $294,911) (a)(b)		294,085
	1,060,000	Citibank Credit Card Issuance Trust Series 2013-A3, 1.110%, 07/23/2018		1,064,528
	64,633	Conseco Finance Securitizations Corp. Series 2000-4, 8.310%, 05/01/2032 (a)		44,172

Principal Amount			Value

		ASSET BACKED SECURITIES (Continued)
	12,720	Countrywide Asset-Backed Certificates Series 2005-4, 4.456%, 10/25/2035 (a)	$	12,736
		CPS Auto Receivables Trust
	181,789	Series 2013-C, 1.640%, 04/16/2018 (Acquired 09/24/2013, Cost $181,767) (b)		182,003
	66,130	Series 2013-D, 1.540%, 07/16/2018 (Acquired 12/10/2013, Cost $66,124) (b)		66,119
	73,773	Series 2014-A, 1.210%, 08/15/2018 (Acquired 03/10/2014, Cost $73,766) (b)		73,516
	53,175	Series 2012-C, 1.820%, 12/16/2019 (Acquired 09/11/2012, Cost $53,173) (b)		53,343
	83,935	Series 2012-D, 1.480%, 03/16/2020 (Acquired 12/07/2012, Cost $83,924) (b)		83,972
	111,658	Series 2013-A, 1.310%, 06/15/2020 (Acquired 03/12/2013, Cost $111,644) (b)		110,910
		Credit Acceptance Auto Loan Trust
	132,697	Series 2012-2A, 1.520%, 03/16/2020 (Acquired 09/11/2012, Cost $132,674) (b)		133,003
	250,000	Series 2014-2A, 1.880%, 03/15/2022 (Acquired 09/18/2014, Cost $249,955) (b)		251,003
	425,000	Dryden XXVI Senior Loan Fund Series 2013-26A, 1.331%, 07/15/2025 (Acquired 02/20/2013, Cost $425,000) (a)(b)		419,093
	390,000	Dryden 33 Senior Loan Fund Series 2014-33A, 1.711%, 07/15/2026 (Acquired 04/09/2014, Cost $390,000) (a)(b)		390,000
	270,000	Dryden 38 Senior Loan Fund Series 2015-3A, 1.730%, 07/15/2027 (Acquired 03/25/2015, Cost $270,000) (b)(h)		270,000

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		ASSET BACKED SECURITIES (Continued)
		DT Auto Owner Trust
	31,778	Series 2014-1A, 0.660%, 07/17/2017 (Acquired 01/14/2014, Cost $31,777) (b)	$	31,774
	362,158	Series 2015-1A, 1.060%, 09/17/2018 (Acquired 02/18/2015, Cost $362,155) (b)		362,329
	203,162	Enterprise Fleet Financing LLC Series 2012-1, 1.410%, 11/20/2017 (Acquired 11/02/2012, Cost $203,707) (b)		203,219
	196,841	First Investors Auto Owner Trust Series 2013-2A, 1.230%, 03/15/2019 (Acquired 06/13/2013, Cost $196,818) (b)		197,184
	415,000	Flatiron CLO Ltd. Series 2014-1A, 1.607%, 07/17/2026 (Acquired 06/05/2014, Cost $414,585) (a)(b)		414,046
	580,000	Ford Credit Auto Lease Trust Series 2014-A, 0.900%, 06/15/2017		579,899
	965,000	Ford Credit Auto Owner Trust Series 2015-A, 2.030%, 08/15/2020		970,224
	1,585,000	Ford Credit Floorplan Master Owner Trust A Series 2014-4, 1.400%, 08/15/2019		1,589,906
	370,000	Galaxy XIX CLO Ltd. Series 2015-19, 1.806%, 01/24/2027 (Acquired 01/29/2015, Cost $369,441) (a)(b)		369,445
	100,000	GCO Education Loan Funding Trust Series 2006-1, 0.463%, 05/25/2036 (a)		92,561
	200,000	GE Equipment Small Ticket LLC Series 2014-1A, 1.440%, 10/25/2021 (Acquired 04/02/2014, Cost $199,963) (b)		201,540
	305,000	Gramercy Park CLO Ltd. Series 2012-1AR, 1.528%, 07/17/2023 (Acquired 07/10/2014, Cost $305,000) (a)(b)		306,068

Principal Amount			Value
		ASSET BACKED SECURITIES (Continued)
		HLSS Servicer Advance Receivables Backed Note
	370,000	Series 2013-T1, 1.495%, 01/16/2046 (Acquired 01/16/2013 through 01/29/2014, Cost $370,777) (b)	$	368,044
	435,000	Series 2013-T3, 1.793%, 05/15/2046 (Acquired 05/17/2013 and 08/28/2013, Cost $431,753) (b)		431,588
	175,000	Series 2013-T1, 2.289%, 01/15/2048 (Acquired 01/16/2013, Cost $175,000) (a)(b)		172,078
	585,000	Hyundai Auto Receivables Trust Series 2014-A, 0.790%, 07/16/2018		584,906
	390,000	Limerock CLO Series 2014-2A, 1.731%, 04/18/2026 (Acquired 02/26/2014, Cost $389,581) (a)(b)		389,337
	247,665	M&T Bank Auto Receivables Trust Series 2013-1A, 1.060%, 11/15/2017 (Acquired 06/10/2014, Cost $248,425) (b)		248,368
	575,000	Madison Park Funding XI Ltd. Series 2013-11A, 1.531%, 10/23/2025 (Acquired 08/16/2013, Cost $574,425) (a)(b)		570,400
	250,000	Madison Park Funding XII Ltd. Series 2014-12A, 1.731%, 07/20/2026 (Acquired 05/08/2014, Cost $250,000) (a)(b)		249,675
	280,000	Magnetite CLO Ltd. Series 2014-9A, 1.676%, 07/25/2026 (Acquired 06/13/2014, Cost $279,857) (a)(b)		279,244
		Mercedes Benz Auto Lease Trust
	525,000	Series 2013-B, 0.760%, 07/15/2019		525,216
	1,420,000	Series 2014-A, 0.900%, 12/16/2019		1,420,964
	395,811	Morgan Stanley Capital I, Inc. Trust Series 2003-NC10, 1.190%, 10/25/2033 (a)		376,038

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		ASSET BACKED SECURITIES (Continued)
		Neuberger Berman CLO Ltd.
	275,000	Series 2014-17A, 1.626%, 08/04/2025 (Acquired 06/19/2014, Cost $275,000) (a)(b)	$	274,010
	285,000	Series 2014-16A, 1.701%, 04/15/2026 (Acquired 02/11/2014, Cost $283,803) (a)(b)		284,516
	280,000	Oak Hill Credit Partners Series 2013-8A, 1.351%, 04/20/2025 (Acquired 04/17/2013, Cost $280,000) (a)(b)		276,500
	325,000	Oaktree EIF II Series A1 Ltd. Series 2015-B1A, 1.811%, 02/15/2026 (Acquired 02/20/2015, Cost $325,000) (a)(b)		325,000
	410,000	Octagon Investment Partners XVI Ltd. Series 2013-1A, 1.348%, 07/17/2025 (Acquired 05/15/2013, Cost $409,344) (a)(b)		404,137
	450,000	OZLM Funding Ltd. Series 2013-5A, 1.728%, 01/20/2026 (Acquired 11/22/2013, Cost $449,775) (a)(b)		447,660
		Prestige Auto Receivables Trust
	220,000	Series 2013-1A, 1.330%, 05/15/2019 (Acquired 04/03/2013, Cost $219,948) (b)		220,574
	120,000	Series 2014-1A, 1.520%, 04/15/2020 (Acquired 03/18/2014, Cost $119,993) (b)		120,215
	135,000	Series 2014-1A, 1.910%, 04/15/2020 (Acquired 06/25/2014, Cost $135,033) (b)		135,141
	695,000	Race Point VIII CLO Ltd. Series 2013-8A, 1.482%, 02/20/2025 (Acquired 02/06/2013, Cost $695,000) (a)(b)		686,869
	119,792	Residential Asset Mortgage Products, Inc. Series 2004-RZ1, 0.650%, 03/25/2034 (a)		119,133

Principal Amount			Value
		ASSET BACKED SECURITIES (Continued)
		Santander Drive Auto
		Receivables Trust
	42,660	Series 2012-4, 1.830%, 03/15/2017	$	42,705
	193,312	Series 2012-5, 1.560%, 08/15/2018		193,640
	250,000	Seneca Park CLO Ltd. Series 2014-1A, 1.737%, 07/17/2026 (Acquired 05/09/2014, Cost $249,866) (a)(b)		251,000
	250,000	Shackleton CLO Ltd. Series 2014-6A, 1.737%, 07/17/2026 (Acquired 06/12/2014, Cost $248,475) (a)(b)		248,875
	3,687	SNAAC Auto Receivables Trust Series 2013-1A, 1.140%, 07/16/2018 (Acquired 04/02/2013, Cost $3,687) (b)		3,688
	257,000	Sound Point CLO IV Ltd. Series 2013-3A, 1.626%, 01/21/2026 (Acquired 03/27/2015, Cost $255,586) (a)(b)		255,098
	315,000	Sound Point CLO VIII Ltd. Series 2015-1A, 1.830%, 03/13/2027 (Acquired 03/05/2015, Cost $314,213) (b)(h)		314,213
	225,000	Springleaf Funding Trust Series 2014-AA, 2.410%, 12/15/2022 (Acquired 03/19/2014, Cost $224,963) (b)		225,092
	325,000	Treman Park CLO LLC Series 2015-1A, 1.761%, 04/20/2027 (Acquired 03/05/2015, Cost $325,000) (a)(b)(h)		325,000
	29,354	U.S. Education Loan Trust, LLC Series 2006-1, 0.364%, 03/01/2025 (Acquired 08/06/2010, Cost $28,693) (a)(b)		29,314
	620,000	Volkswagen Auto Lease Trust Series 2015-A3, 1.250%, 12/20/2017		621,189

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		ASSET BACKED SECURITIES (Continued)
	305,000	Voya CLO Ltd.
		Series 2015-1A, 1.742%, 04/18/2027 (Acquired 03/03/2015, Cost $304,688) (a)(b)(h)	$	304,688
		Westlake Automobile Receivables Trust
	89,066	Series 2014-1A, 0.700%, 05/15/2017 (Acquired 05/20/2014, Cost $89,059) (b)		89,018
	74,143	Series 2013-1A, 1.120%, 01/15/2018 (Acquired 09/18/2013, Cost $74,135) (b)		74,182
		Total Asset Backed Securities (Cost $33,748,644)		33,711,978
		COLLATERALIZED MORTGAGE OBLIGATIONS - 5.80%
	160,000	Aventura Mall Trust
		Series 2013-AVM, 3.743%, 12/07/2032 (Acquired 12/10/2013, Cost $164,644) (a)(b)		172,905
		Banc of America Commercial Mortgage Trust
	230,000	Series 2006-2, 5.728%, 05/10/2045 (a)		236,848
	2,603	Series 2007-5, 5.620%, 02/10/2051		2,600
	150,000	BB-UBS Trust
		Series 2012-SHOW, 3.430%, 11/07/2036 (Acquired 12/05/2012, Cost $155,324) (b)		156,728
		Bear Stearns Commercial Mortgage Securities Trust
	160,000	Series 2006-PW14, 5.201%, 12/11/2038		168,557
	173,377	Series 2005-PW10, 5.405%, 12/11/2040 (a)		176,209
	2,952,576	Series 2006-PW13, 5.540%, 09/11/2041		3,083,179
	181,302	Series 2007-PW15, 5.331%, 02/11/2044		193,033
		CD Commercial Mortgage Trust
	284,468	Series 2005-CD1, 5.226%, 07/15/2044 (a)		285,911

Principal
Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
	295,000	Series 2007-CD4, 5.322%, 12/11/2049	$	310,812
	107,632	Chase Mortgage Financial Trust
		Series 2007-A1, 2.543%, 02/25/2037 (a)		103,662
		Citigroup Commercial Mortgage Trust
	150,000	Series 2014-GC19, 4.023%, 03/12/2047		165,525
	145,000	Series 2014-GC21, 3.855%, 05/10/2047		158,209
	78,134	Series 2006-C4, 5.771%, 03/17/2049 (a)		80,795
	84,909	COBALT CMBS Commercial Mortgage Trust
		Series 2007-C2, 5.484%, 04/15/2047 (a)		90,673
		COMM Mortgage Trust
	120,000	Series 2013-300P, 4.353%, 08/12/2030 (Acquired 08/15/2013, Cost $122,373) (b)		134,438
	110,000	Series 2013-CR9, 4.235%, 07/12/2045 (a)		123,937
	110,000	Series 2013-LC6, 2.941%, 01/12/2046 (a)		113,379
	95,000	Series 2013-CR8, 3.612%, 06/12/2046 (a)		102,452
	160,000	Series 2014-UBS2, 3.961%, 03/10/2047		175,431
	115,000	Series 2014-LC15, 4.006%, 04/12/2047		126,604
	145,000	Series 2014-CR17, 3.977%, 05/10/2047		159,735
	235,000	Series 2014-CR18, 3.828%, 07/17/2047		255,335
	120,000	Series 2014-UBS4, 3.694%, 08/12/2047		128,591
	221,763	Commercial Mortgage Loan Trust
		Series 2008-LS1, 6.040%, 12/10/2049 (a)		237,453
		Countrywide Home Loans, Inc.
	24,256	Series 2004-HYB6, 2.418%, 11/20/2034 (a)		23,354

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
	121,118	Series 2005-11, 0.770%, 03/25/2035 (a)	$	109,540
	107,049	Credit Suisse Commercial Mortgage Trust
		Series 2006-C4, 5.467%, 09/15/2039		111,957
	140,000	DBUBS Mortgage Trust
		Series 2011-LC2A, 4.537%, 07/12/2044 (Acquired 06/16/2014, Cost $152,884) (b)		157,366
	400,000	Four Times Square Trust
		Series 2006-4TS, 5.401%, 12/13/2028 (Acquired 11/06/2012, Cost $450,790) (b)		459,565
	145,000	GS Mortgage Securities Corp. II
		Series 2012-BWTR, 2.954%, 11/07/2034 (Acquired 12/11/2012, Cost $147,726) (b)		148,721
	145,000	GS Mortgage Securities Corp. Trust
		Series 2012-ALOH, 3.551%, 04/12/2034 (Acquired 03/08/2013, Cost $149,915) (b)		155,262
		GS Mortgage Securities Trust
	150,000	Series 2014-GC20, 3.998%, 04/12/2047		165,277
	175,000	Series 2014-GC22, 3.862%, 06/10/2047		191,094
	300,000	Hilton USA Trust
		Series 2013-HLT, 2.662%, 11/07/2030 (Acquired 11/22/2013 and 07/22/2014, Cost $301,656) (b)		301,283
		JP Morgan Chase Commercial Mortgage Securities Trust
	145,000	Series 2012-WLDN, 3.905%, 05/07/2030 (Acquired 05/07/2013 and 06/25/2013, Cost $146,101) (b)		154,641
	125,310	Series 2005-LDP2, 4.738%, 07/15/2042		125,130
	235,000	Series 2006-LDP7, 5.865%, 04/15/2045 (a)		242,981

Principal
Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
	343,182	Series 2006-LDP9, 5.336%, 05/15/2047	$	361,758
	235,000	Series 2007-CB19, 5.698%, 02/12/2049 (a)		253,283
		JPMBB Commercial Mortgage Securities Trust
	1,205,000	Series 2013-C12, 3.157%, 07/17/2045		1,261,243
	145,000	Series 2014-C19, 3.997%, 04/17/2047		159,686
	120,000	Series 2014-C21, 3.775%, 08/16/2047		129,975
	120,000	Series 2014-C22, 3.801%, 09/17/2047		129,875
	265,000	Series 2014-C26, 3.494%, 01/17/2048		280,633
	180,058	JPMorgan Commercial Mortgage Securities Corp.
		Series 2012-LC9, 2.840%, 12/17/2047		184,548
		Lehman Brothers-UBS Commercial Mortgage Trust
	233,891	Series 2006-C4, 5.833%, 06/15/2038 (a)		243,803
	604,359	Series 2007-C1, 5.424%, 02/15/2040		643,183
	285,698	Series 2007-C2, 5.430%, 02/15/2040		304,935
	225,896	Series 2007-C6, 5.858%, 07/15/2040 (a)		237,321
	280,000	Merrill Lynch Mortgage Trust
		Series 2006-C1, 5.677%, 05/12/2039 (a)		288,937
		ML-CFC Commercial Mortgage Trust
	284,880	Series 2007-5, 5.378%, 08/14/2048		301,312
	165,000	Series 2007-9, 5.700%, 09/12/2049		177,081
		Morgan Stanley Bank of America Merrill Lynch Trust
	35,000	Series 2014-C14, 4.064%, 02/15/2047		38,734

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
	175,000	Series 2014-C17, 3.741%, 08/16/2047	$	188,776
		Morgan Stanley Capital I Trust
	185,000	Series 2014-MP, 3.469%, 08/11/2033 (Acquired 11/13/2014, Cost $190,287) (b)		194,823
	220,000	Series 2007-IQ14, 5.692%, 04/15/2049 (a)		236,158
	161,825	Series 2007-IQ16, 5.809%, 12/12/2049		175,622
	130,000	OBP Depositor LLC Trust
		Series 2010-OBP, 4.646%, 07/17/2045 (Acquired 08/15/2012, Cost $146,796) (b)		146,139
		Springleaf Mortgage Loan Trust
	131,246	Series 2013-1A, 1.270%, 06/25/2058 (Acquired 04/03/2013, Cost $131,236) (a)(b)		131,404
	254,145	Series 2013-2A, 1.780%, 12/25/2065 (Acquired 07/03/2013, Cost $251,567) (a)(b)		254,341
	155,171	Series 2013-2A, 3.520%, 12/25/2065 (Acquired 07/03/2013, Cost $149,465) (b)		158,743
	250,000	Symphony CLO VIII LP
		Series 2012-8AR, 1.352%, 01/09/2023 (Acquired 09/15/2014, Cost $250,000) (a)(b)		248,150
	295,000	Symphony CLO XIV Ltd.
		Series 2014-14A, 1.733%, 07/14/2026 (Acquired 05/06/2014, Cost $295,000) (a)(b)		295,944
	17,175	TIAA Seasoned Commercial Mortgage Trust
		Series 2007-C4, 5.560%, 08/15/2039 (a)		17,170
	228,304	Wachovia Bank Commercial Mortgage Trust
		Series 2006-C29, 5.308%, 11/15/2048		239,965
		Wells Fargo-RBS Commercial Mortgage Trust

Principal
Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
	805,000	Series 2014-C19, 3.660%, 03/15/2047	$	860,580
	175,000	Series 2014-LC14, 4.045%, 03/15/2047		193,570
	175,000	Series 2014-C20, 3.995%, 05/17/2047		192,949
	175,000	Series 2014-C21, 3.678%, 08/16/2047		188,482
	120,000	Series 2014-LC16, 3.817%, 08/17/2050		130,539
		Total Collateralized Mortgage Obligations (Cost $17,967,091)		18,138,834
		CORPORATE OBLIGATIONS - 39.36%
		Aerospace & Defense - 0.59%
	315,000	L-3 Communications Corp.
		3.950%, 05/28/2024		323,905
	625,000	Northrop Grumman Corp.
		3.850%, 04/15/2045		617,958
		Raytheon Co.
	75,000	3.125%, 10/15/2020		79,209
	70,000	3.150%, 12/15/2024		72,762
	740,000	United Technologies Corp.
		1.800%, 06/01/2017		754,020
				1,847,854
		Air Freight & Logistics - 0.02%
		FedEx Corp.
	25,000	3.200%, 02/01/2025		25,391
	50,000	4.100%, 02/01/2045		50,139
				75,530
		Auto Parts & Equipment - 0.21%
	610,000	Delphi Corp.
		4.150%, 03/15/2024		649,661
		Banks - 6.42%
	275,000	Abbey National Treasury Services PLC/London
		2.350%, 09/10/2019		279,634
		Bank of America Corp.
	1,170,000	2.600%, 01/15/2019		1,191,458
	340,000	4.100%, 07/24/2023		363,180
	115,000	4.200%, 08/26/2024		119,113

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Banks (Continued)
	350,000	4.000%, 01/22/2025	$	353,544
	200,000	6.110%, 01/29/2037		244,329
	110,000	7.750%, 05/14/2038		158,913
	935,000	5.000%, 01/21/2044		1,077,550
	860,000	Bank of New York Mellon Corp.
		1.300%, 01/25/2018		857,669
	200,000	Barclays Bank Plc
		3.750%, 05/15/2024		210,824
		BPCE SA
	415,000	2.500%, 12/10/2018		425,306
	220,000	5.150%, 07/21/2024 (Acquired 01/13/2014, Cost $219,593) (b)		235,505
	805,000	Branch Banking & Trust Co.
		1.450%, 10/03/2016		813,063
		Capital One NA
	250,000	1.500%, 09/05/2017		249,565
	400,000	1.650%, 02/05/2018		398,691
		Citigroup, Inc.
	180,000	4.450%, 01/10/2017		189,792
	25,000	8.500%, 05/22/2019		31,163
	1,570,000	2.500%, 07/29/2019		1,593,358
	130,000	2.400%, 02/18/2020		130,613
	675,000	4.300%, 11/20/2026		699,744
	125,000	6.125%, 08/25/2036		151,859
	135,000	6.675%, 09/13/2043		180,679
	385,000	Deutsche Bank AG
		1.350%, 05/30/2017		384,762
	760,000	Glitnir Bank
		6.693%, 06/15/2016 (Acquired 06/14/2006 and 06/21/2006, Cost $758,848) (a)(c)(d)		15,329
		HSBC Holdings Plc
	115,000	2.350%, 03/05/2020		115,655
	200,000	6.800%, 06/01/2038		263,870
		JPMorgan Chase & Co.
	135,000	4.250%, 10/15/2020		147,326
	350,000	4.500%, 01/24/2022		387,440
	60,000	3.375%, 05/01/2023		60,467
	70,000	3.625%, 05/13/2024		72,870
	580,000	3.875%, 09/10/2024		595,719
	30,000	5.600%, 07/15/2041		36,844

Principal
Amount			Value
		Banks (Continued)
	180,000	5.625%, 08/16/2043	$	216,735
	140,000	4.850%, 02/01/2044		160,154
	250,000	Kaupthing Bank Hf
		7.125%, 05/19/2016 (Acquired 05/12/2006, Cost $248,680) (c)(d)		5,002
	230,000	KeyCorp
		5.100%, 03/24/2021		261,564
		PNC Bank NA
	350,000	1.500%, 02/23/2018		351,447
	300,000	2.400%, 10/18/2019		305,937
	535,000	PNC Funding Corp.
		3.300%, 03/08/2022		564,401
	120,000	Royal Bank of Scotland Plc
		5.125%, 05/28/2024		126,123
	625,000	SunTrust Banks, Inc.
		3.500%, 01/20/2017		650,924
	380,000	The Huntington National Bank
		1.700%, 02/26/2018		380,277
	875,000	Toronto-Dominion Bank
		2.625%, 09/10/2018		904,757
	1,410,000	U.S. Bancorp
		1.950%, 11/15/2018		1,433,217
		Wells Fargo & Co.
	400,000	2.150%, 01/15/2019		406,598
	155,000	3.450%, 02/13/2023		158,760
	140,000	4.125%, 08/15/2023		149,594
	250,000	3.300%, 09/09/2024		258,521
	115,000	3.000%, 02/19/2025		115,642
	80,000	4.100%, 06/03/2026		84,519
	216,000	5.606%, 01/15/2044		262,573
	85,000	4.650%, 11/04/2044		91,391
	1,155,000	Westpac Banking Corp.
		1.500%, 12/01/2017 (e)		1,161,503
				20,085,473
		Beverages - 0.36%
		Anheuser-Busch InBev Worldwide, Inc.
	120,000	0.800%, 07/15/2015		120,161
	150,000	8.200%, 01/15/2039		235,223
	770,000	Diageo Capital Plc
		1.500%, 05/11/2017		777,605
				1,132,989

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Biotechnology - 0.43%
		Amgen, Inc.
	150,000	3.625%, 05/22/2024	$	158,047
	375,000	4.950%, 10/01/2041		422,714
	270,000	Celgene Corp.
		5.250%, 08/15/2043		314,073
	230,000	Genzyme Corp.
		5.000%, 06/15/2020		263,374
		Gilead Sciences, Inc.
	100,000	3.500%, 02/01/2025		105,582
	70,000	4.500%, 02/01/2045		77,506
				1,341,296
		Capital Markets - 2.81%
	880,000	Bear Stearns Companies, Inc.
		7.250%, 02/01/2018		1,013,769
		Goldman Sachs Group, Inc.
	835,000	5.950%, 01/18/2018		930,354
	145,000	2.600%, 04/23/2020 (e)		146,713
	460,000	4.000%, 03/03/2024		486,700
	55,000	3.850%, 07/08/2024		57,627
	290,000	3.500%, 01/23/2025		295,687
	290,000	6.750%, 10/01/2037		381,525
	100,000	6.250%, 02/01/2041		130,817
		Morgan Stanley
	350,000	5.950%, 12/28/2017		388,289
	200,000	1.875%, 01/05/2018		201,503
	275,000	2.500%, 01/24/2019		280,340
	880,000	2.650%, 01/27/2020		893,256
	70,000	4.875%, 11/01/2022		76,573
	125,000	3.700%, 10/23/2024		130,585
	770,000	4.350%, 09/08/2026		808,255
	160,000	4.300%, 01/27/2045		166,501
		The Bank of New York Mellon Corp.
	880,000	2.200%, 03/04/2019 (e)		894,556
	610,000	2.150%, 02/24/2020		615,398
	805,000	Wachovia Corp.
		5.750%, 02/01/2018		900,774
				8,799,222
		Chemicals - 0.86%
	445,000	Dow Chemical Co.
		4.250%, 11/15/2020		489,378
	595,000	LYB International Finance BV
		4.000%, 07/15/2023		631,378

Principal Amount				Value
		Chemicals (Continued)
		Monsanto Co.
	915,000	1.150%, 06/30/2017	$	919,151
	605,000	4.400%, 07/15/2044		653,347
				2,693,254
		Commercial Services & Supplies - 0.45%
	650,000	International Lease Finance Corp.
		5.750%, 05/15/2016		676,487
	210,000	Republic Services, Inc.
		4.750%, 05/15/2023		237,009
		Waste Management, Inc.
	475,000	2.900%, 09/15/2022		479,185
	20,000	3.125%, 03/01/2025 (e)		20,235
				1,412,916
		Consumer Finance - 2.28%
		American Express Co.
	325,000	3.625%, 12/05/2024		334,437
	457,000	4.050%, 12/03/2042		467,477
		American Express Credit Corp.
	535,000	1.300%, 07/29/2016		538,249
	775,000	2.125%, 03/18/2019		785,426
	580,000	Capital One Financial Corp.
		2.450%, 04/24/2019		587,450
		Caterpillar Financial Services Corp.
	715,000	1.625%, 06/01/2017		725,041
	390,000	2.250%, 12/01/2019		396,103
		John Deere Capital Corp.
	565,000	1.050%, 10/11/2016		568,204
	675,000	1.300%, 03/12/2018		677,740
		PACCAR Financial Corp.
	565,000	1.150%, 08/16/2016		569,379
	290,000	1.100%, 06/06/2017		290,474
		Toyota Motor Credit Corp.
	605,000	2.050%, 01/12/2017 (e)		618,112
	565,000	2.125%, 07/18/2019		574,363
				7,132,455
		Diversified Financial Services - 1.69%
	380,000	Credit Suisse
		1.375%, 05/26/2017		380,805
		Ford Motor Credit Co. LLC
	325,000	2.750%, 05/15/2015		325,000
	200,000	1.461%, 03/27/2017		200,146
	200,000	5.875%, 08/02/2021		235,757

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Diversified Financial Services (Continued)
		General Electric Capital Corp.
	575,000	0.532%, 01/09/2017 (a)	$	575,955
	210,000	5.300%, 02/11/2021		242,763
	950,000	3.150%, 09/07/2022		984,114
	550,000	5.875%, 01/14/2038 (e)		712,581
		Hutchison Whampoa International Ltd.
	450,000	3.500%, 01/13/2017
		(Acquired 09/06/2012,
		Cost $460,647) (b)		465,964
	200,000	1.625%, 10/31/2017
		(Acquired 10/28/2014,
		Cost $199,540) (b)		199,304
	585,000	National Rural Utilities Cooperative Finance Corp.
		5.450%, 04/10/2017		636,914
	300,000	NCUA Guaranteed Notes
		3.000%, 06/12/2019		318,642
				5,277,945
		Diversified Manufacturing - 0.35%
	575,000	Cooper U.S., Inc.
		3.875%, 12/15/2020		624,311
	405,000	Tyco Electronics Group SA
		6.550%, 10/01/2017		454,321
				1,078,632
		Diversified Telecommunication Services - 0.97%
	95,000	AT&T, Inc.
		4.800%, 06/15/2044		97,668
		Verizon Communications, Inc.
	252,000	2.625%, 02/21/2020		256,667
	185,000	3.000%, 11/01/2021		188,971
	475,000	5.150%, 09/15/2023		544,959
	250,000	3.500%, 11/01/2024		256,360
	780,000	6.400%, 09/15/2033		975,250
	375,000	4.272%, 01/15/2036 (Acquired
		09/17/2013 through 10/03/2013,
		Cost $343,847) (b)		373,406
	10,000	6.550%, 09/15/2043		13,041
	335,000	4.672%, 03/15/2055 (Acquired
		09/11/2013 and 10/14/2014,
		Cost $261,988) (b)		329,545
				3,035,867

Principal Amount			Value
		Electric Utilities - 1.44%
	100,000	American Electric Power Co., Inc.
		1.650%, 12/15/2017	$	100,647
		Consolidated Edison Company of New York, Inc.
	85,000	3.300%, 12/01/2024		89,423
	300,000	4.625%, 12/01/2054		337,869
	355,000	Duke Energy Corp.
		3.550%, 09/15/2021		379,983
	160,000	Duke Energy Indiana, Inc.
		4.900%, 07/15/2043		194,011
	460,000	Duke Energy Progress, Inc.
		4.150%, 12/01/2044		503,787
	300,000	Edison International
		3.750%, 09/15/2017		317,712
	100,000	Massachusetts Electric Co.
		5.900%, 11/15/2039
		(Acquired 07/09/2013,
		Cost $114,148) (b)		131,391
	325,000	Northeast Utilities
		2.800%, 05/01/2023		322,807
	115,000	Pacific Gas & Electric Co.
		4.750%, 02/15/2044		133,081
	150,000	Progress Energy, Inc.
		3.150%, 04/01/2022		154,858
	535,000	PSI Energy, Inc.
		6.050%, 06/15/2016		568,553
	285,000	Sierra Pacific Power Co.
		3.375%, 08/15/2023		300,752
	395,000	The Southern Co.
		2.150%, 09/01/2019		397,633
	485,000	Union Electric Co.
		6.700%, 02/01/2019		573,055
				4,505,562
		Energy Equipment & Services - 0.26%
	770,000	Halliburton Co.
		3.250%, 11/15/2021		803,266
		Engineering Construction - 0.13%
	400,000	ABB Finance USA, Inc.
		2.875%, 05/08/2022		408,789
		Food & Staples Retailing - 0.42%
	250,000	CVS Health Corp.
		2.750%, 12/01/2022		251,600

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Food & Staples Retailing (Continued)
	165,000	Sysco Corp.
		2.350%, 10/02/2019	$	168,922
	580,000	Walgreens Boots Alliance, Inc.
		2.700%, 11/18/2019		593,157
		Wal-Mart Stores, Inc.
	40,000	1.000%, 04/21/2017		40,191
	175,000	6.500%, 08/15/2037		245,299
				1,299,169
		Food Products - 0.05%
	85,000	ConAgra Foods, Inc.
		1.350%, 09/10/2015		85,184
	80,000	The J.M. Smucker Co.
		3.500%, 03/15/2025
		(Acquired 03/12/2015,
		Cost $79,980) (b)		82,413
				167,597
		Health Care Equipment & Supplies - 0.97%
	630,000	Baxter International, Inc.
		1.850%, 06/15/2018		634,508
	480,000	Becton, Dickinson & Co.
		3.250%, 11/12/2020		499,800
	465,000	CareFusion Corp.
		3.875%, 05/15/2024		490,729
		Medtronic, Inc.
	195,000	2.500%, 03/15/2020
		(Acquired 12/01/2014,
		Cost $195,120) (b)		199,456
	175,000	3.150%, 03/15/2022
		(Acquired 12/01/2014,
		Cost $174,712) (b)		181,883
	115,000	3.500%, 03/15/2025
		(Acquired 12/01/2014,
		Cost $113,898) (b)		120,372
	475,000	4.375%, 03/15/2035 (Acquired
		12/01/2014 and 02/02/2015,
		Cost $489,258) (b)		517,586
	85,000	4.625%, 03/15/2045
		(Acquired 12/01/2014,
		Cost $84,772) (b)		96,591
	295,000	Zimmer Holdings, Inc.
		3.550%, 04/01/2025		301,490
				3,042,415

Principal Amount			Value
		Health Care Providers & Services - 1.56%
	445,000	Aetna, Inc.
		4.750%, 03/15/2044	$	522,985
		Anthem, Inc.
	150,000	5.850%, 01/15/2036		183,044
	25,000	4.625%, 05/15/2042		27,207
	125,000	5.100%, 01/15/2044		143,946
		Cardinal Health, Inc.
	240,000	2.400%, 11/15/2019		243,135
	550,000	3.200%, 03/15/2023		561,850
	325,000	Express Scripts Holding Co.
		3.125%, 05/15/2016		332,998
		Humana, Inc.
	730,000	3.150%, 12/01/2022		735,807
	375,000	3.850%, 10/01/2024		392,709
	120,000	Laboratory Corp. of America Holdings
		2.625%, 02/01/2020		120,887
		McKesson Corp.
	320,000	1.292%, 03/10/2017		320,477
	160,000	1.400%, 03/15/2018		159,937
	200,000	Roche Holdings, Inc.
		3.350%, 09/30/2024
		(Acquired 02/09/2015,
		Cost $210,525) (b)		209,993
		UnitedHealth Group, Inc.
	125,000	1.400%, 10/15/2017		126,294
	490,000	1.625%, 03/15/2019		491,380
	305,000	3.950%, 10/15/2042		313,554
				4,886,203
		Industrial - 0.13%
	420,000	Pentair Finance SA
		3.150%, 09/15/2022		417,397
		Industrial Conglomerates - 0.38%
		General Electric Co.
	380,000	5.250%, 12/06/2017		419,634
	125,000	4.500%, 03/11/2044		140,907
	555,000	Koninklijke Philips Electronics NV
		5.750%, 03/11/2018		620,697
				1,181,238
		Insurance - 1.27%
		American International Group, Inc.
	225,000	4.125%, 02/15/2024		244,023
	400,000	4.500%, 07/16/2044		431,161

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Insurance (Continued)
	565,000	Berkshire Hathaway Finance Corp.
		0.950%, 08/15/2016	$	567,716
	605,000	CNA Financial Corp.
		7.350%, 11/15/2019		729,210
	420,000	Liberty Mutual Group, Inc.
		4.250%, 06/15/2023
		(Acquired 07/22/2014,
		Cost $434,355) (b)		448,132
		Marsh & McLennan Cos., Inc.
	100,000	2.300%, 04/01/2017		102,051
	200,000	4.050%, 10/15/2023		215,228
	95,000	3.500%, 03/10/2025		97,722
		New York Life Global Funding
	425,000	3.000%, 05/04/2015
		(Acquired 03/19/2012,
		Cost $425,665) (b)		425,665
	400,000	1.950%, 02/11/2020
		(Acquired 02/04/2015,
		Cost $399,924) (b)		400,347
	285,000	Trinity Acquisition Plc
		4.625%, 08/15/2023		301,811
				3,963,066
		Internet & Catalog Retail - 0.07%
	185,000	Amazon.com, Inc.
		4.950%, 12/05/2044		202,637
		Internet Software & Services - 0.17%
	520,000	eBay, Inc.
		1.350%, 07/15/2017		519,666
		IT Services - 0.17%
	495,000	MasterCard, Inc.
		3.375%, 04/01/2024		521,735
		Machinery - 0.34%
	255,000	Cummins, Inc.
		3.650%, 10/01/2023		273,876
		Eaton Corp.
	450,000	5.600%, 05/15/2018		501,910
	290,000	2.750%, 11/02/2022		291,098
				1,066,884
		Media - 1.26%
		Comcast Corp.
	900,000	5.875%, 02/15/2018 (e)		1,014,639
	115,000	4.750%, 03/01/2044 (e)		132,656

Principal Amount			Value
		Media (Continued)
		Cox Communications, Inc.
	195,000	2.950%, 06/30/2023
		(Acquired 04/24/2013,
		Cost $194,142) (b)	$	192,405
	125,000	3.850%, 02/01/2025
		(Acquired 12/01/2014,
		Cost $124,784) (b)		128,994
		DIRECTV Holdings, LLC
	325,000	1.750%, 01/15/2018 (e)		325,271
	30,000	3.950%, 01/15/2025		30,971
	285,000	6.350%, 03/15/2040		338,419
	175,000	News America, Inc.
		4.500%, 02/15/2021		194,092
		Time Warner Cable, Inc.
	246,000	5.850%, 05/01/2017		267,700
	250,000	6.750%, 07/01/2018		287,457
	100,000	5.500%, 09/01/2041		115,298
		Time Warner, Inc.
	225,000	4.700%, 01/15/2021		250,815
	225,000	7.625%, 04/15/2031		315,414
	135,000	6.500%, 11/15/2036		175,763
	120,000	4.500%, 09/15/2042 (e)		123,580
	45,000	Viacom, Inc.
		5.850%, 09/01/2043		50,842
				3,944,316
		Metals & Mining - 0.58%
	420,000	BHP Billiton Finance USA Ltd.
		1.625%, 02/24/2017		425,956
	70,000	Freeport-McMoRan Copper & Gold, Inc.
		3.550%, 03/01/2022		64,852
		Nucor Corp.
	285,000	4.125%, 09/15/2022		305,088
	285,000	4.000%, 08/01/2023		299,563
	430,000	Rio Tinto Finance USA Ltd.
		2.500%, 05/20/2016		438,226
		Xstrata Finance Canada Ltd.
	140,000	2.700%, 10/25/2017
		(Acquired 10/18/2012,
		Cost $139,765) (a)(b)(e)		142,136
	135,000	4.250%, 10/25/2022
		(Acquired 10/18/2012,
		Cost $134,658) (b)		139,006
				1,814,827

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Multi-Utilities - 0.87%
	430,000	Delmarva Power & Light Co.
		3.500%, 11/15/2023	$	457,816
	550,000	Dominion Resources, Inc.
		1.400%, 09/15/2017		550,999
	395,000	Sempra Energy
		6.500%, 06/01/2016		420,348
	1,175,000	Xcel Energy, Inc.
		5.613%, 04/01/2017		1,281,143
				2,710,306
		Oil & Gas - 3.72%
		Anadarko Petroleum Corp.
	150,000	8.700%, 03/15/2019		183,529
	25,000	3.450%, 07/15/2024		25,088
		BP Capital Markets Plc
	350,000	1.674%, 02/13/2018 (e)		351,802
	85,000	2.521%, 01/15/2020 (e)		86,512
	290,000	Buckeye Partners LP
		4.875%, 02/01/2021		307,828
		Canadian Natural Resources Ltd.
	690,000	3.450%, 11/15/2021		701,385
	105,000	3.800%, 04/15/2024		105,284
	100,000	Cenovus Energy, Inc.
		5.200%, 09/15/2043		101,278
	395,000	Chevron Corp.
		1.365%, 03/02/2018 (e)		397,094
		ConocoPhillips
	910,000	6.650%, 07/15/2018		1,057,335
	125,000	3.350%, 11/15/2024		128,968
	55,000	Continental Resources, Inc.
		5.000%, 09/15/2022		54,313
	450,000	Enable Midstream Partners LP
		3.900%, 05/15/2024 (Acquired 05/19/2014, Cost $449,492) (b)		434,421
		Energy Transfer Partners LP
	505,000	4.150%, 10/01/2020		530,789
	175,000	5.200%, 02/01/2022		190,938
		Hess Corp.
	120,000	1.300%, 06/15/2017		119,038
	45,000	5.600%, 02/15/2041		49,318
	690,000	Husky Energy, Inc.
		3.950%, 04/15/2022		702,110

Principal
Amount			Value
		Oil & Gas (Continued)
	125,000	Kerr-McGee Corp.
		6.950%, 07/01/2024	$	156,704
		Kinder Morgan, Inc.
	75,000	6.000%, 01/15/2018 (Acquired 01/08/2015, Cost $81,174) (b)		82,248
	55,000	3.050%, 12/01/2019		55,605
	125,000	4.300%, 06/01/2025		128,563
	125,000	5.300%, 12/01/2034 (e)		129,526
	365,000	LUKOIL International Finance B.V.
		3.416%, 04/24/2018 (Acquired 04/17/2013, Cost $365,000) (b)		336,986
	295,000	Marathon Petroleum Corp.
		3.625%, 09/15/2024		298,943
		Nexen, Inc.
	100,000	5.875%, 03/10/2035		118,943
	100,000	7.500%, 07/30/2039		141,922
	150,000	Petroleos Mexicanos
		5.500%, 06/27/2044		152,063
		Phillips 66
	480,000	2.950%, 05/01/2017		496,703
	265,000	4.300%, 04/01/2022		289,373
	960,000	Schlumberger Investment SA
		3.650%, 12/01/2023		1,024,257
	1,150,000	Shell International Finance BV
		1.125%, 08/21/2017 (e)		1,154,062
	230,000	Spectra Energy Partners LP
		4.600%, 06/15/2021		252,823
	125,000	Statoil ASA
		3.950%, 05/15/2043		128,582
		Williams Partners LP
	400,000	3.600%, 03/15/2022		399,359
	180,000	4.300%, 03/04/2024		179,938
	575,000	3.900%, 01/15/2025 (e)		563,326
				11,616,956
		Pharmaceuticals - 1.60%
		AbbVie, Inc.
	455,000	1.750%, 11/06/2017		456,901
	330,000	2.900%, 11/06/2022		327,900
		Actavis Funding SCS
	205,000	1.850%, 03/01/2017		206,575
	500,000	2.350%, 03/12/2018		507,121
	420,000	3.000%, 03/12/2020		430,179

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Pharmaceuticals (Continued)
	280,000	3.800%, 03/15/2025	$	289,553
	175,000	4.550%, 03/15/2035		182,999
	200,000	Bayer US Finance LLC
		2.375%, 10/08/2019 (Acquired 10/01/2014, Cost $199,084) (b)		203,547
	150,000	EMD Finance LLC
		2.950%, 03/19/2022 (Acquired 03/16/2015, Cost $149,736) (b)		151,992
	895,000	GlaxoSmithKline Capital Plc
		1.500%, 05/08/2017		904,637
	375,000	Merck & Co., Inc.
		0.631%, 02/10/2020 (a)		376,961
	260,000	Perrigo Co. PLC
		1.300%, 11/08/2016		259,942
		Sanofi-Aventis SA
	200,000	1.250%, 04/10/2018 (e)		200,420
	445,000	4.000%, 03/29/2021		489,613
				4,988,340
		Pipelines - 0.75%
	490,000	Enterprise Products Operating LLC
		6.125%, 10/15/2039		604,312
		Plains All American Pipeline L.P. / PAA Finance Corp.
	300,000	2.600%, 12/15/2019		301,739
	300,000	4.700%, 06/15/2044		306,020
	305,000	Sunoco Logistics Partners Operations LP
		4.250%, 04/01/2024		313,777
	560,000	TransCanada Pipelines Ltd.
		7.625%, 01/15/2039		809,243
				2,335,091
		Real Estate - 1.60%
		American Tower Corp.
	70,000	3.400%, 02/15/2019		72,353
	170,000	3.450%, 09/15/2021		173,780
	110,000	5.000%, 02/15/2024		120,502
	135,000	Brandywine Operating Partnership LP
		4.100%, 10/01/2024		137,562
	145,000	Duke Realty LP
		3.875%, 02/15/2021		153,188

Principal
Amount			Value
		Real Estate (Continued)
	285,000	ERP Operating LP
		3.000%, 04/15/2023	$	286,102
	75,000	Health Care Property Investments, Inc.
		6.000%, 01/30/2017		81,033
		Health Care REIT, Inc.
	440,000	4.125%, 04/01/2019		472,447
	455,000	5.250%, 01/15/2022		513,565
	190,000	Kimco Realty Corp.
		3.200%, 05/01/2021		195,078
		Liberty Property LP
	275,000	5.500%, 12/15/2016		292,422
	25,000	4.125%, 06/15/2022		26,200
	25,000	3.375%, 06/15/2023		24,947
	500,000	ProLogis LP
		4.250%, 08/15/2023		538,559
	161,000	Realty Income Corp.
		3.250%, 10/15/2022		161,686
	950,000	Simon Property Group LP
		2.200%, 02/01/2019		965,369
	65,000	UDR, Inc.
		3.700%, 10/01/2020		68,741
		Ventas Realty LP
	260,000	2.000%, 02/15/2018		262,678
	150,000	2.700%, 04/01/2020		151,798
	250,000	5.700%, 09/30/2043		308,369
				5,006,379
		Road & Rail - 0.47%
	355,000	Burlington Northern Santa Fe LLC
		7.950%, 08/15/2030		525,502
	309,000	Canadian Pacific Railway Ltd.
		4.500%, 01/15/2022		342,928
	275,000	CSX Corp.
		6.150%, 05/01/2037		361,450
	235,000	Union Pacific Corp.
		3.375%, 02/01/2035		230,049
				1,459,929
		Semiconductor & Semiconductor Equipment - 0.78%
		Altera Corp.
	245,000	1.750%, 05/15/2017		246,631
	300,000	2.500%, 11/15/2018		308,245
	430,000	Analog Devices, Inc.
		3.000%, 04/15/2016		439,013

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Semiconductor & Semiconductor Equipment (Continued)
	480,000	Applied Materials, Inc.
		2.650%, 06/15/2016	$	490,222
	400,000	Intel Corp.
		3.300%, 10/01/2021		426,430
	225,000	TSMC Global Ltd.
		1.625%, 04/03/2018
		(Acquired 03/27/2013,
		Cost $224,849) (b)		223,217
	315,000	Xilinx, Inc.
		2.125%, 03/15/2019		318,027
				2,451,785
		Software - 0.71%
		Microsoft Corp.
	210,000	2.375%, 02/12/2022		211,714
	585,000	3.750%, 02/12/2045		588,793
		Oracle Corp.
	600,000	2.250%, 10/08/2019		612,242
	150,000	2.800%, 07/08/2021		155,501
	600,000	4.300%, 07/08/2034 (e)		652,318
				2,220,568
		Specialty Retail - 0.37%
	260,000	AutoZone, Inc.
		4.000%, 11/15/2020		280,684
		Home Depot, Inc.
	285,000	2.700%, 04/01/2023		289,611
	200,000	5.875%, 12/16/2036		265,439
	290,000	Lowe’s Cos., Inc.
		4.250%, 09/15/2044		315,287
				1,151,021
		Technology Hardware, Storage & Peripherals - 0.87%
		Apple, Inc.
	1,075,000	2.400%, 05/03/2023		1,062,962
	230,000	2.500%, 02/09/2025 (e)		225,375
	275,000	3.450%, 02/09/2045 (e)		261,755
	800,000	EMC Corp.
		1.875%, 06/01/2018		809,723
		Hewlett-Packard Co.
	200,000	3.000%, 09/15/2016		205,349
	150,000	3.300%, 12/09/2016		155,171
				2,720,335

Principal
Amount			Value
		Telecommunications - 0.12%
		SBA Tower Trust
	210,000	3.598%, 04/15/2043
		(Acquired 04/04/2013,
		Cost $210,000) (b)		210,470
	155,000	2.898%, 10/15/2044
		(Acquired 10/07/2014,
		Cost $155,000) (b)		157,245
				367,715
		Thrifts & Mortgage Finance - 0.02%
	60,000	Santander Holdings USA, Inc.
		4.625%, 04/19/2016		62,157
		Transportation - 0.17%
	275,000	Kansas City Southern de Mexico SA de CV
		3.000%, 05/15/2023		271,787
	250,000	Ryder Systems, Inc.
		2.450%, 09/03/2019		250,695
				522,482
		Trucking - 0.14%
		Penske Truck Leasing Co., L.P.
	400,000	3.125%, 05/11/2015
		(Acquired 05/08/2012,
		Cost $399,721) (b)		399,721
	35,000	4.875%, 07/11/2022
		(Acquired 07/16/2013,
		Cost $35,842) (b)		37,923
				437,644
		Wireless Telecommunication Services - 0.53%
	680,000	Rogers Communications, Inc.
		5.000%, 03/15/2044 (e)		752,501
	915,000	Vodafone Group Plc
		1.500%, 02/19/2018		915,027
				1,667,528
		Total Corporate Obligations
		(Cost $119,015,524)		123,026,097
		FOREIGN GOVERNMENT DEBT OBLIGATIONS - 0.32%
	275,000	Brazilian Government International Bond
		5.875%, 01/15/2019		303,875
		Mexico Government International Bond

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		FOREIGN GOVERNMENT DEBT OBLIGATIONS (Continued)
	96,000	4.750%, 03/08/2044	$	101,280
	300,000	5.750%, 10/12/2110		328,500
	250,000	Republic of Colombia
		4.375%, 07/12/2021		265,625
		Total Foreign Government Debt Obligations (Cost $904,821)		999,280
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY - 33.39%
		Federal Home Loan Mortgage Corp.
	256,746	Series 2590, 5.000%,
		03/15/2018		268,150
	800,000	Series K-703, 2.699%,
		05/25/2018 (a)		834,491
	4,174	Pool #E9-9763
		4.500%, 09/01/2018		4,379
	4,007	Pool #E9-9764
		4.500%, 09/01/2018		4,203
	600,000	Series K-705, 2.303%,
		09/25/2018 (a)		619,018
	900,000	Series K-706, 2.323%,
		10/25/2018		929,207
	600,000	Series K-709, 2.086%,
		03/25/2019		614,039
	107,166	Pool #D9-6291
		4.500%, 09/01/2023		116,587
	249,589	Pool #G1-3624
		5.000%, 08/01/2024		271,526
	223,445	Series 2014-HQ1, 1.824%,
		08/26/2024 (a)		225,123
	3,374,823	Pool #J2-5769
		3.500%, 09/01/2028		3,625,203
	335,889	Series 2329, 6.500%,
		06/15/2031		395,424
	162,655	Series 2338, 6.500%,
		07/15/2031		186,508
	315,834	Pool #78-0447
		2.375%, 04/01/2033 (a)		335,653
	3,320,269	Pool #U8-9032
		3.000%, 07/01/2033		3,444,281
	559,106	Pool #MA1870
		4.500%, 04/01/2034		615,718

Principal
Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	226	Pool #A4-3129
		5.500%, 02/01/2036	$	255
	1,088,816	Pool #C0-3815
		3.500%, 03/01/2042		1,145,559
	1,900,000	Pool #TBA
		3.500%, 04/15/2042 (g)		1,991,400
	853,213	Pool #U9-0688
		4.000%, 05/01/2042		929,338
	1,924,529	Pool #Q0-9949
		3.000%, 08/01/2042		1,965,897
	1,600,000	Pool #TBA
		3.000%, 04/15/2043 (g)		1,632,375
		Federal National Mortgage Association
	528,000	Pool #468123
		3.840%, 05/01/2018		567,740
	1,239	Pool #685505
		5.000%, 05/01/2018		1,302
	1,378	Pool #705709
		5.000%, 05/01/2018		1,448
	151,500	Series 2014-C02, 1.124%,
		05/28/2024 (a)		150,677
	150,194	Series 2014-C03, 1.374%,
		07/25/2024 (a)		150,331
	144,965	Series 2014-C04, 2.124%,
		11/25/2024 (a)		146,418
	1,265,093	Pool #AI4868
		4.000%, 06/01/2026		1,365,285
	1,075,511	Pool #AJ8325
		3.000%, 12/01/2026		1,131,893
	305,000	Pool #AM8035
		2.660%, 03/01/2027		308,793
	310,000	Pool #AM8036
		2.660%, 03/01/2027		313,855
	142,000	Pool #AM8141
		2.780%, 03/01/2027		145,354
	1,151,533	Pool #AB5907
		3.000%, 08/01/2027		1,211,178
	1,443,051	Pool #AQ5095
		3.000%, 11/01/2027		1,521,339
	843,038	Pool #AL2877
		3.500%, 01/01/2028		896,115

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	300,000	Pool #TBA
		2.500%, 04/15/2028 (g)	$	308,133
	134,830	Pool #544859
		2.422%, 08/01/2029 (a)		140,185
	248,610	Pool #786848
		7.000%, 10/01/2031		288,481
	8,685	Pool #727181
		5.000%, 08/01/2033		9,724
	4,086	Pool #730727
		5.000%, 08/01/2033		4,575
	1,194	Pool #741862
		5.500%, 09/01/2033		1,362
	1,636	Pool #766197
		5.500%, 02/01/2034		1,841
	271	Pool #776974
		5.500%, 04/01/2034		311
	251,994	Pool #888504
		2.197%, 04/01/2034 (a)		270,413
	10,910	Pool #775776
		5.500%, 05/01/2034		12,429
	259,737	Pool #802783
		2.112%, 10/01/2034 (a)		276,481
	9,809	Pool #781629
		5.500%, 12/01/2034		11,166
	349	Pool #806098
		6.000%, 12/01/2034		397
	10,737	Pool #822815
		5.500%, 04/01/2035		12,233
	9,511	Pool #357850
		5.500%, 07/01/2035		10,831
	8,412	Pool #820242
		5.000%, 07/01/2035		9,391
	1,906	Pool #838452
		5.500%, 09/01/2035		2,164
	9,060	Pool #865854
		6.000%, 03/01/2036		10,448
	17,467	Pool #891474
		6.000%, 04/01/2036		20,143
	12,822	Pool #906000
		6.000%, 01/01/2037		14,634
	119	Pool #928062
		5.500%, 02/01/2037		134

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	207	Pool #899119
		5.500%, 04/01/2037	$	236
	160	Pool #938488
		5.500%, 05/01/2037		180
	353	Pool #970131
		5.500%, 03/01/2038		402
	229	Pool #981313
		5.500%, 06/01/2038		259
	300	Pool #985108
		5.500%, 07/01/2038		340
	152	Pool #964930
		5.500%, 08/01/2038		171
	190	Pool #987032
		5.500%, 08/01/2038		217
	283	Pool #968371
		5.500%, 09/01/2038		322
	110	Pool #993050
		5.500%, 12/01/2038		124
	43,677	Pool #993579
		4.000%, 05/01/2039		46,710
	10,278	Pool #AA5840
		4.000%, 06/01/2039		10,992
	128,852	Pool #AA7670
		4.500%, 06/01/2039		140,877
	99,639	Pool #AA8715
		4.000%, 06/01/2039		108,695
	12,026	Pool #AA9133
		4.500%, 08/01/2039		13,354
	26,153	Pool #AC2861
		4.500%, 08/01/2039		29,037
	55,946	Pool #AC6121
		4.500%, 11/01/2039		62,106
	10,556	Pool #AC8372
		4.500%, 12/01/2039		11,679
	400,541	Pool #AD0586
		4.500%, 12/01/2039		444,668
	354,030	Pool #AD5574
		5.000%, 04/01/2040		393,876
	1,209,534	Pool #AD4062
		5.000%, 05/01/2040		1,354,230
	2,233,465	Pool #AD6929
		5.000%, 06/01/2040		2,495,245

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	72,170	Pool #AD7793
		4.500%, 07/01/2040	$	79,046
	26,221	Pool #AD9896
		4.000%, 08/01/2040		28,122
	792,845	Pool #AE0217
		4.500%, 08/01/2040		867,735
	31,189	Pool #AB1500
		4.000%, 09/01/2040		33,447
	25,876	Pool #AD9856
		4.000%, 09/01/2040		27,751
	23,905	Pool #AE2559
		4.000%, 09/01/2040		25,564
	7,952	Pool #AE2562
		4.000%, 09/01/2040		8,525
	10,356	Pool #AE2566
		4.000%, 09/01/2040		11,099
	63,000	Pool #AE4124
		4.000%, 10/01/2040		67,548
	34,484	Pool #AE4888
		4.000%, 10/01/2040		36,973
	43,351	Pool #AE3916
		4.000%, 11/01/2040		46,487
	6,787	Pool #AE5147
		4.000%, 11/01/2040		7,274
	80,483	Pool #AE8715
		4.000%, 11/01/2040		86,320
	819,425	Pool #AE0698
		4.500%, 12/01/2040		897,640
	8,531	Pool #AH0006
		4.000%, 12/01/2040		9,146
	24,937	Pool #AH0020
		4.000%, 12/01/2040		26,751
	50,400	Pool #AH0599
		4.000%, 12/01/2040		54,050
	20,032	Pool #AH0601
		4.000%, 12/01/2040		21,458
	34,552	Pool #AH1263
		4.000%, 01/01/2041		37,051
	138,868	Pool #AL5233
		4.000%, 01/01/2041		148,510
	10,644	Pool #AH4659
		4.000%, 02/01/2041		11,415

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	155,183	Pool #AH5653
		4.000%, 02/01/2041	$	166,898
	250,831	Pool #AL0934
		5.000%, 02/01/2041		279,293
	1,213,107	Pool #AB2537
		5.000%, 03/01/2041		1,352,277
	359,136	Pool #AD1889
		4.500%, 03/01/2041		393,275
	17,547	Pool #AH6150
		4.000%, 03/01/2041		18,776
	1,131,656	Pool #AH8854
		4.500%, 04/01/2041		1,240,608
	190,275	Pool #AL0215
		4.500%, 04/01/2041		208,583
	1,589,528	Pool #AL0247
		4.000%, 04/01/2041		1,728,917
	7,550,000	Pool #TBA
		3.500%, 04/15/2041 (g)		7,930,449
	183,602	Pool #AL0187
		5.000%, 05/01/2041		204,223
	2,083,727	Pool #AL0208
		4.500%, 05/01/2041		2,284,820
	2,400,000	Pool #TBA
		3.500%, 05/15/2041 (g)		2,514,844
	30,196	Pool #AL0456
		5.000%, 06/01/2041		33,605
	1,098,856	Pool #AB3395
		4.500%, 08/01/2041		1,205,278
	142,081	Pool #AI8842
		4.500%, 08/01/2041		155,742
	36,022	Pool #AJ1080
		4.500%, 09/01/2041		39,410
	54,410	Pool #AL0815
		4.000%, 09/01/2041		59,379
	19,896	Pool #AJ1562
		4.000%, 10/01/2041		21,711
	21,004	Pool #AJ1972
		4.000%, 10/01/2041		22,920
	2,743,643	Pool #AJ2212
		4.500%, 10/01/2041		3,033,664
	37,345	Pool #AJ3146
		4.500%, 10/01/2041		40,950

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	28,285	Pool #AJ4756
		4.000%, 10/01/2041	$	30,857
	1,108,766	Pool #AB3876
		4.000%, 11/01/2041		1,188,872
	22,965	Pool #AJ3330
		4.000%, 11/01/2041		25,066
	25,994	Pool #AJ4549
		4.000%, 11/01/2041		28,370
	19,150	Pool #AJ4698
		4.000%, 11/01/2041		20,899
	40,327	Pool #AJ5424
		4.000%, 11/01/2041		44,010
	19,974	Pool #AJ7840
		4.000%, 11/01/2041		21,797
	24,631	Pool #AB3995
		4.000%, 12/01/2041		26,885
	25,530	Pool #AI0848
		4.000%, 12/01/2041		27,867
	22,671	Pool #AJ4187
		4.000%, 12/01/2041		24,743
	28,872	Pool #AJ5736
		4.000%, 12/01/2041		31,511
	21,027	Pool #AJ5968
		4.000%, 12/01/2041		22,532
	30,957	Pool #AJ6061
		4.000%, 12/01/2041		33,779
	21,225	Pool #AJ7868
		4.000%, 12/01/2041		23,166
	42,456	Pool #AJ8104
		4.000%, 12/01/2041		46,325
	25,633	Pool #AJ8109
		4.000%, 12/01/2041		27,980
	20,404	Pool #AJ8171
		4.000%, 12/01/2041		22,270
	31,803	Pool #AJ8341
		4.000%, 12/01/2041		34,715
	49,983	Pool #AJ8436
		4.000%, 12/01/2041		54,559
	21,723	Pool #AJ8912
		4.000%, 12/01/2041		23,711
	25,790	Pool #AJ9248
		4.000%, 12/01/2041		28,148

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	31,877	Pool #AJ2446
		4.000%, 01/01/2042	$	34,165
	30,508	Pool #AJ7538
		4.000%, 01/01/2042		33,301
	11,824	Pool #AJ8001
		4.000%, 01/01/2042		12,645
	29,460	Pool #AJ8369
		4.000%, 01/01/2042		32,151
	28,523	Pool #AJ9162
		4.000%, 01/01/2042		31,132
	154,820	Pool #AJ9330
		4.000%, 01/01/2042		168,999
	18,401	Pool #AJ9779
		4.000%, 01/01/2042		19,868
	25,313	Pool #AK0170
		4.000%, 01/01/2042		27,630
	53,944	Pool #AK0543
		4.000%, 01/01/2042		58,872
	20,136	Pool #AK0563
		4.000%, 01/01/2042		21,980
	44,614	Pool #AK1827
		4.000%, 01/01/2042		48,699
	807,383	Pool #AL2752
		5.000%, 03/01/2042		906,439
	160,511	Pool #AB5529
		4.000%, 07/01/2042		175,031
	294,168	Pool #AB6228
		3.500%, 09/01/2042		309,619
	258,413	Pool #AL3896
		4.500%, 01/01/2043		283,413
	542,712	Pool #AQ9316
		2.500%, 01/01/2043		537,417
	2,056,419	Pool #AQ9345
		3.500%, 01/01/2043		2,164,406
	5,600,000	Pool #TBA
		3.000%, 04/15/2043 (g)		5,725,563
	1,615,701	Pool #AT2720
		3.000%, 05/01/2043		1,656,542
	1,192,499	Pool #AT5900
		3.000%, 06/01/2043		1,221,772
	661,236	Pool #AU1625
		3.500%, 07/01/2043		696,757

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	1,713,546	Pool #AS3135
		3.500%, 08/01/2044	$	1,802,087
	2,201,775	Pool #AL5844
		4.000%, 09/01/2044		2,382,962
		Government National Mortgage Association
	30,391	Pool #614436X
		5.000%, 08/15/2033		33,898
	399,466	Pool #618907X
		5.000%, 09/15/2033		449,092
	47,397	Pool #605098X
		5.000%, 03/15/2034		53,273
	58,152	Pool #520279X
		5.000%, 11/15/2034		65,471
	63,847	Pool #736686X
		5.000%, 02/15/2039		71,303
	1,150,551	Pool #723248
		5.000%, 10/15/2039		1,307,303
	262,624	Pool #782916X
		5.500%, 02/15/2040		296,509
	724,801	Pool #733724X
		4.500%, 06/15/2040		811,299
	969,879	Pool #752599C
		4.000%, 10/20/2040		1,051,322
	1,395,115	Pool #752631C
		4.500%, 10/20/2040		1,547,092
	1,100,000	Pool #TBA
		3.500%, 04/15/2041 (g)		1,158,523
	1,397,281	Pool #783403X
		3.500%, 09/15/2041		1,474,792
	3,800,000	Pool #TBA
		4.000%, 04/15/2042 (g)		4,048,930
	1,903,843	Pool #AD8801X
		3.500%, 03/15/2043		2,014,257
	1,745,494	Pool #MA2522M
		4.000%, 01/20/2045		1,872,640
	2,639,264	Pool #MA2602M
		4.000%, 02/20/2045		2,831,500
	2,660,000	Pool #AL9364C
		3.500%, 03/20/2045		2,824,507

Principal Amount			Value
		MORTGAGE BACKED SECURITIES - U.S. GOVERNMENT AGENCY (Continued)
	600,000	Pool #TBA
		3.000%, 04/15/2045 (g)	$	617,848
	1,100,000	Pool #TBA
		3.500%, 04/15/2045 (g)		1,157,535
	500,000	Pool #TBA
		3.500%, 05/15/2045 (g)		524,902
		Total Mortgage Backed Securities - U.S. Government Agency (Cost $101,734,560)		104,404,300
		MUNICIPAL DEBT OBLIGATIONS - 0.47%
		California, GO,
	175,000	7.950%, 03/01/2036		215,778
	300,000	7.550%, 04/01/2039		470,424
	125,000	7.600%, 11/01/2040		196,933
	145,000	Chicago Transit Authority Sales &
		Transfer Tax Receipts, Series B,
		Revenue Bond,
		6.899%, 12/01/2040		187,063
	75,000	Illinois, GO,
		5.100%, 06/01/2033		75,937
	70,000	New Jersey State Turnpike Authority,
		Series F, Revenue,
		7.414%, 01/01/2040		105,244
	205,000	University of California, Refunding,
		Revenue Bond,
		4.601%, 05/15/2031		229,766
		Total Municipal Debt Obligations (Cost $1,334,798)		1,481,145
		U.S. TREASURY OBLIGATIONS - 9.40%
		U.S. Treasury Bonds - 3.60%
	8,370,000	3.125%, 11/15/2041		9,357,400
	1,902,000	2.500%, 02/15/2045 (e)(i)		1,884,764
		U.S. Treasury Notes - 5.80%
	2,215,000	0.875%, 01/31/2017		2,229,710
	4,195,000	2.000%, 11/15/2021		4,289,387
	5,910,000	2.000%, 02/15/2022		6,032,355
	3,755,000	2.375%, 08/15/2024		3,903,732
	1,647,806	0.250%, 01/15/2025 (f)		1,661,710
		Total U.S. Treasury Obligations (Cost $27,343,954)		29,359,058

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of Shares			Value
		SHORT TERM INVESTMENTS - 10.26%
		Money Market Funds - 10.26%
	32,092,188	Federated Prime Obligations Fund
		Effective Yield, 0.05%	$	32,092,188
		Total Short Term Investments (Cost $32,092,188)		32,092,188
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 2.02%
		Money Market Funds - 2.02%
	6,327,571	Mount Vernon Prime Portfolio
		Effective Yield, 0.22%		6,327,571
		Total Investments Purchased as Securities Lending Collateral (Cost $6,327,571)		6,327,571
		Total Investments (Cost $340,469,151) - 111.80%		349,540,451
		Liabilities in Excess of Other Assets - (11.80)%		(36,887,981	)
		TOTAL NET ASSETS - 100.00%	$	312,652,470

Percentages are stated as a percent of net assets.

Principal amounts are denominated in the currency in which the security was purchased.

(a)	Variable Rate Security. The rate shown is the rate in effect on March 31, 2015.
(b)	Restricted securities as defined in Rule 144(a) under the Securities Act of 1933. Such securities are treated as liquid securities according to the Fund’s liquidity guidelines. The value of these securities total $29,613,317, which represents 9.47% of total net assets.
(c)	Non-income producing. Item identified as in default as to payment of interest.
(d)	Restricted securities as defined in Rule 144(a) under the Securities Act of 1933. Such securities are treated as illiquid securities according to the Fund’s liquidity guidelines. The value of these securities total $20,331, which represents 0.01% of total net assets.
(e)	All or portion of this security is on loan.
(f)	Represents a U.S. Treasury Inflation Protected Security.
(g)	Security purchased on a when-issued basis. On March 31, 2015, the total value of investments purchased on a when-issued basis was $27,610,502 or 8.83% of total net assets.
(h)	As of March 31, 2015, the Fund has fair valued these securities. The value of these securities were $1,538,901, which represents 0.49% of total net assets.
(i)	Partially assigned as collateral for certain swap contracts.

See notes to financial statements.

GuideMark^®Core Fixed Income Fund

SCHEDULE OF OPEN FUTURES CONTRACTS

March 31, 2015

	Number of							Unrealized
	Contracts			Notional			Settlement	Appreciation
Description	Purchased / (Sold)			Value			Month	(Depreciation)
U.S. Treasury 2-Year Note Futures		20			4,383,125		Jun-15		$	764
U.S. Treasury 5-Year Note Futures		37			4,447,805		Jun-15			1,663
U.S. Treasury 10-Year Note Futures		(52	)		(6,703,125	)	Jun-15			4,233
U.S. Treasury Long Bond Futures		3			491,625		Jun-15			(4,131	)
U.S. Treasury Ultra Bond Futures		29			4,926,375		Jun-15			(26,174	)
									$	(23,645	)

GuideMark^®Core Fixed Income Fund

CENTRALLY CLEARED CREDIT DEFAULT SWAPS ON CREDIT INDICES — BUY PROTECTION⁽¹⁾

March 31, 2015

	Implied
	Credit									Upfront
	Spread at	Fixed								Premiums				Unrealized
Reference	March 31,	Pay	Maturity		Notional	Fair				Paid				Appreciation
Obligation	2015⁽²⁾	Rate	Date	Clearing Agent	Amount⁽³⁾	Value				(Received)				(Depreciation)
CDX.NA.IG.24 Index	0.64%	1.000%	6/20/2020	Morgan Stanley	615,000		$	(11,019	)		$	(10,962	)		$	(57	)
							$	(11,019	)		$	(10,962	)		$	(57	)


1)	If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
2)	Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on U.S. municipal issues, corporate issues or sovereign issues of an emerging country as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced entity or obligation.
3)	The maximum potential amount the Fund could be required to pay as seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Principal Amount			Value
		MUNICIPAL DEBT OBLIGATIONS - 97.40%
		Arizona - 2.65%
$	590,000	Arizona University System Board of
		Regents, Series A, Refunding,
		Revenue Bond,
		5.000%, 07/01/2028	$	692,713
	450,000	Phoenix Civic Improvement
		Wastewater System, Refunding,
		Revenue Bond, NATL-RE Insured,
		5.000%, 07/01/2020		492,903
	500,000	Salt River Project, Series A,
		Revenue Bond,
		5.000%, 01/01/2021		556,020
				1,741,636
		Arkansas - 0.81%
	500,000	University of Arkansas, Series A,
		Revenue Bond,
		4.125%, 11/01/2030		535,195
		California - 11.19%
	40,000	California Department of Water
		Resources Power Supply, Series L,
		Revenue Bond,
		5.000%, 05/01/2017		43,724
	285,000	California Economic Recovery Bonds,
		Series A, Prerefunded, GO,
		5.250%, 07/01/2021		334,428
	160,000	California Economic Recovery Bonds,
		Series A, Refunding, GO,
		5.250%, 07/01/2021		187,696
	390,000	California Municipal Finance
		Authority, Mobile Home Park,
		Series A, Refunding, Revenue Bond,
		6.400%, 08/15/2045		433,391
	500,000	California State University, Series A,
		Refunding, Revenue Bond,
		5.000%, 11/01/2031		595,080
	350,000	California Statewide Community
		Development Authority, Refunding,
		Revenue Bond,
		6.125%, 07/01/2046		369,988
	160,000	California Statewide Community
		Development Authority, Series A,
		Revenue Bond,
		6.125%, 11/01/2033		181,002

Principal Amount			Value
		California (Continued)
$	500,000	California Statewide Community
		Development Authority, Series A,
		Revenue Bond, CMI Insured,
		5.000%, 08/01/2034	$	568,745
	1,000,000	California, GO,
		6.500%, 04/01/2033		1,213,520
		California, Refunding, GO,
	100,000	5.000%, 09/01/2022		121,697
	500,000	5.000%, 11/01/2043		573,435
	100,000	Golden State Tobacco Securitization
		Corp., Series A, Revenue Bond,
		4.000%, 06/01/2031		104,498
	250,000	Golden State Tobacco Securitization
		Corp., Series A, Refunding,
		Revenue Bond,
		5.000%, 06/01/2045		251,965
	100,000	Los Angeles County Regional
		Financing Authority, Series B-3,
		Revenue Bond, CMI Insured,
		2.500%, 11/15/2020		101,001
	1,000,000	Los Angeles Department of Airports,
		Series A, Refunding, Revenue Bond,
		5.250%, 05/15/2029		1,157,380
	500,000	San Mateo Joint Powers Financing
		Authority, Series A, Refunding,
		Revenue Bond,
		5.250%, 07/15/2025		584,205
	250,000	Southern California Public Power
		Authority, Revenue Bond,
		5.250%, 07/01/2028		298,438
	200,000	University of California, Series G,
		Refunding, Revenue Bond,
		5.000%, 05/15/2037		228,622
				7,348,815
		Colorado - 3.59%
	350,000	Castle Pines North Metropolitan
		District, Refunding, Revenue Bond,
		4.000%, 12/01/2044		352,632
	130,000	Colorado Health Facilities Authority,
		Revenue Bond,
		8.000%, 08/01/2043		155,086
	125,000	Colorado Health Facilities Authority,
		Series A, Revenue Bond,
		5.750%, 02/01/2044		142,725

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		MUNICIPAL DEBT OBLIGATIONS (Continued)
		Colorado (Continued)
$	750,000	Regional Transportation District,
		Series A, Revenue Bond,
		5.000%, 11/01/2027	$	896,985
	700,000	Regional Transportation District,
		Revenue Bond,
		6.000%, 01/15/2026		810,012
				2,357,440
		Connecticut - 0.86%
	500,000	Connecticut Health & Educational
		Facilities Authority, Series A,
		Refunding, Revenue Bond,
		5.000%, 07/01/2025		562,315
		Florida - 1.82%
	300,000	Brevard County Health Facilities
		Authority, Prerefunded,
		Revenue Bond,
		7.000%, 04/01/2039		367,401
	120,000	Celebration Pointe Community
		Development District No. 1, Special
		Assessment Revenue Bond,
		5.000%, 05/01/2034		123,256
	65,000	Halifax Hospital Medical Center,
		Series A, Refunding, Revenue Bond,
		5.250%, 06/01/2015		65,461
	500,000	Miami-Dade County Health Facilities,
		Series A, Refunding, Revenue Bond,
		5.250%, 08/01/2021		584,475
	10,000	Palm Beach County Florida Health
		Facilities Authority, Revenue Bond,
		7.250%, 06/01/2034		11,415
	40,000	Palm Beach County Florida Health
		Facilities Authority, Series A,
		Refunding, Revenue Bond,
		7.500%, 06/01/2049		45,862
				1,197,870
		Georgia - 1.18%
	350,000	Atlanta Water & Wastewater,
		Revenue Bond,
		6.250%, 11/01/2039		428,323
	325,000	Marietta Development Authority,
		Revenue Bond,
		7.000%, 06/15/2039		346,541
				774,864

Principal Amount			Value
		Hawaii - 0.86%
$	85,000	Hawaii, Series DJ, Prerefunded,
		GO, AMBAC Insured,
		5.000%, 04/01/2024	$	92,511
	400,000	Hawaii, Series DZ, GO,
		5.000%, 12/01/2030		469,220
				561,731
		Illinois - 3.41%
		Illinois Finance Authority,
		Revenue Bond,
	500,000	5.000%, 10/01/2019		562,635
	225,000	7.000%, 08/15/2044		280,242
	200,000	Illinois State Toll Highway Authority,
		Series D, Refunding, Revenue Bond,
		5.000%, 01/01/2025		244,546
	250,000	Metropolitan Pier & Exposition
		Authority, Series B, Refunding,
		Revenue Bond,
		5.000%, 06/15/2023		297,285
	150,000	O’Hare International Airport,
		Series D, Refunding, Revenue Bond,
		5.250%, 01/01/2030		173,499
	500,000	Railsplitter Tobacco Settlement
		Authority, Revenue Bond,
		6.250%, 06/01/2024		531,545
	120,000	Southwestern Illinois Development
		Authority Health Care Facilities,
		Refunding, Revenue Bond,
		7.125%, 11/01/2043		147,292
				2,237,044
		Indiana - 3.31%
	500,000	Fishers Industry Redevelopment
		District, Revenue Bond,
		5.250%, 07/15/2034		578,210
	250,000	Indiana Municipal Power Agency,
		Series A, Refunding, Revenue Bond,
		5.250%, 01/01/2032		290,012
	400,000	Sheridan Community School’s
		Building Corporation, Revenue
		Bond, AGM Insured,
		5.500%, 07/15/2020		456,176
	125,000	Shoals Exempt Facilities,
		Revenue Bond,
		7.250%, 11/01/2043		142,824

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		MUNICIPAL DEBT OBLIGATIONS (Continued)
		Indiana (Continued)
$	500,000	Tri-Creek Middle School Building
		Corp., Revenue Bond, AGM Insured,
		5.250%, 07/15/2021	$	565,340
	115,000	Valparaiso Exempt Facilities,
		Revenue Bond,
		7.000%, 01/01/2044		141,574
				2,174,136
		Iowa - 0.41%
	225,000	Des Moines Iowa Independent
		Community School District,
		Revenue Bond, BAM Insured,
		5.000%, 06/01/2022		269,822
		Kansas - 1.79%
	500,000	Kansas Department of Transportation
		Highway Revenue, Series A,
		Revenue Bond,
		5.000%, 09/01/2029		607,040
	350,000	Kansas Development Finance
		Authority, Series A, Revenue Bond,
		5.000%, 05/01/2026		413,353
	215,000	Wyandotte County/Kansas City
		Unified Government, Series B,
		Refunding, Revenue Bond,
		6.269%, 06/01/2021 (a)		152,205
				1,172,598
		Kentucky - 0.17%
	100,000	Kentucky Public Transportation
		Infrastructure Authority, Series A,
		Revenue Bond,
		5.000%, 07/01/2017		108,948
		Louisiana - 2.21%
	800,000	Louisiana Citizens Property,
		Revenue Bond, AGM Insured,
		6.750%, 06/01/2026		931,064
	200,000	Louisiana Highway Improvement,
		Series A, Revenue Bond,
		5.000%, 06/15/2029		237,602
	125,000	Louisiana Public Facilities Authority,
		Series A, Revenue Bond,
		8.375%, 12/15/2043		151,305

Principal Amount			Value
		Louisiana (Continued)
$	125,000	Saint John Baptist Parish Louisiana
		Revenue Marathon Oil Corp.,
		Series A, Revenue Bond,
		5.125%, 06/01/2037	$	131,939
				1,451,910
		Maryland - 4.00%
	325,000	Anne Arundel County, Tax Allocation,
		6.100%, 07/01/2040		350,337
		Maryland Department of
		Transportation, Revenue Bond,
	600,000	5.500%, 02/01/2017		654,492
	400,000	5.000%, 02/15/2026		473,152
	180,000	Maryland Economic Development
		Corporation, Refunding,
		Revenue Bond,
		5.750%, 09/01/2025		200,459
	400,000	Maryland Student Housing Economic
		Development, Revenue Bond,
		5.750%, 06/01/2033		424,596
	250,000	Maryland, Series 2, Refunding, GO,
		5.000%, 08/01/2023		311,767
	200,000	Westminster Project Revenue,
		Lutheran Village at Miller’s Grant,
		Series A, Revenue Bond,
		6.000%, 07/01/2034		215,564
				2,630,367
		Massachusetts - 2.97%
	785,000	Massachusetts Health & Educational
		Facilities Authority, Series A,
		Refunding, Revenue Bond,
		5.500%, 11/15/2036		909,250
	500,000	Massachusetts Health & Educational
		Facilities Authority, Series B,
		Revenue Bond,
		5.000%, 10/01/2038		555,045
	450,000	Massachusetts, Series F, GO,
		4.000%, 11/01/2029		488,515
				1,952,810
		Michigan - 0.72%
	100,000	Grand Valley State University,
		Series B, Refunding, Revenue Bond,
		5.000%, 12/01/2024		122,008

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		MUNICIPAL DEBT OBLIGATIONS (Continued)
		Michigan (Continued)
$	300,000	Michigan Hospital Finance Authority,
		Series A, Refunding, Revenue Bond,
		5.000%, 06/01/2021	$	353,250
				475,258
		Minnesota - 1.54%
	160,000	Minneapolis-St. Paul Metropolitan
		Airports Commission, Series A,
		Refunding, Revenue Bond,
		5.000%, 01/01/2030		185,512
	150,000	Rochester Health Care & Housing
		Facility, Series A, Refunding,
		Revenue Bond,
		6.875%, 12/01/2048		168,441
	560,000	Rochester Health Care Facilities
		Mayo Clinic, Series C,
		Revenue Bond,
		4.500%, 11/15/2038 (b)		654,287
				1,008,240
		Missouri - 2.48%
	200,000	Kansas City Missouri Special
		Obligation, Series B, Refunding,
		Revenue Bond,
		5.000%, 08/01/2022		234,304
	500,000	Missouri Health & Educational
		Facilities Authority, Series A,
		Revenue Bond,
		5.375%, 03/15/2039		556,315
	400,000	Missouri Highway & Transportation
		Commission, Series B,
		Revenue Bond,
		5.000%, 05/01/2024		420,036
	350,000	St. Louis Airport, Revenue Bond,
		6.625%, 07/01/2034		420,287
				1,630,942
		Nebraska - 0.89%
	500,000	Omaha Public Power Distributors,
		Series B, Revenue Bond,
		5.000%, 02/01/2027		586,620

Principal Amount			Value
		Nevada - 0.10%
$	60,000	Henderson Nevada Public
		Improvement Trust, Refunding,
		Revenue Bond,
		5.500%, 01/01/2039	$	67,985
		New Hampshire - 0.20%
	120,000	New Hampshire Health &
		Educational Facilities Authority,
		Refunding, Revenue Bond,
		5.000%, 07/01/2027		133,370
		New Jersey - 2.40%
	55,000	Gloucester County New Jersey
		Pollution Authority, Series A,
		Refunding, Revenue Bond,
		5.000%, 12/01/2024		62,386
	90,000	New Jersey Economic Development
		Authority, Series B, Revenue Bond,
		5.625%, 11/15/2030		102,605
	250,000	New Jersey Transportation Trust Fund
		Authority, Series A, Revenue Bond,
		5.750%, 06/15/2018		278,665
	500,000	New Jersey Turnpike Authority,
		Series A, Revenue Bond,
		5.000%, 01/01/2032		576,695
	300,000	New Jersey Turnpike Authority,
		Series B, Refunding, Revenue Bond,
		5.000%, 01/01/2022		358,392
	255,000	Tobacco Settlement Financing Corp.,
		Series 1A, Refunding,
		Revenue Bond,
		5.000%, 06/01/2041		195,909
				1,574,652
		New York - 9.01%
	325,000	Brooklyn Arena Local Development
		Corp., Revenue Bond,
		6.500%, 07/15/2030		390,234
	100,000	Nassau County Tobacco Settlement
		Corp., Series A-2, Revenue Bond,
		5.250%, 06/01/2026		99,742
	40,000	New York City Industrial
		Development Agency, Series A,
		Refunding, Revenue Bond,
		5.000%, 07/01/2022		44,212

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		MUNICIPAL DEBT OBLIGATIONS (Continued)
		New York (Continued)
$	250,000	New York City Municipal Water
		Finance Authority, Series BB,
		Refunding, Revenue Bond
		5.000%, 06/15/2046	$	283,957
		New York City Transitional Finance
		Authority, Series A-1,
		Revenue Bond,
	470,000	5.000%, 08/01/2031		552,659
	500,000	5.000%, 11/01/2042		572,685
	900,000	New York City, GO,
		5.375%, 04/01/2036		1,032,948
	125,000	New York City, Series E,
		Refunding, GO,
		5.000%, 08/01/2020		146,726
	250,000	New York City, Series F,
		Refunding, GO,
		5.000%, 08/01/2025		296,530
	325,000	New York Dormitory Authority,
		Revenue Bond,
		6.125%, 12/01/2029		358,572
	170,000	New York Dormitory Authority,
		Series A, Revenue Bond,
		5.500%, 01/01/2039		194,766
	250,000	New York Dormitory Authority,
		Series B, Refunding,
		Revenue Bond,
		5.000%, 07/01/2038		287,063
	500,000	New York Environmental Facilities
		Corporation, Revenue Bond,
		5.500%, 10/15/2027		667,550
	500,000	New York Environmental Facilities
		Corporation, Series A,
		Revenue Bond,
		5.000%, 06/15/2034		570,090
	200,000	New York, Series E, GO,
		4.000%, 12/15/2027		222,150
	200,000	Niagara Tobacco Asset Securitization
		Corporation, Asset Backed Bonds,
		Refunding, Revenue Bond,
		4.000%, 05/15/2029		200,452
				5,920,336

Principal
Amount			Value
		North Carolina - 2.17%
$	115,000	Gaston County Industrial Facilities
		& Pollution Control Financing
		Authority, Revenue Bond,
		5.750%, 08/01/2035	$	115,034
	500,000	North Carolina Capital Facilities
		Finance Agency, Series B,
		Refunding, Revenue Bond,
		5.000%, 10/01/2038		563,870
	320,000	North Carolina Eastern Municipal
		Power Agency Power Systems,
		Series A, Revenue Bond,
		5.000%, 01/01/2025		371,088
	305,000	North Carolina, Series C,
		Refunding, GO,
		5.000%, 05/01/2022		373,595
				1,423,587
		North Dakota - 0.17%
	110,000	Williston Multi-Family Housing,
		Revenue Bond,
		7.750%, 09/01/2038		114,809
		Ohio - 2.93%
	925,000	Buckeye Tobacco Settlement
		Financial Authority, Series A,
		Revenue Bond,
		5.875%, 06/01/2047		761,368
	500,000	Ohio Air Quality Development
		Authority, Series A, Revenue Bond,
		5.700%, 08/01/2020		573,950
	500,000	Ohio Higher Education Facilities
		Commission, Refunding,
		Revenue Bond,
		5.000%, 01/01/2026		587,975
				1,923,293
		Oregon - 1.01%
	175,000	Oregon Department Administrative
		Lottery Services, Series A,
		Prerefunded, Revenue Bond,
		5.250%, 04/01/2024		212,487
	25,000	Oregon Department Administrative
		Lottery Services, Series A,
		Unrefunded, Revenue Bond,
		5.250%, 04/01/2024		29,912

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		MUNICIPAL DEBT OBLIGATIONS (Continued)
		Oregon (Continued)
$	350,000	Oregon Facilities Authority
		Peacehealth Project, Series A,
		Refunding, Revenue Bond,
		5.000%, 11/15/2021	$	417,634
				660,033
		Pennsylvania - 5.72%
	350,000	Butler County Hospital Authority,
		Revenue Bond,
		7.125%, 07/01/2029		435,393
	250,000	Chester County, GO,
		5.000%, 11/15/2033		291,732
	250,000	Delaware Valley Pennsylvania
		Regional Finance Authority,
		Series A, Revenue Bond,
		AMBAC Insured,
		5.500%, 08/01/2028		298,745
	150,000	Montgomery County Industrial
		Development Authority,
		Revenue Bond,
		5.250%, 01/01/2040		152,504
	400,000	Pennsylvania Economic Development
		Financing Authority, Series A,
		Refunding, Revenue Bond,
		6.250%, 10/15/2023		472,372
		Pennsylvania Higher Educational
		Facilities Authority, Revenue Bond,
	500,000	5.250%, 07/01/2019		554,385
	400,000	5.800%, 07/01/2030		437,092
	350,000	Pennsylvania Turnpike Commission,
		Series A-1, Revenue Bond,
		5.000%, 12/01/2038		392,095
	500,000	Philadelphia Gas Works, Refunding,
		Revenue Bond,
		5.250%, 08/01/2017		550,840
	150,000	University of Pittsburgh of the
		Commonwealth System of Higher
		Education, Series B, Revenue Bond,
		5.000%, 09/15/2028		170,061
				3,755,219

Principal
Amount			Value
		Puerto Rico - 1.00%
$	620,000	Puerto Rico Commonwealth,
		Series B, Prerefunded, GO,
		5.250%, 07/01/2032	$	658,328
		Rhode Island - 0.91%
	500,000	Narragansett Commission Wastewater
		System, Series B, Refunding,
		Revenue Bond,
		5.000%, 09/01/2030		594,995
		South Carolina - 1.64%
	400,000	Charleston Educational Excellence
		Financing Corp., Refunding,
		Revenue Bond,
		5.000%, 12/01/2025		487,092
	500,000	South Carolina Public Service
		Authority, Series C, Refunding,
		Revenue Bond,
		5.000%, 12/01/2028		588,820
				1,075,912
		Texas - 11.62%
	430,000	Central Texas Regional Mobility
		Authority, Series A, Refunding,
		Revenue Bond,
		6.000%, 01/01/2041		514,117
	325,000	Clifton Texas Higher Education
		Finance Corp., Series A, Refunding,
		Revenue Bond,
		4.000%, 12/01/2015		331,513
	200,000	Dallas-Fort Worth International Airport,
		Series B, Revenue Bond,
		5.000%, 11/01/2026		235,830
	515,000	Frisco Texas Independent School
		District, Series A, GO,
		PSF-GTD Insured,
		6.000%, 08/15/2038		594,655
	425,000	Harris County Industrial
		Development, Revenue Bond,
		5.000%, 02/01/2023		478,235
	100,000	Harris County-Houston Sports
		Authority, Refunding,
		Revenue Bond,
		5.000%, 11/15/2027		115,333

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		MUNICIPAL DEBT OBLIGATIONS (Continued)
		Texas (Continued)
$	250,000	Houston Texas Airport System,
		Refunding, Revenue Bond,
		5.000%, 07/01/2029	$	269,547
	500,000	Houston, GO,
		5.250%, 03/01/2028		558,660
	250,000	North Texas Tollway Authority,
		Series A, Revenue Bond,
		5.000%, 09/01/2020		294,740
	770,000	North Texas Tollway Authority,
		Series E, Prerefunded,
		Revenue Bond,
		5.750%, 01/01/2038 (b)		801,239
	445,000	North Texas Tollway Authority,
		Series F, Refunding,
		Revenue Bond,
		5.750%, 01/01/2038		491,850
	260,000	Texas Municipal Gas Acquisition,
		Series D, Revenue Bond,
		6.250%, 12/15/2026		322,169
		Texas Private Activity Surface
		Transportation Corp., Revenue Bond,
	445,000	7.500%, 12/31/2031		548,195
	400,000	7.500%, 06/30/2033		497,440
	85,000	7.000%, 12/31/2038		106,370
	115,000	6.750%, 06/30/2043		140,896
	100,000	Texas Transportation Commission
		Turnpike, Second Tier, Series C,
		Refunding Bond,
		5.000%, 08/15/2029		113,684
	500,000	Texas Transportation Commission,
		Revenue Bond,
		5.000%, 04/01/2018		543,240
	200,000	Texas, GO,
		5.000%, 04/01/2029		239,662
	400,000	Texas, Series A, Prerefunded, GO,
		5.000%, 04/01/2022		434,508
				7,631,883
		Utah - 1.14%
	500,000	Utah Associated Municipal Power
		Systems San Juan Project,
		Refunding, Revenue Bond,
		5.500%, 06/01/2022		593,935

Principal
Amount			Value
		Utah (Continued)
$	155,000	Utah Transit Authority Sales Tax,
		Series B, Refunding, Revenue Bond,
		1.600%, 06/15/2018	$	156,931
				750,866
		Virginia - 2.53%
	1,000,000	Henry County Public Service
		Authority Water & Sewer,
		Refunding, Revenue Bond,
		AGM Insured,
		5.500%, 11/15/2019		1,115,680
	400,000	Virginia College Building Authority
		Educational Facilities,
		Revenue Bond,
		5.750%, 01/01/2034		543,612
				1,659,292
		Washington - 3.09%
	325,000	Central Puget Sound Regional
		Transit Authority, Series P-1,
		Refunding, Revenue Bond,
		5.000%, 02/01/2027		385,106
	500,000	Energy Northwest Washington
		Electric, Series D, Revenue Bond,
		5.000%, 07/01/2035		573,770
	500,000	King County Hospital, Refunding,
		GO, NATL-RE Insured,
		5.000%, 12/01/2021		537,430
	210,000	King County Washington Sewer,
		Series B, Refunding, Revenue Bond,
		5.000%, 01/01/2031		242,663
	250,000	Washington Health Care Facilities
		Authority, Refunding, Revenue Bond,
		6.375%, 10/01/2036		289,950
				2,028,919
		Wisconsin - 4.90%
	500,000	Southeast Wisconsin Professional
		Baseball Park Sales Tax, Series A,
		Revenue Bond, NATL-RE Insured,
		5.500%, 12/15/2026		623,385
		Wisconsin Health & Educational
		Facilities Authority, Refunding,
		Revenue Bond,
	100,000	5.000%, 05/01/2025		112,654
	200,000	5.000%, 08/15/2030		230,154

See notes to financial statements.

GuideMark^®Tax-Exempt Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		MUNICIPAL DEBT OBLIGATIONS (Continued)
		Wisconsin (Continued)
$	100,000	Wisconsin Health & Educational
		Facilities Authority, Series B-1,
		Revenue Bond,
		1.250%, 08/15/2025 (b)	$	100,888
		Wisconsin Public Finance Authority,
		Refunding, Revenue Bond,
	200,000	5.000%, 07/01/2022		221,060
	150,000	5.750%, 10/01/2031		153,284
	500,000	Wisconsin, Series 2, Refunding, GO,
		5.000%, 05/01/2025		601,710
	1,000,000	Wisconsin, Series A, Refunding,
		Revenue Bond,
		6.000%, 05/01/2033		1,176,560
				3,219,695
		Total Municipal Debt Obligations
		(Cost $58,897,651)		63,971,735

Number of
Shares			Value
		SHORT TERM INVESTMENTS - 1.51%
		Money Market Funds - 1.51%
	991,579	Fidelity Tax Exempt Portfolio
		Effective Yield, 0.01% (b)	$	991,579
		Total Short Term Investments
		(Cost $991,579)		991,579
		Total Investments
		(Cost $59,889,230) - 98.91%		64,963,314
		Other Assets in Excess of Liabilities - 1.09%		718,855
		TOTAL NET ASSETS - 100.00%	$	65,682,169

Percentages are stated as a percent of net assets.

(a)	Zero coupon bond. The effective yield is listed.
(b)	Variable Rate Security. The rate shown is the rate in effect on March 31, 2015.

Glossary of Terms
AGM	- Assured Guaranty Municipal Corp.
AMBAC	- Ambac Financial Group, Inc.
BAM	- Build America Mutual
CMI	- California Mortgage Insurance
GO	- General Obligation
NATL-RE	- National Public Finance Guarantee Corp.
PSF-GTD	- Texas Permanent School Fund

See notes to financial statements.

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Principal Amount			Value
		ASSET BACKED SECURITIES - 1.23%
	248,512	AIM Aviation Finance Ltd.
		Series 2015-1A, 5.072%,
		02/15/2040 (Acquired 02/13/2015,
		Cost $248,512) (a)	$	250,823
		American Express Credit Account
		Master Trust
	100,000	Series 2013-3A, 0.980%,
		05/15/2019		100,209
	200,000	Series 2013-1A, 0.595%,
		02/16/2021 (b)		200,618
	95,000	BMW Vehicle Owner Trust
		Series 2014-A, 0.970%,
		11/26/2018		95,146
		Capital One Multi-Asset
		Execution Trust
	125,000	Series 2013-A3, 0.960%,
		09/16/2019		125,256
	115,000	Series 2014-A5, 1.480%,
		07/15/2020		115,908
	150,000	Chase Issuance Trust
		Series 2015-A2, 1.590%,
		02/18/2020		151,155
	100,000	Colony American Homes
		Series 2014-1A, 2.027%,
		05/17/2031 (Acquired 04/02/2014,
		Cost $99,268) (a)(b)		99,982
	125,000	Invitation Homes Trust
		Series 2014-SFR1, 1.677%,
		06/17/2031 (Acquired 05/22/2014,
		Cost $125,000) (a)(b)		124,825
	80,000	Nissan Auto Lease Trust
		Series 2014-B, 1.120%,
		09/15/2017		80,030
		OneMain Financial Issuance Trust
	100,000	Series 2014-1A, 2.430%,
		06/18/2024 (Acquired 04/09/2014,
		Cost $99,998) (a)		100,291
	260,000	Series 2014-2A, 5.310%,
		09/18/2024 (Acquired 09/12/2014,
		Cost $261,111) (a)		258,050
	125,000	Series 2015-1A, 3.190%,
		03/18/2026 (Acquired 03/17/2015,
		Cost $125,567) (a)		126,133

Principal Amount			Value
		ASSET BACKED SECURITIES (Continued)
		Sierra Receivables Funding Co. LLC
	32,038	Series 2013-1A, 1.590%,
		11/20/2029 (Acquired 10/22/2013,
		Cost $31,967) (a)	$	32,014
	134,315	Series 2013-3A, 2.200%,
		10/20/2030 (Acquired 10/29/2013
		and 03/12/2014,
		Cost $134,543) (a)		135,511
	100,000	Springleaf Funding Trust
		Series 2014-A, 2.410%,
		12/15/2022 (Acquired 03/19/2014,
		Cost $99,984) (a)		100,041
	151,667	TAL Advantage V LLC
		Series 2013-2A, 3.550%,
		11/20/2038 (Acquired 10/31/2013,
		Cost $151,602) (a)		155,260
	98,958	U.S. Residential Opportunity
		Fund Trust
		Series 2015-1III, 3.721%,
		01/27/2035 (Acquired 02/06/2015,
		Cost $98,958) (a)		99,535
	147,105	VOLT XXII LLC
		Series 2015-NPL4, 3.500%,
		02/25/2055 (Acquired 02/25/2015,
		Cost $146,950) (a)		147,393
		Total Asset Backed Securities
		(Cost $2,488,750)		2,498,180
		BANK LOANS - 3.91%
	17,733	Allison Transmission, Inc.
		0.000%, 08/23/2019 (b)(c)		17,689
	81,432	Altice S.A.
		5.250%, 02/04/2022 (b)		82,368
		American Beacon Advisors, Inc.
	73,130	4.750%, 11/22/2019 (b)		73,679
	73,387	4.734%, 03/06/2022 (b)		73,938
	129,018	American Builders & Contractors
		Supply Co., Inc.
		3.500%, 04/16/2020 (b)		128,735
		American Tire Distributors, Inc.
	32,991	7.000%, 06/01/2018 (b)		33,073
	33,074	4.484%, 10/01/2021 (b)		33,260
	98,213	Amneal Pharmaceuticals, LLC
		5.009%, 11/01/2019 (b)		98,785
	123,750	Aptean Holdings, Inc.
		5.250%, 02/26/2020 (b)		121,584

See notes to financial statements.

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		BANK LOANS (Continued)
	113,850	Aramark Corp.
		3.250%, 02/24/2021 (b)	$	113,822
	154,122	Ardagh Group S.A.
		4.000%, 12/17/2019 (b)		154,828
	126,019	Asurion Corp.
		5.000%, 05/24/2019 (b)		126,604
	42,113	Awas Aviation Capital Ltd.
		3.500%, 07/16/2018 (b)		42,218
	70,090	Axalta Coatings Systems, LLC
		3.750%, 02/01/2020 (b)		69,772
		BMC Software Finance, Inc.
	176,608	5.000%, 09/10/2020 (b)		171,199
	91,369	5.000%, 09/10/2020 (b)		91,141
	139,891	Cable & Wireless Communications Plc
		5.500%, 04/28/2017 (b)		140,239
	87,247	Calpine Corp.
		4.000%, 10/09/2019 (b)		87,598
	42,231	Charter Communications, Inc.
		4.250%, 09/12/2021 (b)		42,624
	49,253	Coinmach Corp.
		4.250%, 11/14/2019 (b)		49,099
	98,705	Continental Building Products, Inc.
		4.000%, 08/28/2020 (b)		98,396
	97,336	Creative Artists Agency, LLC
		5.500%, 12/17/2021 (b)		98,522
	98,750	Crosby Worldwide Ltd.
		3.750%, 11/23/2020 (b)		91,591
	38,948	DealerTrack Technologies, Inc.
		2.775%, 02/28/2021 (b)		38,838
	23,319	Dematic Corp.
		4.250%, 12/28/2019 (b)		23,295
	25,346	Doncasters Group Ltd.
		4.500%, 04/09/2020 (b)		25,406
	17,910	Emerald Performance Materials, LLC
		4.500%, 08/01/2021 (b)		17,947
		Energy Transfer Equity, L.P.
	80,000	3.250%, 12/02/2019 (b)		79,067
	30,740	4.000%, 12/02/2019 (b)		30,682
	45,895	Entegris, Inc.
		3.500%, 04/30/2021 (b)		45,852
	68,425	FleetPride Corp.
		5.250%, 11/19/2019 (b)		68,147

Principal Amount			Value
		BANK LOANS (Continued)
	32,143	Fogo de Chão Churrascaria
		Holdings, LLC
		11.000%, 01/20/2020 (b)	$	32,096
	66,665	Gates Global LLC
		4.250%, 07/05/2021 (b)		66,493
	122,720	Generac Power Systems, Inc.
		3.250%, 05/31/2020 (b)		122,592
	95,814	Goodpack Ltd.
		4.750%, 09/09/2021 (b)		96,009
	138,600	Grifols, S.A.
		3.178%, 02/27/2021 (b)		138,626
	48,513	Grosvenor Capital Management, L.P.
		3.750%, 01/04/2021 (b)		48,149
	24,926	HarbourVest Partners, LLC
		3.250%, 02/04/2021 (b)		24,707
	129,668	HD Supply Holdings, Inc.
		4.000%, 06/28/2018 (b)		130,057
	225,946	Hilton Worldwide Holdings, Inc.
		3.500%, 10/26/2020 (b)		226,491
	128,700	HUB International Ltd.
		4.000%, 10/02/2020 (b)		127,842
	50,000	Hyperion Insurance Group Limited
		4.734%, 03/25/2022 (b)		50,313
	39,600	IMS Health Holdings, Inc.
		3.500%, 03/17/2021 (b)		39,557
	137,853	Infor Global Solutions, Inc.
		3.750%, 06/03/2020 (b)		136,831
	132,629	iQor, Inc.
		6.000%, 04/01/2021 (b)		126,329
	83,916	Level 3 Communications, Inc.
		4.500%, 01/31/2022 (b)		84,463
	18,089	Libbey, Inc.
		3.750%, 04/09/2021 (b)		18,044
	90,857	Lightower Fiber Networks, LLC
		4.000%, 04/13/2020 (b)		90,667
	128,700	Mallinckrodt, LLC
		3.250%, 03/19/2021 (b)		128,551
	125,019	Micro Focus International plc
		5.250%, 11/19/2021 (b)		125,357
	32,712	Microsemi Corporation
		3.500%, 02/19/2020 (b)		32,704
	132,495	Millennium Laboratories, LLC
		5.250%, 04/16/2021 (b)		133,709

See notes to financial statements.

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		BANK LOANS (Continued)
	59,100	NXP Semiconductors N.V.
		3.250%, 01/11/2020 (b)	$	58,952
	59,550	Ortho-Clinical Diagnostics, Inc.
		4.750%, 06/30/2021 (b)		59,099
	20,797	Overseas Shipholding Group, Inc.
		5.250%, 08/05/2019 (b)		20,745
	69,475	Patheon, Inc.
		4.250%, 03/11/2021 (b)		69,258
	27,352	Performance Sports Group Ltd.
		4.000%, 04/15/2021 (b)		27,347
	117,012	Pinnacle Agriculture Holdings, LLC
		4.750%, 11/15/2018 (b)		117,305
	88,425	Platform Specialty Products Corporation
		4.500%, 06/07/2020 (b)		88,907
		PowerTeam Services, LLC
	122,470	4.250%, 05/06/2020 (b)		121,858
	6,556	4.250%, 05/06/2020 (b)		6,523
	188,424	Quintiles Transnational Holdings, Inc.
		3.750%, 06/08/2018 (b)		188,952
	126,878	Realogy Holdings Corp.
		3.750%, 03/05/2020 (b)		126,941
	34,288	Reddy Ice Holdings, Inc.
		6.750%, 05/01/2019 (b)		30,227
	73,431	Renaissance Learning
		4.500%, 04/09/2021 (b)		72,054
	59,550	SBA Communications Corp.
		3.250%, 03/24/2021 (b)		59,321
	133,891	Sedgwick CMS Holdings, Inc.
		3.750%, 03/01/2021 (b)		132,468
		Service King
	32,181	4.750%, 08/18/2021 (b)		32,402
	3,626	4.750%, 08/18/2021 (b)		3,651
	92,036	Signode Packaging Systems
		3.750%, 05/01/2021 (b)		91,518
	34,912	Southcross Energy Partners, L.P.
		5.250%, 08/04/2021 (b)		34,170
	66,279	Sprouts Farmers Market, Inc.
		4.000%, 04/23/2020 (b)		66,555
	81,001	Talbots, Inc.
		4.750%, 03/19/2020 (b)		79,988
	47,904	Targa Resources Corp.
		5.750%, 02/25/2022 (b)		48,144

Principal Amount			Value
		BANK LOANS (Continued)
	49,376	The Brickman Group, Ltd.
		4.000%, 12/18/2020 (b)	$	49,177
	77,730	The Hillman Group, Inc.
		4.500%, 06/30/2021 (b)		78,410
	133,635	The QUIKRETE Companies, Inc.
		4.000%, 09/28/2020 (b)		133,718
	206,178	The ServiceMaster Company
		4.250%, 07/01/2021 (b)		206,735
	79,400	Time, Inc.
		4.250%, 04/26/2021 (b)		79,648
	23,180	Townsquare Media, Inc.
		3.484%, 03/27/2022 (b)		23,252
		TransDigm, Inc.
	95,460	3.750%, 02/28/2020 (b)		95,453
	225,541	3.750%, 06/04/2021 (b)		225,494
	110,654	Tribune Media Company
		4.000%, 12/27/2020 (b)		110,889
		Valeant Pharmaceuticals
		International, Inc.
	86,926	3.484%, 03/10/2022 (b)		87,429
	66,581	3.484%, 03/10/2022 (b)		66,966
	33,931	VAT Vakuumventile AG
		4.750%, 02/11/2021 (b)		33,862
	129,425	Vertafore, Inc.
		4.250%, 10/03/2019 (b)		129,627
	129,367	Visteon Corporation
		3.500%, 04/09/2021 (b)		129,347
	12,482	WESCO International, Inc.
		3.750%, 12/12/2019 (b)		12,519
	84,785	Western Refining, Inc.
		4.250%, 11/12/2020 (b)		84,361
	215,295	Wilsonart International, Inc.
		4.000%, 10/31/2019 (b)		215,026
	132,146	Zayo Group, LLC
		4.000%, 07/02/2019 (b)		132,508
	128,401	Zebra Technologies Corporation
		4.750%, 10/27/2021 (b)		130,059
		Total Bank Loans
		(Cost $7,870,909)		7,910,450
		COLLATERALIZED MORTGAGE
		OBLIGATIONS - 14.48%
		Adjustable Rate Mortgage
	45,880	Series 2004-4, 2.677%,
		03/25/2035 (b)		44,964

See notes to financial statements.

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		COLLATERALIZED MORTGAGE
		OBLIGATIONS (Continued)
	97,113	Series 2004-5, 2.563%,
		04/25/2035 (b)	$	96,434
	55,661	Series 2004-5, 2.583%,
		04/25/2035 (b)		54,553
		Alternative Loan Trust
	95,362	Series 2005-J1, 5.500%,
		02/25/2025		97,447
	35,346	Series 2003-9T1, 5.500%,
		07/25/2033		35,654
	45,915	Series 2003-20CB, 5.750%,
		10/25/2033		48,597
	76,280	Series 2004-14T2, 5.500%,
		08/25/2034		81,233
	26,115	Series 2004-28CB, 5.750%,
		01/25/2035		26,654
	76,339	Series 2006-4CB, 5.500%,
		04/25/2036		74,541
	201,300	Series 2006-J4, 6.250%,
		07/25/2036		137,589
	187,175	Series 2007-4CB, 5.750%,
		04/25/2037		170,168
	1,162,640	Series 2007-15CB, 6.000%,
		07/25/2037		1,097,205
		Banc of America Alternative
		Loan Trust
	57,289	Series 2003-8, 5.500%,
		10/25/2033		61,093
	123,163	Series 2003-10, 5.500%,
		12/25/2033		126,513
	70,903	Series 2013-10, 5.500%,
		12/25/2033		73,252
	68,379	Series 2005-6, 5.250%,
		07/25/2035		62,015
		Banc of America Funding Corp.
	169,827	Series 2004-B, 2.501%,
		11/20/2034 (b)		165,679
	34,793	Series 2005-5, 5.500%,
		09/25/2035		36,532
	1,586,861	Series 2006-3, 5.750%,
		03/25/2036		1,497,416
	1,196,999	Series 2007-3, 5.831%,
		04/25/2037 (b)		1,055,612

Principal Amount			Value
		COLLATERALIZED MORTGAGE
		OBLIGATIONS (Continued)
	107,975	Series 2008-R4, 0.618%,
		07/25/2037 (Acquired 10/17/2012,
		Cost $79,670) (a)(b)	$	77,164
	108,166	Banc of America Mortgage Trust
		Series 2005-A, 2.663%,
		02/25/2035 (b)		105,366
	240,000	Bear Stearns Commercial Mortgage
		Securities Trust
		Series 2003-PWR2, 6.872%,
		05/11/2039 (Acquired 03/06/2012,
		Cost $245,178) (a)(b)		244,537
	100,000	BLCP Hotel Trust
		Series 2014-CLRN, 3.845%,
		08/15/2029 (Acquired 10/01/2014,
		Cost $99,625) (a)(b)		100,274
	835,000	CFCRE Commercial Mortgage Trust
		Series 2011-C1, 5.537%,
		04/15/2044 (Acquired 04/19/2011
		and 05/17/2011,
		Cost $828,080) (a)(b)		945,809
	1,127,637	Chase Mortgage Finance Trust
		Series 2007-S3, 6.000%,
		05/25/2037		962,919
		CHL Mortgage Pass-Through Trust
	54,778	Series 2004-12, 2.593%,
		08/25/2034 (b)		51,378
	58,072	Series 2004-HYB4, 2.420%,
		09/20/2034 (b)		55,725
	240,652	Series 2004-HYB8, 3.247%,
		01/20/2035 (b)		235,544
	89,518	Series 2005-11, 0.444%,
		04/25/2035 (b)		78,117
	69,234	Series 2005-21, 5.500%,
		10/25/2035		65,304
	85,602	Citicorp Mortgage Securities Trust
		Series 2006-4, 6.000%,
		08/25/2036		87,212
		Citigroup Mortgage Loan Trust
	41,531	Series 2005-2, 2.568%,
		05/25/2035 (b)		40,211
	314,007	Series 2010-8, 4.000%,
		11/25/2036 (Acquired 11/01/2012,
		Cost $320,058) (a)		319,995

See notes to financial statements.

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
		CitiMortgage Alternative Loan Trust
	139,291	Series 2006-A3, 6.000%,
		07/25/2036	$	122,924
	116,043	Series 2006-A4, 6.000%,
		09/25/2036		104,938
	125,791	Series 2007-A6, 6.000%,
		06/25/2037		112,197
	100,000	COMM Mortgage Trust
		Series 2014-SAVA, 2.575%,
		06/15/2034 (Acquired 06/26/2014,
		Cost $100,000) (a)(b)		100,093
		Credit Suisse First Boston Mortgage Securities Corp.
	24,355	Series 2005-1, 5.250%,
		05/25/2028		24,579
	37,674	Series 2003-AR26, 2.516%,
		11/25/2033 (b)		36,426
	27,398	Series 2003-AR28, 2.544%,
		12/25/2033 (b)		27,245
	102,181	Series 2004-AR4, 2.624%,
		05/25/2034 (b)		101,359
	148,177	Series 2005-10, 5.500%,
		11/25/2035		134,910
	156,653	Credit Suisse Mortgage Capital Certificates
		Series 2006-8, 6.500%,
		10/25/2021		136,585
		Credit Suisse Mortgage Capital Mortgage-Backed Securities
	574,957	Series 2006-9, 6.000%,
		11/25/2036		555,882
	654,640	Series 2007-1, 6.000%,
		02/25/2037		589,682
	100,000	Del Coronado Trust
		Series 2013-HDMZ, 5.175%,
		03/15/2018 (Acquired 04/01/2013,
		Cost $100,000) (a)(b)		100,250
		Deutsche Alt-A Securities, Inc.
	44,555	Series 2005-3, 5.250%,
		06/25/2035		45,173
	51,260	Series 2005-5, 5.500%,
		11/25/2035 (b)		48,785
	548,871	Series 2006-AR1, 4.908%,
		02/25/2036 (b)		458,340

Principal
Amount				Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
	381,000	Extended Stay America Trust
		Series 2013-ESH, 5.053%,
		12/05/2031 (Acquired 01/31/2013,
		Cost $394,948) (a)(b)	$	397,308
	41,018	FDIC Trust
		Series 2013-N1, 4.500%,
		10/25/2018 (Acquired 11/8/2013,
		Cost $41,222) (a)(b)		41,396
	573,935	First Horizon Alternative Mortgage Securities
		Series 2007-FA4, 6.250%,
		08/25/2037		467,422
	686,808	First Horizon Mortgage Pass-Through Trust
		Series 2007-4, 6.000%,
		08/25/2037		609,006
	15,807	GMAC Mortgage Loan Trust
		Series 2003-J7, 5.000%,
		11/25/2033		15,919
		GSR Mortgage Loan Trust
	129,197	Series 2004-14, 2.735%,
		12/25/2034 (b)		128,529
	49,993	Series 2004-14, 2.815%,
		12/25/2034 (b)		48,456
	142,441	Series 2005-AR4, 2.468%,
		07/25/2035 (b)		135,226
	207,592	Series 2006-8F, 6.000%,
		09/25/2036		176,408
	1,093,090	Series 2006-9F, 6.500%,
		10/25/2036		978,047
	506,533	Series 2007-4F, 6.000%,
		07/25/2037		460,192
		Hilton USA Trust
	100,000	Series 2013-HLT, 4.407%,
		11/05/2030 (Acquired 11/22/2013,
		Cost $100,415) (a)		103,194
	100,000	Series 2013-HLT, 5.222%,
		11/05/2030 (Acquired 11/22/2013,
		Cost $100,416) (a)(b)		103,051
	100,000	Series 2013-HLT, 3.714%,
		11/05/2030 (Acquired 11/22/2013,
		Cost $100,415) (a)		102,351
	812,928	IndyMac IMJA Mortgage Loan Trust
		Series 2007-A3, 6.250%,
		11/25/2037		701,164

See notes to financial statements.

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
		IndyMac INDX Mortgage Loan Trust
	789,967	Series 2005-AR1, 2.462%,
		03/25/2035 (b)	$	792,003
	47,686	Series 2005-AR16IP, 0.814%,
		07/25/2045 (b)		42,238
	132,961	JPMorgan Alternative Loan Trust
		Series 2006-A1, 2.939%,
		03/25/2036 (b)		114,649
		JPMorgan Chase Commercial Mortgage Securities Trust
	94,282	Series 2013-JWMZ, 6.175%,
		04/15/2018 (Acquired 05/23/2013,
		Cost $94,646) (a)(b)		94,291
	8,474,419	Series 2012-C8, 2.116%,
		10/17/2045 (b)(g)		837,260
		JPMorgan Mortgage Trust
	45,945	Series 2003-A2, 1.990%,
		11/25/2033 (b)		45,430
	34,490	Series 2005-A3, 2.659%,
		06/25/2035 (b)		34,935
	66,049	Series 2006-A1, 2.404%,
		02/25/2036 (b)		59,085
	134,978	Series 2006-A7, 2.539%,
		01/25/2037 (b)		123,656
	159,896	Series 2007-S1, 5.750%,
		03/25/2037		135,747
	843,699	Lehman Mortgage Trust
		Series 2006-2, 5.750%,
		04/25/2036		849,728
		MASTR Adjustable Rate Mortgages Trust
	125,858	Series 2004-7, 2.500%,
		07/25/2034 (b)		126,104
	767,196	Series 2006-2, 2.470%,
		01/25/2036 (b)		765,730
		MASTR Alternative Loan Trust
	52,989	Series 2003-9, 5.250%,
		11/25/2033		55,208
	55,773	Series 2004-5, 5.500%,
		06/25/2034		58,553
	65,000	Series 2004-5, 6.000%,
		06/25/2034		67,928
	148,045	Series 2004-8, 6.000%,
		09/25/2034		152,171

Principal
Amount			Value
		COLLATERALIZED MORTGAGE OBLIGATIONS (Continued)
	10,898	Series 2004-12, 5.250%,
		12/25/2034	$	10,947
	101,051	Merrill Lynch Mortgage Investors Trust
		Series 2006-2, 2.117%,
		05/25/2036 (b)		100,459
	400,000	Morgan Stanley Capital I Trust
		Series 2011-C2, 5.304%,
		06/15/2044 (Acquired 06/22/2011,
		Cost $352,773) (a)(b)		432,140
		Morgan Stanley Mortgage Loan Trust
	1,256,084	Series 2005-10, 6.000%,
		12/25/2035		1,057,519
	1,030,276	Series 2007-12, 6.250%,
		08/25/2037		940,967
	93,493	New York Mortgage Trust
		Series 2006-1, 2.878%,
		05/25/2036 (b)		85,228
		Residential Asset Securitization Trust
	1,074,067	Series 2007-A2, 6.000%,
		04/25/2037		931,441
	855,904	Series 2007-A6, 6.000%,
		06/25/2037		781,821
	1,147,645	Series 2007-A7, 6.000%,
		07/25/2037		847,657
	134,413	Residential Funding Mortgage Securities I
		Series 2006-S1, 5.750%,
		01/25/2036		138,546
		SCG Trust
	100,000	Series 2013-SRP1, 2.656%,
		11/15/2026 (Acquired 05/02/2014,
		Cost $100,275) (a)(b)		100,023
	100,000	Series 2013-SRP1, 3.406%,
		11/15/2026 (Acquired 05/05/2014,
		Cost $100,316) (a)(b)		100,496
	1,243,092	Sequoia Mortgage Trust
		Series 2013-3, 2.500%,
		03/25/2043 (b)		1,199,337
		Structured Adjustable Rate Mortgage Loan Trust
	70,004	Series 2004-6, 2.354%,
		06/25/2034 (b)		69,086

See notes to financial statements.

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		COLLATERALIZED MORTGAGE
		OBLIGATIONS (Continued)
	88,894	Series 2005-14, 0.484%,
		07/25/2035 (b)	$	66,196
	26,221	Structured Asset Securities Corp. Trust
		Series 2005-1, 5.500%,
		02/25/2035		26,857
	1,159,831	TBW Mortgage-Backed Trust
		Series 2006-6, 5.630%,
		01/25/2037 (b)		766,851
		Washington Mutual Mortgage Pass-Through Certificates
	40,467	Series 2004-CB2, 5.500%,
		07/25/2034		42,320
	250,000	Series 2005-AR7, 2.358%,
		08/25/2035 (b)		249,871
	327,123	Series 2006-5, 6.000%,
		07/25/2036		272,205
	235,203	Series 2006-AR19, 1.942%,
		01/25/2047 (b)		213,326
	84,329	Series 2007-OA3, 0.888%,
		04/25/2047 (b)		74,027
	424,493	Wells Fargo Alternative Loan Trust
		Series 2007-PA1, 6.000%,
		03/25/2037		366,915
		Wells Fargo Mortgage Backed Securities Trust
	42,259	Series 2003-J, 2.612%,
		10/25/2033 (b)		42,511
	104,886	Series 2004-A, 2.638%,
		02/25/2034 (b)		105,229
	25,195	Series 2004-O, 2.615%,
		08/25/2034 (b)		25,101
	39,004	Series 2005-AR10, 2.618%,
		06/25/2035 (b)		39,358
	117,243	Series 2005-11, 5.500%,
		11/25/2035		122,380
	77,025	Series 2005-17, 5.500%,
		01/25/2036		78,654
	93,383	Series 2005-16, 6.000%,
		01/25/2036		92,502
		Total Collateralized Mortgage Obligations (Cost $29,622,367)		29,314,429

Number of
Shares			Value
		COMMON STOCKS - 0.44%
		Communications Equipment - 0.06%
	4,606	Cisco Systems, Inc.	$	126,780
		Energy Equipment & Services - 0.03%
	1,224	Halliburton Co.		53,709
		Oil & Gas - 0.23%
	614	Anadarko Petroleum Corp.		50,845
	1,642	Canadian Natural Resources Ltd.		50,426
	6,366	Kinder Morgan, Inc.		267,754
	323	Pioneer Natural Resources Co.		52,814
	1,627	Suncor Energy Inc.		47,590
				469,429
		Specialty Retail - 0.11%
	983	Home Depot, Inc.		111,678
	1,502	Lowe’s Companies, Inc.		111,734
				223,412
		Transportation - 0.01%
	22	CEVA Holdings LLC (d)		22,430
		Total Common Stocks
		(Cost $808,016)		895,760
Principal
Amount
		CONVERTIBLE OBLIGATIONS - 1.40%
		Auto Components - 0.05%
	30,000	TRW Automotive, Inc.
		3.500%, 12/01/2015		106,275
		Biotechnology - 0.19%
		BioMarin Pharmaceutical, Inc.
	20,000	0.750%, 10/15/2018		29,863
	48,000	1.500%, 10/15/2020		72,930
	65,000	Emergent Biosolutions, Inc.
		2.875%, 01/15/2021		75,278
	50,000	Gilead Sciences, Inc.
		1.625%, 05/01/2016		215,500
				393,571
		Communications Equipment - 0.15%
	25,000	Brocade Communications Systems, Inc.
		1.375%, 01/01/2020
		(Acquired 01/09/2015,
		Cost $25,000) (a)		26,359

See notes to financial statements.

100

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CONVERTIBLE OBLIGATIONS (Continued)
		Communications Equipment (Continued)
	75,000	Ciena Corp.
		3.750%, 10/15/2018 (Acquired
		01/17/2012 and 11/04/2013,
		Cost $83,038) (a)	$	92,297
	125,000	Palo Alto Networks, Inc.
		(8.185)%, 07/01/2019 (Acquired
		06/25/2014 and 07/11/2014,
		Cost $124,894) (a)(e)		179,825
				298,481
		Homebuilders - 0.03%
	30,000	Lennar Corp.
		3.250%, 11/15/2021 (Acquired
		09/22/2014 through 10/13/2014,
		Cost $45,802) (a)		66,994
		Household Durables - 0.07%
	115,000	Jarden Corp.
		1.125%, 03/15/2034		137,137
		Internet & Catalog Retail - 0.08%
	136,000	Priceline.com, Inc.
		0.350%, 06/15/2020		155,890
		Internet Software & Services - 0.05%
	80,000	MercadoLibre, Inc.
		2.250%, 07/01/2019
		(Acquired 06/25/2014,
		Cost $80,000) (a)		93,358
		Metals & Mining - 0.34%
	780,000	B2Gold Corp.
		3.250%, 10/01/2018		685,854
		Oil & Gas - 0.16%
	50,000	Chesapeake Energy Corp.
		2.750%, 11/15/2035		50,375
	55,000	Peabody Energy Corp.
		4.750%, 12/15/2066		19,697
	250,000	Whiting Petroleum Corp.
		1.250%, 04/01/2020
		(Acquired 03/24/2015,
		Cost $250,000) (a)		265,156
				335,228
		Pharmaceuticals - 0.14%
	65,000	Mylan, Inc.
		3.750%, 09/15/2015		289,291

Principal
Amount			Value

		Semiconductor & Semiconductor Equipment - 0.02%
	30,000	SunEdison, Inc.
		2.375%, 04/15/2022 (Acquired
		03/02/2015 through 03/10/2015,
		Cost $33,722) (a)	$	35,325
		Software - 0.12%
	90,000	Nuance Communications, Inc.
		2.750%, 11/01/2031		89,775
	155,000	Rovi Corp.
		0.500%, 03/01/2020 (Acquired
		02/27/2015 through 03/31/2015,
		Cost $153,338) (a)		148,509
				238,284
		Total Convertible Obligations
		(Cost $2,498,096)		2,835,688
Number of
Shares
		CONVERTIBLE PREFERRED STOCKS - 1.07%
		Electric Utilities - 0.01%
	400	NextEra Energy, Inc.
		5.889%		26,172
		Food Products - 0.18%
	7,382	Tyson Foods, Inc.
		4.750%		357,879
		Metals & Mining - 0.17%
	5,443	Alcoa, Inc.
		5.375%		238,621
	7,595	ArcelorMittal SA
		6.000%		114,077
				352,698
		Multi-Utilities - 0.05%
	466	Dominion Resources, Inc.
		6.375%		22,554
	698	Dominion Resources, Inc. - Series A
		6.125%		39,200
	547	Dominion Resources, Inc. - Series B
		6.000%		30,851
				92,605
		Oil & Gas - 0.04%
	91	Chesapeake Energy Corp.
		(Acquired 10/19/2012,
		Cost $91,288) (a)
		5.750%		78,829

See notes to financial statements.

101

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		CONVERTIBLE PREFERRED STOCKS
		(Continued)
		Pharmaceuticals - 0.23%
	461	Actavis Plc (d)
		5.500%	$	466,532
		Real Estate - 0.29%
	3,046	iStar Financial, Inc.
		4.500%		173,622
	7,500	Weyerhaeuser Co.
		6.375%		410,400
				584,022
		Wireless Telecommunication Services - 0.10%
	1,920	Crown Castle International Corp.
		4.500%		201,274
		Total Convertible Preferred Stocks
		(Cost $2,158,114)		2,160,011

Principal
Amount
		CORPORATE OBLIGATIONS - 14.04%
		Aerospace & Defense - 0.34%
	90,000	KLX, Inc.
		5.875%, 12/01/2022
		(Acquired 11/21/2014,
		Cost $90,000) (a)	90,000
	305,000	Meccanica Holdings USA, Inc.
		6.250%, 01/15/2040 (Acquired
		11/29/2012 and 12/07/2012,
		Cost $268,695) (a)	312,625
	35,000	Rockwell Collins, Inc.
		0.621%, 12/15/2016 (b)	35,048
	40,000	Textron, Inc.
		3.875%, 03/01/2025	41,405
		TransDigm, Inc.
	100,000	6.000%, 07/15/2022	100,500
	100,000	6.500%, 07/15/2024	101,000
			680,578
		Automobiles - 0.11%
	205,000	General Motors Co.
		5.200%, 04/01/2045	223,370
		Banks - 1.59%
	280,000	Bank of America Corp.
		4.200%, 08/26/2024	290,015

Principal
Amount			Value
		Banks (Continued)
		CIT Group, Inc.
	100,000	5.375%, 05/15/2020	$	105,500
	100,000	5.000%, 08/15/2022		102,875
	100,000	Citigroup, Inc.
		6.300%, 12/29/2049 (b)		102,375
	375,000	Intesa Sanpaolo SpA
		5.017%, 06/26/2024
		(Acquired 06/19/2014,
		Cost $375,000) (a)		384,515
		JPMorgan Chase & Co.
	800,000	4.250%, 11/02/2018		600,952
	100,000	5.000%, 12/29/2049 (b)		98,745
	100,000	6.000%, 12/29/2049 (b)		101,750
	200,000	Lloyds Banking Group Plc
		4.500%, 11/04/2024		208,141
		Royal Bank of Scotland Group Plc
	200,000	6.934%, 04/09/2018		247,296
	675,000	6.125%, 12/15/2022		761,298
	200,000	Societe Generale SA
		7.875%, 12/29/2049 (b)(h)		207,000
				3,210,462
		Building Products - 0.21%
	155,000	Atrium Windows & Doors, Inc.
		7.750%, 05/01/2019
		(Acquired 04/11/2014,
		Cost $153,410) (a)		130,975
	170,000	Masco Corp.
		4.450%, 04/01/2025		175,950
	33,000	NCI Building Systems, Inc.
		8.250%, 01/15/2023
		(Acquired 01/09/2015,
		Cost $33,000) (a)		35,063
	70,000	Owens Corning
		4.200%, 12/01/2024		72,331
				414,319
		Business Services - 0.55%
	1,120,000	Alfa Bond OJSC Via Alfa Bond
		Issuance Plc
		7.750%, 04/28/2021
		(Acquired 04/19/2011,
		Cost $1,120,000) (a)		1,104,925

See notes to financial statements.

102

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Capital Markets - 0.15%
	285,000	Morgan Stanley
		4.350%, 09/08/2026	$	299,159
		Chemicals - 0.35%
	100,000	Albemarle Corp.
		4.150%, 12/01/2024		103,914
	660,000	Hercules, Inc.
		6.500%, 06/30/2029		611,325
				715,239
		Commercial Services & Supplies - 0.23%
	100,000	Jaguar Holding Co. I
		9.375%, 10/15/2017
		(Acquired 07/01/2014,
		Cost $101,274) (a)(b)		102,500
	330,000	ServiceMaster Co.
		7.000%, 08/15/2020		352,275
				454,775
		Construction & Engineering - 0.03%
	300,000	Odebrecht Finance Ltd.
		8.250%, 04/25/2018
		(Acquired 04/17/2013,
		Cost $149,348) (a)		70,029
		Construction Materials - 0.11%
	220,000	Cemex SAB de CV
		6.125%, 05/05/2025
		(Acquired 02/26/2015,
		Cost $219,956) (a)		222,684
		Consumer Finance - 0.36%
		Ally Financial, Inc.
	85,000	8.000%, 03/15/2020		101,575
	255,000	4.125%, 03/30/2020		254,044
	150,000	Caterpillar Financial Services Corp.
		0.492%, 03/03/2017 (b)		150,234
		SLM Corp.
	100,000	8.450%, 06/15/2018		111,250
	100,000	5.500%, 01/15/2019		102,250
				719,353

Principal
Amount			Value
		Diversified Financial Services - 0.64%
	200,000	Corporacion Financiera de
		Desarrollo SA
		5.250%, 07/15/2029
		(Acquired 07/08/2014,
		Cost $199,732) (a)(b)	$	208,470
	750,000,000	Financiera de Desarrollo Territorial
		SA Findeter
		7.875%, 08/12/2024
		(Acquired 08/06/2014,
		Cost $389,710) (a)		291,663
	300,000	General Electric Capital Corp.
		7.125%, 06/15/2022 (b)		353,250
	465,000	Ladder Capital Finance Holdings
		LLLP / Ladder Capital Finance Corp.
		5.875%, 08/01/2021
		(Acquired 07/29/2014,
		Cost $465,000) (a)		441,169
				1,294,552
		Diversified Telecommunication Services - 0.09%
	100,000	Frontier Communications Corp.
		7.875%, 01/15/2027		102,250
	300,000	Oi SA
		9.750%, 09/15/2016
		(Acquired 09/09/2014,
		Cost $123,626) (a)		84,598
				186,848
		Electric Utilities - 0.65%
	580,000	Cia de Eletricidade do Estado da Bahia
		11.750%, 04/27/2016
		(Acquired 04/19/2011,
		Cost $367,321) (a)		173,098
	60,000	Duke Energy Progress, Inc.
		0.464%, 03/06/2017 (b)		60,002
	200,000	EDP Finance BV
		4.125%, 01/15/2020
		(Acquired 11/13/2014,
		Cost $199,578) (a)		207,325
	500,000	Enel SpA
		8.750%, 09/24/2073 (Acquired
		09/17/2013 and 01/27/2014,
		Cost $514,460) (a)		604,237

See notes to financial statements.

103

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Electric Utilities (Continued)
	200,000	InterGen NV
		7.000%, 06/30/2023
		(Acquired 06/07/2013,
		Cost $196,463) (a)	$	194,500
	75,000	TerraForm Power Operating LLC
		5.875%, 02/01/2023
		(Acquired 01/23/2015,
		Cost $74,411) (a)		78,000
				1,317,162
		Electronic Equipment, Instruments
		& Components - 0.21%
	430,000	Keysight Technologies, Inc.
		4.550%, 10/30/2024
		(Acquired 10/06/2014,
		Cost $429,854) (a)		434,096
		Energy Equipment & Services - 0.04%
	78,000	CGG SA
		7.750%, 05/15/2017		74,490
		Food Products - 0.16%
	445,000	BRF SA
		7.750%, 05/22/2018
		(Acquired 05/15/2013,
		Cost $219,889) (a)		114,682
	200,000	JBS USA, LLC / JBS USA Finance, Inc.
		8.250%, 02/01/2020 (Acquired
		01/25/2012 and 05/17/2012,
		Cost $197,069) (a)		213,500
				328,182
		Health Care Providers & Services - 0.21%
	200,000	CHS/Community Health Systems, Inc.
		8.000%, 11/15/2019		213,000
	100,000	HCA, Inc.
		5.000%, 03/15/2024		106,250
	100,000	Tenet Healthcare Corp.
		8.125%, 04/01/2022		110,500
				429,750
		Holding Companies-Diversified - 0.06%
	100,000	CeramTec Group GmbH
		8.250%, 08/15/2021
		(Acquired 07/25/2013,
		Cost $132,850) (a)		118,815

Principal
Amount			Value
		Hotels, Restaurants & Leisure - 0.34%
	100,000	Caesars Entertainment Operating Co., Inc.
		11.250%, 06/01/2017 (f)	$	73,000
		MGM Resorts International
	100,000	7.500%, 06/01/2016		105,320
	395,000	6.000%, 03/15/2023		407,838
	100,000	Pinnacle Entertainment, Inc.
		6.375%, 08/01/2021		106,500
				692,658
		Household Products - 0.13%
	250,000	Reynolds Group Issuer LLC
		8.250%, 02/15/2021		268,750
		Independent Power & Renewable
		Electricity Producers - 0.11%
		Calpine Corp.
	100,000	6.000%, 01/15/2022
		(Acquired 10/17/2013,
		Cost $99,193) (a)		107,500
	100,000	5.875%, 01/15/2024
		(Acquired 10/29/2013,
		Cost $100,000) (a)		108,550
				216,050
		Insurance - 0.60%
	700,000	Assicurazioni Generali SpA
		7.750%, 12/12/2042 (b)(h)		978,921
	215,000	Old Republic International Corp.
		4.875%, 10/01/2024		229,120
				1,208,041
		Internet Software & Services - 0.05%
	100,000	Equinix, Inc.
		5.375%, 04/01/2023		104,300
		Machinery - 0.05%
	100,000	Navistar International Corp.
		8.250%, 11/01/2021		97,625
		Media - 0.91%
	100,000	CCO Holdings LLC / CCO Holdings
		Capital Corp.
		5.250%, 09/30/2022		102,625
		CCOH Safari LLC
	125,000	5.500%, 12/01/2022		128,125
	220,000	5.750%, 12/01/2024		227,150

See notes to financial statements.

104

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Media (Continued)
	100,000	Clear Channel Worldwide
		Holdings, Inc.
		6.500%, 11/15/2022	$	105,750
		DISH DBS Corp.
	130,000	5.875%, 07/15/2022		132,438
	220,000	5.875%, 11/15/2024		220,825
	100,000	Gannett Co, Inc.
		5.125%, 07/15/2020		104,625
		iHeartCommunications, Inc.
	150,000	9.000%, 03/01/2021		144,187
	50,000	9.000%, 09/15/2022		48,000
		Sirius XM Radio, Inc.
	100,000	6.000%, 07/15/2024
		(Acquired 05/01/2014,
		Cost $100,000) (a)		105,250
	100,000	5.375%, 04/15/2025
		(Acquired 03/03/2015,
		Cost $100,000) (a)		100,750
	200,000	Unitymedia KabelBW GmbH
		6.125%, 01/15/2025
		(Acquired 10/07/2014,
		Cost $200,000) (a)		212,000
	200,000	VTR Finance BV
		6.875%, 01/15/2024
		(Acquired 01/17/2014,
		Cost $200,000) (a)		208,000
				1,839,725
		Metals & Mining - 0.26%
		ArcelorMittal SA
	200,000	6.250%, 03/01/2021		213,250
	70,000	7.500%, 10/15/2039		73,850
		First Quantum Minerals Ltd.
	50,000	6.750%, 02/15/2020
		(Acquired 05/15/2012,
		Cost $43,913) (a)		46,500
	115,000	7.000%, 02/15/2021
		(Acquired 05/15/2012,
		Cost $100,552) (a)		106,663
	88,889	FMG Resources Ltd.
		6.875%, 02/01/2018
		(Acquired 04/26/2011,
		Cost $91,699) (a)		87,333
				527,596

Principal
Amount			Value
		Multi-Utilities - 0.06%
	200,000	Texas Competitive Electric
		Holdings Co., LLC
		11.500%, 10/01/2020 (Acquired
		04/14/2011 and 11/09/2011,
		Cost $193,097) (a)(f)	$	126,000
		Oil & Gas - 1.69%
	20,000	Antero Resources Corp.
		5.125%, 12/01/2022		19,300
		Baytex Energy Corp.
	5,000	5.125%, 06/01/2021
		(Acquired 11/06/2014,
		Cost $4,763) (a)		4,612
	10,000	5.625%, 06/01/2024 (Acquired
		11/19/2014 and 12/03/2014,
		Cost $8,548) (a)		9,188
		Bonanza Creek Energy, Inc.
	10,000	6.750%, 04/15/2021		9,775
	35,000	5.750%, 02/01/2023		32,375
	220,000	California Resources Corp.
		6.000%, 11/15/2024 (Acquired
		09/11/2014 through 12/08/2014,
		Cost $214,652) (a)		194,150
	200,000	Chaparral Energy, Inc.
		8.250%, 09/01/2021		140,000
		Chesapeake Energy Corp.
	5,000	6.625%, 08/15/2020		5,187
	200,000	6.125%, 02/15/2021		203,500
	115,000	4.875%, 04/15/2022		108,388
	95,000	Cimarex Energy Co.
		4.375%, 06/01/2024		94,762
		Concho Resources, Inc.
	15,000	5.500%, 10/01/2022		15,187
	30,000	5.500%, 04/01/2023		30,372
	100,000	CONSOL Energy, Inc.
		5.875%, 04/15/2022		91,000
		Continental Resources, Inc.
	5,000	4.500%, 04/15/2023		4,861
	15,000	3.800%, 06/01/2024		13,852
	200,000	Energy Transfer Equity, L.P.
		5.875%, 01/15/2024		212,000
	100,000	Halcon Resources Corp.
		9.250%, 02/15/2022		69,500

See notes to financial statements.

105

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Oil & Gas (Continued)
		Linn Energy LLC / Linn Energy
		Finance Corp.
	150,000	7.750%, 02/01/2021	$	120,000
	50,000	6.500%, 09/15/2021		39,781
		MEG Energy Corp.
	5,000	6.500%, 03/15/2021
		(Acquired 12/02/2014,
		Cost $4,427) (a)		4,650
	30,000	6.375%, 01/30/2023 (Acquired
		11/04/2014 through 12/08/2014,
		Cost $28,137) (a)		27,750
	25,000	7.000%, 03/31/2024 (Acquired
		11/17/2014 through 12/08/2014,
		Cost $22,796) (a)		23,687
	50,000	Oasis Petroleum, Inc.
		6.875%, 03/15/2022		49,000
	200,000	Offshore Group Investment Ltd.
		7.500%, 11/01/2019		115,000
		OGX Austria GmbH
	200,000	8.500%, 06/01/2018
		(Acquired 04/17/2013,
		Cost $117,896) (a)(f)		1,100
	800,000	8.375%, 04/01/2022 (Acquired
		03/27/2012 through 06/29/2012,
		Cost $770,692) (a)(f)		4,241
	100,000	Pacific Rubiales Energy Corp.
		5.125%, 03/28/2023
		(Acquired 03/19/2015,
		Cost $56,224) (a)		58,750
	100,000	Penn Virginia Corporation
		8.500%, 05/01/2020		94,500
	490,000	Petrobras Global Finance BV
		5.625%, 05/20/2043		399,301
	250,000	Petroleos de Venezuela SA
		5.500%, 04/12/2037 (h)		78,125
	43,000	Petroleos Mexicanos
		7.650%, 11/24/2021
		(Acquired 12/01/2011,
		Cost $316,078) (a)		291,777
	125,000	QEP Resources, Inc.
		5.250%, 05/01/2023		123,125

Principal
Amount			Value
		Oil & Gas (Continued)
		Rosetta Resources, Inc.
	10,000	5.625%, 05/01/2021	$	9,450
	5,000	5.875%, 06/01/2022		4,738
	10,000	5.875%, 06/01/2024		9,350
	100,000	Samson Investment Co.
		9.750%, 02/15/2020		28,000
		SM Energy Co.
	65,000	6.125%, 11/15/2022 (Acquired
		11/12/2014 and 12/02/2014,
		Cost $64,642) (a)		64,838
	50,000	5.000%, 01/15/2024		47,325
	25,000	Ultra Petroleum Corp.
		6.125%, 10/01/2024 (Acquired
		11/06/2014 through 11/18/2014,
		Cost $23,201) (a)		21,563
	50,000	Western Refining Logistics LP /
		WNRL Finance Corp.
		7.500%, 02/15/2023
		(Acquired 02/06/2015,
		Cost $50,000) (a)		51,125
		Whiting Petroleum Corp.
	125,000	6.500%, 10/01/2018		125,625
	15,000	5.000%, 03/15/2019		14,813
	110,000	5.750%, 03/15/2021		109,725
	255,000	Williams Partners LP
		4.000%, 09/15/2025		250,624
				3,425,972
		Pharmaceuticals - 0.34%
		Valeant Pharmaceuticals
		International, Inc.
	130,000	6.375%, 10/15/2020 (Acquired
		10/20/2014 and 10/22/2014,
		Cost $133,575) (a)		135,525
	200,000	7.500%, 07/15/2021
		(Acquired 06/27/2013,
		Cost $200,000) (a)		217,062
	75,000	5.500%, 03/01/2023
		(Acquired 01/15/2015,
		Cost $75,000) (a)		75,937
	240,000	VRX Escrow Corp.
		4.500%, 05/15/2023 (Acquired
		03/13/2015 and 03/17/2015,
		Cost $253,027) (a)		260,059
				688,583

See notes to financial statements.

106

GuideMark^®Opportunistic Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2015

Principal Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Pipelines - 0.55%
	180,000	MarkWest Energy Partners LP /
		MarkWest Energy Finance Corp.
		4.875%, 12/01/2024	$	184,932
		Regency Energy Partners LP / Regency Energy Finance Corp.
	125,000	5.750%, 09/01/2020		135,625
	100,000	5.875%, 03/01/2022		109,000
	100,000	5.000%, 10/01/2022		104,500
		Sabine Pass Liquefaction LLC
	100,000	5.625%, 02/01/2021 (b)		101,156
	100,000	5.625%, 04/15/2023		100,250
	180,000	5.625%, 03/01/2025
		(Acquired 02/26/2015,
		Cost $180,000) (a)		178,650
		Targa Resources Partners LP / Targa Resources Partners Finance Corp.
	120,000	5.000%, 01/15/2018
		(Acquired 01/15/2015,
		Cost $120,000) (a)		123,900
	45,000	6.375%, 08/01/2022		47,362
	30,000	5.250%, 05/01/2023		30,300
	5,000	4.250%, 11/15/2023		4,838
				1,120,513
		Professional Services - 0.02%
	45,000	IHS, Inc.
		5.000%, 11/01/2022
		(Acquired 10/21/2014,
		Cost $45,000) (a)		45,423
		Publishing - 0.04%
	100,000	Visant Corp.
		10.000%, 10/01/2017		90,000
		Real Estate - 0.58%
	150,000	Host Hotels & Resorts LP
		5.250%, 03/15/2022		167,109
	505,000	iStar Financial, Inc.
		4.000%, 11/01/2017		500,581
	115,000	Realogy Group LLC / Realogy
		Co-Issuer Corp.
		5.250%, 12/01/2021
		(Acquired 11/14/2014,
		Cost $115,000) (a)		117,156

Principal Amount			Value
		Real Estate (Continued)
	375,000	Rialto Holdings LLC / Rialto Corp.
		7.000%, 12/01/2018 (Acquired
		11/08/2013 through 03/06/2014,
		Cost $377,700) (a)	$	390,938
				1,175,784
		Road & Rail - 0.05%
	100,000	PBF Holding Co. LLC / PBF
		Finance Corp.
		8.250%, 02/15/2020		106,125
		Semiconductor & Semiconductor
		Equipment - 0.32%
	250,000	Abengoa Finance SAU
		8.875%, 11/01/2017
		(Acquired 04/12/2011,
		Cost $252,024) (a)		256,250
	299,000	KLA-Tencor Corp.
		4.650%, 11/01/2024		314,613
	40,000	Novellus Systems, Inc.
		2.625%, 05/15/2041		81,875
				652,738
		Software - 0.33%
	100,000	BMC Software Finance, Inc.
		8.125%, 07/15/2021
		(Acquired 08/07/2013,
		Cost $100,000) (a)		92,000
		First Data Corp.
	100,000	8.250%, 01/15/2021
		(Acquired 02/17/2012,
		Cost $98,144) (a)		107,500
	100,000	12.625%, 01/15/2021		118,750
	145,000	Open Text Corp.
		5.625%, 01/15/2023
		(Acquired 01/12/2015,
		Cost $145,000) (a)		150,800
	200,000	Rolta Americas LLC
		8.875%, 07/24/2019
		(Acquired 07/17/2014,
		Cost $199,010) (a)		192,000
				661,050

See notes to financial statements.

107

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal Amount			Value
		CORPORATE OBLIGATIONS (Continued)
		Telecommunication Services - 0.43%
	200,000	Digicel Group Ltd.
		8.250%, 09/30/2020
		(Acquired 09/05/2012,
		Cost $200,000) (a)	$	201,300
	250,000	Intelsat Jackson Holdings SA
		7.500%, 04/01/2021		258,125
		T Mobile USA, Inc.
	100,000	6.542%, 04/28/2020		105,625
	100,000	6.500%, 01/15/2024		104,750
	200,000	Wind Acquisition Finance SA
		7.375%, 04/23/2021
		(Acquired 04/08/2014,
		Cost $200,000) (a)		208,000
				877,800
		Textiles, Apparel & Luxury Goods - 0.66%
		Edcon Limited
	1,120,000	9.500%, 03/01/2018 (Acquired
		04/05/2011 and 04/12/2011,
		Cost $1,123,840) (a)		865,312
	300,000	9.500%, 03/01/2018 (Acquired
		08/18/2011 through 08/24/2011,
		Cost $398,925) (a)		246,478
	860,000	13.375%, 06/30/2019 (Acquired
		11/08/2013 through 03/10/2015,
		Cost $456,491) (a)		226,647
				1,338,437
		Trading Companies & Distributors - 0.21%
	15,000	Aircastle Ltd.
		5.500%, 02/15/2022		15,994
		Air Lease Corp.
	75,000	3.750%, 02/01/2022		76,327
	330,000	4.250%, 09/15/2024		340,725
				433,046
		Transportation - 0.08%
	180,000	CHC Helicopter SA
		9.250%, 10/15/2020		153,900
		Wireless Telecommunication Services - 0.14%
		Sprint Communications, Inc.
	150,000	9.000%, 11/15/2018
		(Acquired 11/04/2011,
		Cost $150,000) (a)		172,500

Principal Amount			Value
		Wireless Telecommunication Services (Continued)
	100,000	7.000%, 03/01/2020
		(Acquired 02/28/2012,
		Cost $100,000) (a)	$	110,750
				283,250
		Total Corporate Obligations
		(Cost $30,248,822)		28,432,154
		FOREIGN GOVERNMENT DEBT
		OBLIGATIONS - 31.00%
		Bank Negara Malaysia Monetary Notes
	60,000	3.116%, 06/18/2015 (e)		16,094
	710,000	3.117%, 06/30/2015 (e)		190,219
	440,000	3.120%, 07/16/2015 (e)		117,718
	130,000	3.148%, 11/03/2015 (e)		34,441
	120,000	3.154%, 11/24/2015 (e)		31,736
		Brazil Letras do Tesouro Nacional
	590,000	13.480%, 10/01/2015 (e)		173,583
	1,470,000	13.490%, 01/01/2016 (e)		418,733
	180,000	13.490%, 07/01/2016 (e)		48,143
	560,000	13.395%, 10/01/2016 (e)		144,931
	1,673,000	Brazil Notas do Tesouro Nacional
		10.000%, 01/01/2025		455,155
		Financing of Infrastructural Projects
		State Enterprise
	100,000	8.375%, 11/03/2017
		(Acquired 05/10/2011,
		Cost $102,733) (a)		38,704
	1,180,000	7.400%, 04/20/2018
		(Acquired 04/15/2011,
		Cost $1,180,000) (a)		463,152
		Ghana Government Bond
	1,780,000	24.000%, 05/25/2015		465,052
	100,000	21.000%, 10/26/2015		25,597
	60,000	16.900%, 03/07/2016		14,892
	85,000	19.240%, 05/30/2016		21,463
	1,550,000	23.000%, 02/13/2017		416,517
	30,000	25.480%, 04/24/2017		8,407
	2,220,000	24.440%, 05/29/2017		614,778
	50,000	26.000%, 06/05/2017		14,104
	520,000	25.400%, 07/31/2017		146,917
	516,000	23.000%, 08/21/2017		139,900
	1,560,000	23.230%, 02/19/2018		424,953
	990,000	19.040%, 09/24/2018		248,556

See notes to financial statements.

108

GuideMark^®Opportunistic Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2015

Principal Amount			Value
		FOREIGN GOVERNMENT DEBT
		OBLIGATIONS (Continued)
		Hungary Government Bond
	246,080,000	6.750%, 02/24/2017	$	962,881
	227,610,000	6.750%, 11/24/2017		918,860
	116,260,000	4.000%, 04/25/2018		438,252
	22,680,000	5.500%, 12/20/2018		90,491
	172,490,000	6.500%, 06/24/2019		717,631
	4,380,000	7.500%, 11/12/2020		19,538
	39,320,000	7.000%, 06/24/2022		175,614
	82,300,000	6.000%, 11/24/2023		356,303
	59,170,000	5.500%, 06/24/2025		251,755
		Hungary Government International
		Bond
	440,000	4.375%, 07/04/2017 (h)		510,957
	150,000	5.750%, 06/11/2018 (h)		186,267
	2,650,000	6.375%, 03/29/2021		3,085,660
	200,000	Iceland Government International
		Bond
		5.875%, 05/11/2022
		(Acquired 05/03/2012,
		Cost $198,140) (a)		231,312
	1,454,000,000	Indonesia Treasury Bill
		6.311%, 02/04/2016 (e)		105,500
		Indonesia Treasury Bond
	10,120,000,000	8.375%, 03/15/2024		824,499
	7,580,000,000	8.375%, 03/15/2034		618,089
	1,563,000	Ireland Government Bond
		5.400%, 03/13/2025		2,426,984
		Korea Monetary Stabilization Bond
	5,714,800,000	2.900%, 12/02/2015		5,191,714
	92,000,000	2.800%, 04/02/2016		83,822
	239,800,000	2.790%, 06/02/2016		218,869
	325,800,000	2.460%, 08/02/2016		296,580
		Korea Treasury Bond
	2,684,400,000	2.750%, 12/10/2015		2,437,334
	2,058,200,000	2.750%, 06/10/2016		1,878,085
	1,846,100,000	3.000%, 12/10/2016		1,699,399
		Malaysia Government Bond
	4,935,000	3.835%, 08/12/2015		1,336,551
	12,134,000	4.720%, 09/30/2015		3,303,990
	3,290,000	3.197%, 10/15/2015		889,221
	100,000	3.172%, 07/15/2016		26,977

Principal Amount			Value
		FOREIGN GOVERNMENT DEBT
		OBLIGATIONS (Continued)
		Mexican Bonos
	456,290	6.000%, 06/18/2015	$	3,016,554
	23,460	8.000%, 12/17/2015		158,874
	72,100	6.250%, 06/16/2016		487,624
	220,660	7.250%, 12/15/2016		1,529,213
	115,000	4.750%, 06/14/2018		755,261
		Mexican Udibonos
	27,340	5.000%, 06/16/2016 (j)		188,278
	23,366	3.500%, 12/14/2017 (j)		161,388
	14,041	4.000%, 06/13/2019 (j)		98,800
	11,603	2.500%, 12/10/2020 (j)		76,289
		Mexico Cetes
	142,960	0.001%, 04/01/2015 (e)		93,723
	111,340	3.479%, 05/28/2015 (e)		72,649
	47,800,000	Philippine Government Bond
		1.625%, 04/25/2016		1,060,960
	6,783,000	Poland Government Bond
		2.010%, 01/25/2021 (b)		1,788,095
	2,430,000	Portugal Government International Bond
		5.125%, 10/15/2024
		(Acquired 07/02/2014,
		Cost $2,411,070) (a)		2,690,690
	700,000	Republic of Ecuador
		7.950%, 06/20/2024
		(Acquired 06/17/2014,
		Cost $700,000) (a)		621,250
	400,000	Republic of Ghana
		7.875%, 08/07/2023
		(Acquired 07/25/2013,
		Cost $396,604) (a)		381,248
	270,000	Republic of Kenya
		6.875%, 06/24/2024
		(Acquired 06/16/2014,
		Cost $270,000) (a)		283,298
		Republic of Serbia
	760,000	10.000%, 05/08/2017		6,954
	890,000	10.000%, 11/21/2018		8,094
	1,800,000	10.000%, 03/20/2021		15,802
	1,060,000	7.250%, 09/28/2021
		(Acquired 09/21/2011,
		Cost $1,041,588) (a)		1,225,519
	17,000,000	Serbia Treasury Bills
		7.103%, 07/24/2015 (e)		149,640

See notes to financial statements.

109

GuideMark^®Opportunistic Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2015

Number of
Shares			Value
		FOREIGN GOVERNMENT DEBT
		OBLIGATIONS (Continued)
		Serbia Treasury Bonds
	20,200,000	10.000%, 04/27/2015	$	180,109
	2,320,000	10.000%, 01/30/2016		21,165
	2,090,000	10.000%, 05/22/2016		19,081
	4,330,000	10.000%, 06/27/2016		39,296
	1,700,000	10.000%, 08/15/2016		15,444
	990,000	10.000%, 10/17/2016		9,007
	10,400,000	10.000%, 12/19/2016		94,787
	1,110,000	8.000%, 01/12/2017		9,808
	3,290,000	8.000%, 03/23/2017		28,974
	61,290,000	10.000%, 07/10/2017		562,711
	18,170,000	10.000%, 11/08/2017		167,056
	54,350,000	10.000%, 03/02/2018		498,198
	100,510,000	10.000%, 08/21/2019		895,320
	5,860,000	10.000%, 09/11/2021		51,340
	62,780,000	10.000%, 02/05/2022		544,386
	610,000	Slovenia Government International Bond
		5.850%, 05/10/2023
		(Acquired 05/02/2013
		and 08/02/2013,
		Cost $595,406) (a)		724,375
		Sri Lanka Government Bonds
	37,900,000	11.000%, 09/01/2015		296,218
	1,900,000	8.500%, 11/01/2015		14,397
	132,300,000	8.000%, 06/01/2016		1,006,468
	430,000	8.000%, 06/15/2017		3,247
	16,500,000	5.800%, 07/15/2017		120,096
	11,550,000	8.500%, 04/01/2018		87,132
	140,000	8.500%, 06/01/2018		1,050
	2,750,000	7.500%, 08/15/2018		20,024
	8,660,000	8.000%, 11/15/2018		63,570
	8,660,000	10.600%, 07/01/2019		68,989
	3,160,000	10.600%, 09/15/2019		25,237
	430,000	8.000%, 11/01/2019		3,169
	340,000	9.000%, 05/01/2021		2,557
	1,900,000	11.200%, 07/01/2022		15,931
		Ukraine Government International Bond
	620,000	9.250%, 07/24/2017
		(Acquired 07/17/2012,
		Cost $620,000) (a)		249,457
	200,000	9.250%, 07/24/2017
		(Acquired 02/06/2014,
		Cost $189,326) (a)		80,470

Principal
Amount			Value
		FOREIGN GOVERNMENT DEBT
		OBLIGATIONS (Continued)
	2,300,000	7.950%, 02/23/2021
		(Acquired 04/05/2011
		and 04/11/2011,
		Cost $2,379,064) (a)	$	916,918
	1,200,000	7.500%, 04/17/2023
		(Acquired 07/18/2013
		through 07/29/2013,
		Cost $1,081,687) (a)		507,240
		Uruguay Government International Bond
	3,731,842	5.000%, 09/14/2018 (j)		149,012
	6,437,305	4.250%, 04/05/2027 (j)		247,010
	41,774,833	4.375%, 12/15/2028 (j)		1,616,802
	2,399,447	4.000%, 07/10/2030 (j)		90,902
	1,083,676	3.700%, 06/26/2037 (j)		37,213
		Uruguay Notas del Tesoro
	1,150,103	4.000%, 06/14/2015 (j)		45,016
	3,485,000	10.250%, 08/22/2015		135,232
	282,000	9.500%, 01/27/2016		11,031
	3,578,098	2.750%, 06/16/2016 (j)		134,824
	517,242	4.250%, 01/05/2017 (j)		19,692
	2,200,000	11.000%, 03/21/2017		80,990
	15,499,004	2.250%, 08/23/2017 (j)		565,735
	18,256	3.250%, 01/27/2019 (j)		675
	10,874,252	4.000%, 06/10/2020 (j)		408,780
	1,332,659	2.500%, 09/27/2022 (j)		45,898
	760,650	4.000%, 05/25/2025 (j)		27,857
		Uruguay Treasury Bills
	5,471,000	11.050%, 05/14/2015 (e)		211,006
	8,688,000	12.300%, 07/02/2015 (e)		330,996
	26,039,000	12.720%, 08/20/2015 (e)		962,033
	2,850,000	11.440%, 10/08/2015 (e)		103,583
	1,070,000	11.820%, 11/26/2015 (e)		38,198
	457,000	12.090%, 01/14/2016 (e)		16,053
	10,009,000	12.300%, 03/03/2016 (e)		344,856
	7,392,000	12.540%, 04/21/2016 (e)		250,614
	8,002,000	12.850%, 06/09/2016 (e)		304,120
	5,336,000	13.140%, 07/28/2016 (e)		175,206
	2,870,000	13.410%, 09/15/2016 (e)		92,786
	4,520,000	13.680%, 11/03/2016 (e)		143,814
		Total Foreign Government Debt
		Obligations
		(Cost $70,367,788)		62,760,244

See notes to financial statements.

110

GuideMark^®Opportunistic Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 0.07%
		Exchange Traded Funds - 0.07%
	895	iShares Core S&P Mid-Cap ETF	$	136,022
		Total Investment Companies
		(Cost $130,103)		136,022
Principal
Amount
		MORTGAGE BACKED SECURITIES -
		U.S. GOVERNMENT AGENCY - 14.21%
		Federal Home Loan Mortgage Corp.
	697,000	Pool #4050,
		3.500%, 05/15/2032		730,921
	946,757	Pool #4062,
		3.500%, 06/15/2042		988,376
	1,731,607	Pool #274,
		3.000%, 08/15/2042		1,775,766
	2,188,972	Pool #4097,
		3.500%, 08/15/2042		2,273,808
	2,136,812	Pool #T60853,
		3.500%, 09/01/2042		2,209,267
	1,918,594	Pool #T60854,
		3.500%, 09/01/2042		1,983,044
	2,187,704	Pool #284,
		3.000%, 10/15/2042		2,237,135
	948,607	Pool #4171,
		3.000%, 02/15/2043		929,371
	1,131,295	Pool #4413,
		3.500%, 11/15/2044		1,155,791
		Federal National Mortgage Association
	2,363,354	Pool #1200,
		3.000%, 10/01/2032		2,450,627
	1,096,132	Pool #1201,
		3.500%, 10/01/2032		1,159,591
	665,417	Pool #2005-56,
		6.000%, 08/25/2033 (b)		734,103
	513,304	Pool #2011-113,
		4.000%, 03/25/2040		535,914
	1,278,801	Pool #2012-63,
		2.000%, 08/25/2040		1,259,550
	1,949,371	Pool #2014-95,
		3.000%, 04/25/2041		2,052,426
	2,000,000	Pool #2011-131,
		4.500%, 12/25/2041		2,345,839



	MORTGAGE BACKED SECURITIES -
	U.S. GOVERNMENT AGENCY (Continued)
1,755,882	Pool #2012-125,
	3.000%, 11/25/2042	$	1,773,030
275,295	Pool #2013-6,
	1.500%, 02/25/2043		260,278
	Government National Mortgage
	Association
1,492,979	Pool #2010-62,
	5.585%, 05/20/2040 (b)(g)		239,546
1,564,784	Pool #2011-72,
	5.215%, 05/20/2041 (b)(g)		196,082
700,000	Pool #2012-40,
	4.000%, 01/20/2042		770,178
3,078,792	Pool #2013-113,
	6.077%, 03/20/2043 (b)(g)		470,349
3,471,345	Pool #2012-135,
	2.363%, 01/16/2053 (b)(g)		232,276
	Total Mortgage Backed Securities -
	U.S. Government Agency
	(Cost $28,322,258)		28,763,268

Number of
Shares
		PREFERRED STOCKS - 0.16%
		Consumer Finance - 0.14%
	289	Ally Financial, Inc.
		7.000%, (Acquired 05/03/2012
		through 06/20/2012,
		Cost $248,598) (a)	296,631
		Transportation - 0.02%
	49	CEVA Holdings LLC (d)	35,199
		Total Preferred Stocks
		(Cost $313,080)	331,830

Notional
Amount
		PURCHASED OPTIONS - 0.07%
		Options on Currency Contracts
		Put Options
		U.S. Dollar - Indian Rupee
	1,040,000	Expiration: July, 2015
		Exercise Price: $61.500	5,428
	1,620,000	Expiration: August, 2015
		Exercise Price: $61.500	7,966

See notes to financial statements.

111

GuideMark^®Opportunistic Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
March 31, 2015

Number of
Contracts			Value
		PURCHASED OPTIONS (Continued)
		Options on Common Stock
		Put Options
	48	Schlumberger Limited
		Expiration: May, 2015
		Exercise Price: $85.000	$	16,704
		Options on Exchange Traded Funds
		Call Options
	108	Consumer Discretionary Select
		Sector SPDR^®Fund
		Expiration: June, 2015
		Exercise Price: $77.000		15,660
		Put Options
	200	iShares China Large-Cap ETF
		Expiration: May, 2015
		Exercise Price: $41.000		4,800
	115	iShares Russell 2000 ETF
		Expiration: June, 2015
		Exercise Price: $113.000		17,135
	96	SPDR S&P 500 ETF Trust
		Expiration: June, 2015
		Exercise Price: $195.000		28,512
		Options on Indices
		Call Options
	5	EURO STOXX 50^®Index
		Expiration: September, 2015
		Exercise Price: $3,850.000		5,011

Principal
Amount
		Interest Rate Swaptions
	54,000,000	1-Year Interest Rate Swap,
		28 Day TIIE (Equilibrium Interbank
		Interest Rate), Pay Floating Rate
		Expiration: October 23, 2015
		Exercise Rate: 4.260%	7,218
	2,400,000	10-Year Interest Rate Swap, 3-Month
		USD-LIBOR, Receive Floating Rate
		Expiration: May 26, 2015
		Exercise Rate: 2.183%	16,032
	3,900,000	10-Year Interest Rate Swap, 3-Month
		USD-LIBOR, Receive Floating Rate
		Expiration: July 22, 2015
		Exercise Rate: 2.390%	26,894
		Total Purchased Options
		(Cost $304,589)	151,360

Principal
Amount			Value
		SHORT TERM INVESTMENTS - 13.09%
		Foreign Government Debt Obligation - 3.30%
		Bank Negara Malaysia Monetary Notes
	1,120,000	2.606%, 04/16/2015 (e)	$	302,066
	340,000	3.050%, 04/23/2015 (e)		91,621
	180,000	3.109%, 04/28/2015 (e)		48,495
	1,530,000	3.110%, 05/05/2015 (e)		412,000
	350,000	3.112%, 05/19/2015 (e)		94,116
	800,000	3.112%, 05/28/2015 (e)		214,902
	190,000	3.114%, 06/03/2015 (e)		51,023
	470,000	3.113%, 06/04/2015 (e)		126,205
	330,000	3.114%, 06/16/2015 (e)		88,520
	80,000	3.124%, 08/04/2015 (e)		21,367
	500,000	3.126%, 08/11/2015 (e)		133,465
	2,080,000	3.128%, 08/18/2015 (e)		554,869
	300,000	3.132%, 09/08/2015 (e)		79,880
	50,000	3.165%, 11/12/2015 (e)		13,238
		Indonesia Treasury Bill
	74,000,000	5.656%, 05/04/2015 (e)		5,631
	2,360,000,000	6.085%, 01/07/2016 (e)		172,557
		Malaysia Treasury Bill
	10,000	3.110%, 05/13/2015 (e)		2,690
	50,000	3.113%, 06/05/2015 (e)		13,425
	70,000	3.117%, 06/26/2015 (e)(i)		18,765
	70,000	3.122%, 07/24/2015 (e)		18,716
	150,000	3.127%, 08/14/2015 (e)		40,031
	80,000	3.133%, 09/11/2015 (e)		21,295
	90,000	3.136%, 09/25/2015 (e)(i)		23,944
	80,000	3.192%, 03/18/2016 (e)		20,931
		Mexico Cetes
	217,120	3.139%, 04/16/2015 (e)		142,163
	81,110	3.267%, 06/25/2015 (e)		52,792
	1,861,830	3.367%, 09/17/2015 (e)		1,201,978
	124,070	3.414%, 10/01/2015 (e)		79,997
	1,474,290	3.530%, 02/04/2016 (e)(i)		939,081
	2,462,090	3.563%, 03/03/2016 (e)		1,564,063
	39,450	3.594%, 03/31/2016 (e)		24,935
		Philippine Treasury Bill
	180,000	2.667%, 08/05/2015 (e)		4,001
	250,000	2.765%, 02/03/2016 (e)		5,463
	190,000	2.969%, 03/02/2016 (e)		4,164
	3,610,000	Serbia Treasury Bills
		7.163%, 06/25/2015 (e)		31,954

See notes to financial statements.

112

GuideMark^®Opportunistic Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Principal
Amount			Value
		SHORT TERM INVESTMENTS (Continued)
		Foreign Government Debt
		Obligations (Continued)
		Uruguay Treasury Bills
	1,214,000	10.400%, 05/04/2015 (e)	$	46,710
	10,000	12.390%, 07/10/2015 (e)		375
	430,000	11.580%, 10/23/2015 (e)		15,517
				6,682,945
Number of
Shares
		Money Market Funds - 9.13%
	18,478,884	Federated Prime Obligations Fund		18,478,884
		Effective Yield, 0.05%
Principal
Amount
		U.S. Government Agency Issue - 0.17%
	340,000	Federal Home Loan Bank Discount Note
		0.000%, 04/01/2015 (e)		340,000
		U.S. Treasury Bill - 0.49%
	1,000,000	United States Treasury Bill
		0.068%, 08/20/2015 (e)(k)		999,775
		Total Short Term Investments
		(Cost $26,864,728)		26,501,604
		Total Investments
		(Cost $201,997,620) - 95.17%		192,691,000
		Other Assets in Excess
		of Liabilities - 4.83%		9,785,214
		TOTAL NET
		ASSETS - 100.00%	$	202,476,214

Percentages are stated as a percent of net assets.

Principal amounts are denominated in the currency in which the security was purchased.

(a)	Restricted securities as defined in Rule 144(a) under the Securities Act of 1933. Such securities are treated as liquid securities according to the Fund’s liquidity guidelines. The value of these securities total $26,646,779, which represents 13.16% of total net assets.
(b)	Variable Rate Security. The rate shown is the rate in effect on March 31, 2015.
(c)	Zero coupon security.
(d)	Non-income producing.
(e)	Zero coupon bond. The effective yield is listed.
(f)	Non-income producing. Item identified as in default as to payment of interest.
(g)	Represents an interest-only security that entitles holders to receive only interest payments on the underlying mortgages. The yield-to-maturity of an interest-only security is extremely sensitive to the rate of principal payments on the underlying mortgage assets. A rapid (slow) rate of principal repayments may have an adverse (positive) effect on yield to maturity. The principal amount shown is the notional amount of the underlying mortgages. Interest rate disclosed represents yield upon the estimated timing and amount of future cash flows at March 31, 2015. The securities are liquid and the value of these securities total $1,975,513, which represents 0.98% of total net assets.

(h)	Restricted securities as defined in Regulation S under the Securities Act of 1933. Such securities are treated as liquid securities according to the Fund’s liquidity guidelines. The value of these securities total $1,961,270 which represents 0.97% of total net assets.
(i)	As of March 31, 2015, the Fund has fair valued these securities. The value of these securities was $981,790, which represents 0.48% of total net assets.
(j)	Represents an inflation protected security.

(k)	Partially assigned as collateral for certain futures contracts.

See notes to financial statements.

113

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF OPEN FORWARD CURRENCY CONTRACTS

March 31, 2015

			Amount of			Amount of		Unrealized
Forward		Currency to	Currency to		Currency to	Currency to		Appreciation
expiration date	Counterparty	be received	be received		be delivered	be delivered		(Depreciation)
11/20/2015	HSBC	Brazilian Real		1,440,000	U.S. Dollars		504,520		$	(84,163	)
3/29/2016	Citibank	Brazilian Real		3,300,000	Euro		866,233			(7,665	)
9/17/2015	Deutsche Bank	British Pound		100,000	U.S. Dollars		147,625			560
4/27/2015	Credit Suisse	Canadian Dollar		952,148	Australian Dollar		970,000			13,938
4/13/2015	Credit Suisse	Chilean Peso		485,000,000	U.S. Dollars		766,193			9,589
4/16/2015	Deutsche Bank	Chilean Peso		2,556,587,500	U.S. Dollars		4,499,054			(410,732	)
4/9/2015	Deutsche Bank	Euro		876,239	Swedish Krona		8,075,858			4,444
4/15/2015	Deutsche Bank	Euro		4,595,702	Swedish Krona		43,466,148			(105,648	)
4/7/2015	Credit Suisse	Euro		1,877,000	U.S. Dollars		2,031,023			(12,602	)
4/15/2015	Deutsche Bank	Euro		810,000	U.S. Dollars		1,006,263			(135,135	)
5/7/2015	Deutsche Bank	Euro		100,000	U.S. Dollars		106,404			1,174
5/21/2015	Goldman Sachs	Euro		2,380,000	U.S. Dollars		2,957,793			(396,930	)
7/13/2015	Deutsche Bank	Euro		500,000	U.S. Dollars		593,630			(55,195	)
7/15/2015	Deutsche Bank	Euro		470,000	U.S. Dollars		584,492			(78,345	)
7/16/2015	Barclays	Euro		426,000	U.S. Dollars		504,767			(45,997	)
7/23/2015	Deutsche Bank	Euro		14,338	U.S. Dollars		15,272			170
7/31/2015	JP Morgan Chase	Euro		145,000	U.S. Dollars		172,342			(16,147	)
8/4/2015	Barclays	Euro		1,914,287	U.S. Dollars		2,268,889			(206,671	)
8/4/2015	HSBC	Euro		392,000	U.S. Dollars		465,559			(43,266	)
8/21/2015	Deutsche Bank	Euro		827,220	U.S. Dollars		1,029,310			(137,904	)
8/27/2015	Deutsche Bank	Euro		200,000	U.S. Dollars		214,500			1,041
6/10/2015	Barclays	Ghanaian Cedi		120,000	U.S. Dollars		31,894			(2,014	)
4/27/2015	Merrill Lynch	Hungarian Forint		279,000,000	U.S. Dollars		1,024,771			(26,961	)
10/5/2015	Deutsche Bank	Hungarian Forint		35,900,000	U.S. Dollars		144,886			(16,925	)
4/15/2015	JP Morgan Chase	Indian Rupee		117,200,000	U.S. Dollars		1,860,551			5,725
4/20/2015	HSBC	Indian Rupee		117,575,000	U.S. Dollars		1,872,711			(2,374	)
6/25/2015	JP Morgan Chase	Indian Rupee		96,000,000	Euro		1,401,460			(2,926	)
4/10/2015	Deutsche Bank	Japanese Yen		162,000,000	U.S. Dollars		1,517,308			(166,375	)
4/20/2015	Merrill Lynch	Japanese Yen		118,000,000	U.S. Dollars		974,076			10,100
4/17/2015	Credit Suisse	Japanese Yen		90,826,019	South Korea Won		854,800,000			(12,528	)
4/2/2015	JP Morgan Chase	Malaysian Ringgit		3,532,500	U.S. Dollars		1,067,923			(114,276	)
5/29/2015	JP Morgan Chase	Malaysian Ringgit		2,827,440	U.S. Dollars		860,319			(100,808	)
7/2/2015	JP Morgan Chase	Malaysian Ringgit		1,177,500	U.S. Dollars		359,498			(44,114	)
9/28/2015	HSBC	Malaysian Ringgit		377,000	U.S. Dollars		113,756			(13,403	)
10/5/2015	Deutsche Bank	Malaysian Ringgit		1,845,500	U.S. Dollars		551,472			(60,408	)
4/14/2015	Deutsche Bank	Malaysian Ringgit		2,108,500	Euro		496,426			34,680
4/14/2015	HSBC	Malaysian Ringgit		1,652,011	Euro		388,937			27,186
7/14/2015	JP Morgan Chase	Malaysian Ringgit		612,600	Euro		142,681			10,290
3/29/2016	JP Morgan Chase	Malaysian Ringgit		13,200,000	Euro		3,180,723			10,225
10/8/2015	JP Morgan Chase	Malaysian Ringgit		4,732,700	Japanese Yen		154,505,144			(33,190	)
10/13/2015	JP Morgan Chase	Malaysian Ringgit		5,242,029	Japanese Yen		169,190,260			(21,092	)
4/6/2015	Credit Suisse	Mexican Peso		7,010,000	U.S. Dollars		460,977			(1,596	)
4/7/2015	Credit Suisse	Mexican Peso		32,875,000	U.S. Dollars		2,178,961			(24,734	)
5/15/2015	Citibank	Mexican Peso		9,743,382	U.S. Dollars		731,677			(94,909	)

See notes to financial statements.

114

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF OPEN FORWARD CURRENCY CONTRACTS (Continued)

March 31, 2015

			Amount of		Amount of	Unrealized
Forward		Currency to	Currency to	Currency to	Currency to	Appreciation
expiration date	Counterparty	be received	be received	be delivered	be delivered	(Depreciation)
8/6/2015	Morgan Stanley	Mexican Peso	1,597,390	U.S. Dollars	118,115		$	(14,323	)
8/7/2015	Morgan Stanley	Mexican Peso	1,605,500	U.S. Dollars	118,167			(13,855	)
10/14/2015	Deutsche Bank	Mexican Peso	18,798,000	U.S. Dollars	1,374,525			(159,470	)
12/18/2015	Citibank	Mexican Peso	9,598,100	U.S. Dollars	632,078			(14,832	)
2/16/2016	Citibank	Mexican Peso	67,745,080	U.S. Dollars	4,396,319			(60,018	)
3/11/2016	HSBC	Mexican Peso	11,784,520	U.S. Dollars	740,885			12,026
4/10/2015	Credit Suisse	New Zealand Dollar	1,035,000	U.S. Dollars	792,717			(19,720	)
4/9/2015	Deutsche Bank	Polish Zloty	4,746,256	Euro	1,111,275			57,050
4/15/2015	Deutsche Bank	Polish Zloty	4,578,308	Euro	1,069,174			57,656
5/26/2015	Deutsche Bank	Polish Zloty	2,950,000	Euro	703,000			20,509
6/11/2015	Deutsche Bank	Polish Zloty	847,724	Euro	205,012			2,504
6/12/2015	Deutsche Bank	Polish Zloty	4,450,638	Euro	1,070,843			19,002
8/6/2015	Deutsche Bank	Polish Zloty	963,300	Euro	226,021			9,635
9/30/2015	Deutsche Bank	Serbian Dinar	31,310,564	Euro	251,289			(172	)
4/13/2015	Deutsche Bank	Singapore Dollar	2,419,882	U.S. Dollars	1,938,387			(175,626	)
5/29/2015	Barclays	Singapore Dollar	1,411,379	U.S. Dollars	1,124,874			(97,986	)
6/5/2015	JP Morgan Chase	Singapore Dollar	405,248	U.S. Dollars	322,688			(27,889	)
7/27/2015	JP Morgan Chase	Singapore Dollar	1,428,700	U.S. Dollars	1,065,319			(27,277	)
8/6/2015	Deutsche Bank	Singapore Dollar	917,603	U.S. Dollars	736,971			(70,427	)
8/12/2015	Barclays	Singapore Dollar	917,160	U.S. Dollars	676,771			(10,640	)
9/8/2015	Citibank	Singapore Dollar	1,387,980	U.S. Dollars	1,015,199			(7,737	)
9/9/2015	JP Morgan Chase	Singapore Dollar	2,188,625	U.S. Dollars	1,599,171			(10,599	)
4/9/2015	Deutsche Bank	South African Rand	12,290,000	U.S. Dollars	1,017,932			(6,185	)
4/15/2015	JP Morgan Chase	South Korean Won	636,801,620	U.S. Dollars	604,405			(30,720	)
6/29/2015	Deutsche Bank	South Korean Won	606,000,000	U.S. Dollars	585,281			(40,611	)
9/30/2015	HSBC	South Korean Won	608,000,000	U.S. Dollars	578,167			(32,771	)
10/14/2015	JP Morgan Chase	South Korean Won	536,797,500	U.S. Dollars	496,483			(15,032	)
6/29/2015	Deutsche Bank	South Korean Won	606,000,000	Euro	468,807			39,947
9/30/2015	HSBC	South Korean Won	1,244,720,000	Euro	960,469			80,823
10/14/2015	JP Morgan Chase	South Korean Won	1,173,599,120	Euro	907,025			74,145
4/9/2015	Deutsche Bank	Swedish Krona	8,075,858	Euro	894,961			(24,577	)
4/15/2015	Deutsche Bank	Swedish Krona	43,466,148	Euro	4,770,366			(82,198	)
4/13/2015	Credit Suisse	Turkish Lira	1,100,000	U.S. Dollars	424,924			(3,239	)
4/13/2015	Merrill Lynch	Turkish Lira	605,000	U.S. Dollars	233,798			(1,872	)
4/23/2015	Credit Suisse	U.S. Dollars	878,272	Brazilian Real	2,899,000			(24,592	)
9/17/2015	Deutsche Bank	U.S. Dollars	154,400	British Pound	100,000			6,215
4/13/2015	Credit Suisse	U.S. Dollars	759,593	Chilean Peso	485,000,000			(16,189	)
4/16/2015	Deutsche Bank	U.S. Dollars	3,026,442	Chilean Peso	1,900,000,000			(11,910	)
4/17/2015	Merrill Lynch	U.S. Dollars	280,449	Columbian Peso	735,000,000			(1,613	)
4/7/2015	Credit Suisse	U.S. Dollars	2,098,762	Euro	1,877,000			80,341
4/15/2015	Deutsche Bank	U.S. Dollars	1,123,632	Euro	810,000			252,504
4/17/2015	Deutsche Bank	U.S. Dollars	253,371	Euro	240,000			(4,748	)
4/23/2015	Credit Suisse	U.S. Dollars	856,408	Euro	802,000			(6,215	)
4/27/2015	Merrill Lynch	U.S. Dollars	1,020,064	Euro	930,000			19,709

See notes to financial statements.

115

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF OPEN FORWARD CURRENCY CONTRACTS (Continued)

March 31, 2015

			Amount of			Amount of		Unrealized
Forward		Currency to	Currency to		Currency to	Currency to		Appreciation
expiration date	Counterparty	be received	be received		be delivered	be delivered		(Depreciation)
4/30/2015	Deutsche Bank	U.S. Dollars		564,590	Euro		408,000		$	125,706
5/5/2015	Barclays	U.S. Dollars		283,124	Euro		204,295			63,350
5/7/2015	Deutsche Bank	U.S. Dollars		267,472	Euro		200,331			51,957
5/18/2015	Barclays	U.S. Dollars		388,480	Euro		283,000			83,986
5/21/2015	Deutsche Bank	U.S. Dollars		219,765	Euro		175,000			31,466
5/21/2015	Goldman Sachs	U.S. Dollars		3,267,288	Euro		2,380,000			706,426
6/10/2015	Deutsche Bank	U.S. Dollars		593,452	Euro		434,350			125,962
6/15/2015	Deutsche Bank	U.S. Dollars		635,669	Euro		469,000			130,845
7/13/2015	Deutsche Bank	U.S. Dollars		724,868	Euro		531,000			153,050
7/15/2015	Deutsche Bank	U.S. Dollars		640,751	Euro		470,000			134,605
7/16/2015	Barclays	U.S. Dollars		581,856	Euro		426,000			123,086
7/16/2015	Morgan Stanley	U.S. Dollars		157,016	Euro		115,000			33,170
7/17/2015	Deutsche Bank	U.S. Dollars		290,986	Euro		214,000			60,520
7/20/2015	Barclays	U.S. Dollars		409,430	Euro		302,000			84,176
7/20/2015	Deutsche Bank	U.S. Dollars		182,965	Euro		134,950			37,624
7/22/2015	Deutsche Bank	U.S. Dollars		162,342	Euro		119,730			33,388
7/22/2015	Morgan Stanley	U.S. Dollars		174,632	Euro		129,000			35,695
7/23/2015	Deutsche Bank	U.S. Dollars		361,575	Euro		278,745			61,351
7/27/2015	Deutsche Bank	U.S. Dollars		246,786	Euro		183,000			49,672
7/27/2015	Goldman Sachs	U.S. Dollars		246,894	Euro		183,000			49,780
7/29/2015	Barclays	U.S. Dollars		931,527	Euro		691,917			186,218
7/31/2015	JP Morgan Chase	U.S. Dollars		548,540	Euro		408,000			109,041
8/3/2015	Deutsche Bank	U.S. Dollars		207,917	Euro		155,000			40,942
8/4/2015	Barclays	U.S. Dollars		2,567,700	Euro		1,914,287			505,482
8/4/2015	HSBC	U.S. Dollars		548,888	Euro		409,000			108,282
8/4/2015	UBS AG	U.S. Dollars		548,878	Euro		409,000			108,272
8/5/2015	Barclays	U.S. Dollars		274,232	Euro		204,000			54,464
8/5/2015	Morgan Stanley	U.S. Dollars		960,955	Euro		715,023			190,664
8/6/2015	Goldman Sachs	U.S. Dollars		751,673	Euro		559,081			149,367
8/11/2015	Deutsche Bank	U.S. Dollars		107,196	Euro		80,000			21,004
8/14/2015	Morgan Stanley	U.S. Dollars		110,533	Euro		88,500			15,178
8/17/2015	Morgan Stanley	U.S. Dollars		118,813	Euro		88,500			23,453
8/18/2015	Barclays	U.S. Dollars		428,103	Euro		319,000			84,369
8/20/2015	Deutsche Bank	U.S. Dollars		240,097	Euro		179,000			47,212
8/20/2015	JP Morgan Chase	U.S. Dollars		475,024	Euro		354,000			93,563
8/21/2015	Deutsche Bank	U.S. Dollars		1,102,932	Euro		827,220			211,527
8/26/2015	Barclays	U.S. Dollars		308,818	Euro		232,085			58,704
8/27/2015	Deutsche Bank	U.S. Dollars		229,020	Euro		200,000			13,479
8/31/2015	HSBC	U.S. Dollars		38,857	Euro		34,118			2,085
9/8/2015	Deutsche Bank	U.S. Dollars		573,003	Euro		434,350			104,806
9/17/2015	Deutsche Bank	U.S. Dollars		113,680	Euro		100,000			5,871
9/23/2015	Deutsche Bank	U.S. Dollars		246,667	Euro		191,000			40,730
9/28/2015	Deutsche Bank	U.S. Dollars		114,617	Euro		89,000			18,648
10/30/2015	Deutsche Bank	U.S. Dollars		97,811	Euro		76,597			15,148

See notes to financial statements.

116

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF OPEN FORWARD CURRENCY CONTRACTS (Continued)

March 31, 2015

			Amount of			Amount of		Unrealized
Forward		Currency to	Currency to		Currency to	Currency to		Appreciation
expiration date	Counterparty	be received	be received		be delivered	be delivered		(Depreciation)
11/12/2015	Deutsche Bank	U.S. Dollars		165,751	Euro		133,000		$	22,171
11/16/2015	Barclays	U.S. Dollars		187,730	Euro		150,000			25,781
11/16/2015	Deutsche Bank	U.S. Dollars		125,145	Euro		100,000			17,179
12/9/2015	Deutsche Bank	U.S. Dollars		1,025,231	Euro		826,000			132,908
12/15/2015	Citibank	U.S. Dollars		170,366	Euro		137,000			22,343
1/7/2016	Deutsche Bank	U.S. Dollars		409,372	Euro		341,308			40,384
1/15/2016	JP Morgan Chase	U.S. Dollars		2,043,704	Euro		1,728,000			175,183
1/19/2016	JP Morgan Chase	U.S. Dollars		2,033,620	Euro		1,721,000			172,477
1/19/2016	Barclays	U.S. Dollars		2,045,041	Euro		1,728,000			176,329
1/20/2016	Citibank	U.S. Dollars		77,844	Euro		66,791			5,613
1/21/2016	Barclays	U.S. Dollars		145,888	Euro		125,000			10,702
1/25/2016	JP Morgan Chase	U.S. Dollars		2,033,383	Euro		1,737,000			154,648
2/4/2016	Deutsche Bank	U.S. Dollars		236,600	Euro		208,000			11,570
2/5/2016	Deutsche Bank	U.S. Dollars		299,628	Euro		261,000			17,251
2/22/2016	Barclays	U.S. Dollars		324,366	Euro		283,000			18,054
2/29/2016	Deutsche Bank	U.S. Dollars		75,349	Euro		65,866			4,044
3/9/2016	Barclays	U.S. Dollars		703,096	Euro		631,123			19,704
3/16/2016	Citibank	U.S. Dollars		87,428	Euro		81,594			(940	)
3/16/2016	Barclays	U.S. Dollars		131,499	Euro		122,880			(1,582	)
3/23/2016	Barclays	U.S. Dollars		78,008	Euro		72,605			(639	)
3/29/2016	Deutsche Bank	U.S. Dollars		7,147,958	Euro		6,492,000			114,234
4/10/2015	Deutsche Bank	U.S. Dollars		4,836,457	Japanese Yen		493,608,750			720,205
4/15/2015	Deutsche Bank	U.S. Dollars		6,968,888	Japanese Yen		706,185,270			1,079,455
4/17/2015	Barclays	U.S. Dollars		295,548	Japanese Yen		30,030,000			45,096
4/21/2015	JP Morgan Chase	U.S. Dollars		176,927	Japanese Yen		18,040,000			26,462
4/22/2015	JP Morgan Chase	U.S. Dollars		201,780	Japanese Yen		20,570,000			30,211
6/3/2015	Deutsche Bank	U.S. Dollars		795,175	Japanese Yen		80,680,000			121,885
6/4/2015	JP Morgan Chase	U.S. Dollars		335,898	Japanese Yen		34,284,478			49,784
6/9/2015	Citibank	U.S. Dollars		251,635	Japanese Yen		25,700,000			37,143
6/9/2015	HSBC	U.S. Dollars		376,923	Japanese Yen		38,500,000			55,601
6/10/2015	Barclays	U.S. Dollars		436,403	Japanese Yen		44,560,000			64,498
6/10/2015	Citibank	U.S. Dollars		566,975	Japanese Yen		57,980,000			83,065
6/10/2015	HSBC	U.S. Dollars		464,977	Japanese Yen		47,460,000			68,869
6/11/2015	JP Morgan Chase	U.S. Dollars		430,395	Japanese Yen		43,970,000			63,409
6/11/2015	Deutsche Bank	U.S. Dollars		153,711	Japanese Yen		15,700,000			22,674
6/17/2015	JP Morgan Chase	U.S. Dollars		181,871	Japanese Yen		18,500,000			27,449
6/22/2015	Deutsche Bank	U.S. Dollars		872,238	Japanese Yen		88,820,000			130,786
7/24/2015	JP Morgan Chase	U.S. Dollars		553,825	Japanese Yen		56,000,000			86,094
7/24/2015	Citibank	U.S. Dollars		359,275	Japanese Yen		36,309,000			56,010
7/27/2015	JP Morgan Chase	U.S. Dollars		192,955	Japanese Yen		19,500,000			30,076
8/17/2015	Citibank	U.S. Dollars		98,928	Japanese Yen		11,790,000			414
10/22/2015	Barclays	U.S. Dollars		184,193	Japanese Yen		19,600,000			20,195
12/21/2015	HSBC	U.S. Dollars		759,299	Japanese Yen		88,800,000			15,077
12/21/2015	Deutsche Bank	U.S. Dollars		758,945	Japanese Yen		88,660,000			15,897
12/22/2015	Barclays	U.S. Dollars		316,554	Japanese Yen		37,430,000			2,849

See notes to financial statements.

117

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF OPEN FORWARD CURRENCY CONTRACTS (Continued)

March 31, 2015

			Amount of			Amount of		Unrealized
Forward		Currency to	Currency to		Currency to	Currency to		Appreciation
expiration date	Counterparty	be received	be received		be delivered	be delivered		(Depreciation)
12/22/2015	Citibank	U.S. Dollars		494,495	Japanese Yen		58,390,000		$	5,122
1/8/2016	Goldman Sachs	U.S. Dollars		166,634	Japanese Yen		19,732,000			1,182
1/15/2016	Barclays	U.S. Dollars		584,120	Japanese Yen		68,630,000			8,549
1/15/2016	JP Morgan Chase	U.S. Dollars		378,256	Japanese Yen		44,610,000			4,131
2/12/2016	HSBC	U.S. Dollars		151,275	Japanese Yen		17,820,000			1,712
2/12/2016	JP Morgan Chase	U.S. Dollars		151,218	Japanese Yen		17,813,000			1,715
2/16/2016	Citibank	U.S. Dollars		198,589	Japanese Yen		23,610,000			409
2/16/2016	JP Morgan Chase	U.S. Dollars		99,749	Japanese Yen		11,820,000			533
2/17/2016	Goldman Sachs	U.S. Dollars		100,399	Japanese Yen		11,840,000			1,013
2/17/2016	JP Morgan Chase	U.S. Dollars		100,137	Japanese Yen		11,830,000			834
2/25/2016	Barclays	U.S. Dollars		50,075	Japanese Yen		5,910,000			455
2/26/2016	Barclays	U.S. Dollars		99,499	Japanese Yen		11,810,000			340
2/29/2016	Deutsche Bank	U.S. Dollars		33,316	Japanese Yen		3,936,000			266
3/9/2016	Barclays	U.S. Dollars		269,577	Japanese Yen		32,151,400			(459	)
3/22/2016	Citibank	U.S. Dollars		296,568	Japanese Yen		35,670,000			(3,127	)
3/24/2016	Deutsche Bank	U.S. Dollars		147,689	Japanese Yen		17,733,000			(1,310	)
3/28/2016	Barclays	U.S. Dollars		152,884	Japanese Yen		18,110,000			694
4/2/2015	JP Morgan Chase	U.S. Dollars		1,075,113	Malaysian Ringgit		3,532,500			121,466
4/9/2015	Credit Suisse	U.S. Dollars		509,364	Malaysian Ringgit		1,875,000			3,519
5/29/2015	JP Morgan Chase	U.S. Dollars		852,409	Malaysian Ringgit		2,827,440			92,897
7/2/2015	JP Morgan Chase	U.S. Dollars		356,505	Malaysian Ringgit		1,177,500			41,121
9/28/2015	HSBC	U.S. Dollars		103,731	Malaysian Ringgit		377,000			3,377
10/5/2015	Deutsche Bank	U.S. Dollars		507,535	Malaysian Ringgit		1,845,500			16,471
4/6/2015	Credit Suisse	U.S. Dollars		467,442	Mexican Peso		7,010,000			8,062
4/7/2015	Credit Suisse	U.S. Dollars		2,461,744	Mexican Peso		36,920,000			42,457
4/23/2015	Credit Suisse	U.S. Dollars		13,377	Mexican Peso		205,200			(55	)
5/6/2015	Credit Suisse	U.S. Dollars		299,636	Mexican Peso		4,597,000			(992	)
5/15/2015	Citibank	U.S. Dollars		650,826	Mexican Peso		9,743,382			14,058
12/18/2015	Citibank	U.S. Dollars		631,143	Mexican Peso		9,598,100			13,897
2/16/2016	Citibank	U.S. Dollars		261,866	Mexican Peso		4,000,000			5,829
4/10/2015	Credit Suisse	U.S. Dollars		761,294	New Zealand Dollar		1,035,000			(11,703	)
4/20/2015	Citibank	U.S. Dollars		559,865	New Zealand Dollar		765,000			(10,878	)
4/9/2015	Deutsche Bank	U.S. Dollars		1,029,700	South African Rand		12,290,000			17,954
4/15/2015	JP Morgan Chase	U.S. Dollars		586,725	South Korea Won		636,801,620			13,040
6/29/2015	Deutsche Bank	U.S. Dollars		556,474	South Korea Won		606,000,000			11,804
9/30/2015	HSBC	U.S. Dollars		557,660	South Korea Won		608,000,000			12,264
10/14/2015	JP Morgan Chase	U.S. Dollars		492,610	South Korea Won		536,797,500			11,159
4/9/2015	Merrill Lynch	U.S. Dollars		508,372	Taiwan Dollar		16,000,000			(2,983	)
4/13/2015	Merrill Lynch	U.S. Dollars		228,018	Turkish Lira		605,000			(3,909	)
4/13/2015	Credit Suisse	U.S. Dollars		415,220	Turkish Lira		1,100,000			(6,465	)
11/12/2015	Citibank	Uruguayan Peso		2,200,000	U.S. Dollars		84,227			(4,468	)
11/20/2015	Citibank	Uruguayan Peso		2,200,000	U.S. Dollars		83,873			(4,310	)
12/1/2015	Citibank	Uruguayan Peso		3,240,000	U.S. Dollars		125,972			(9,190	)
									$	6,144,535

See notes to financial statements.

118

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF OPEN FUTURES CONTRACTS

March 31, 2015

	Number of							Unrealized
	Contracts			Notional			Settlement	Appreciation
Description	Purchased Sold			Value			Month	(Depreciation)
E-mini S&P 500 Futures		(26	)		(2,679,040	)	Jun-15		$	9,557
EURO STOXX 50^®Index		17			663,717		Jun-15			7,602
Eurodollar 90 Day Futures		32			7,947,600		Dec-15			(480	)
Eurodollar 90 Day Futures		(32	)		(7,887,600	)	Dec-16			1,484
Sterling LIBOR 90 Day Futures		(40	)		(7,333,897	)	Dec-16			2,899
									$	21,062

GuideMark^®Opportunistic Fixed Income Fund

SCHEDULE OF OPTIONS WRITTEN

March 31, 2015

Number of
Contracts			Value
		Options on Exchange Traded Funds
		Put Options
	200	iShares China Large-Cap ETF
		Expiration: May, 2015
		Exercise Price: $37.500		$	1,000
	115	iShares Russell 2000 ETF
		Expiration: June, 2015
		Exercise Price: $102.000			5,808
	96	SPDR S&P 500 ETF Trust
		Expiration: June, 2015
		Exercise Price: $180.000			10,176
		Total Options Written (Premiums Received $59,769)		$	16,984

GuideMark^®Opportunistic Fixed Income Fund

CREDIT DEFAULT SWAPS ON CORPORATE, INDICES, AND SOVEREIGN — BUY PROTECTION⁽¹⁾

March 31, 2015

	Implied
	Credit									Upfront
	Spread at	Fixed								Premiums			Unrealized
Reference	March 31,	Pay	Maturity		Notional		Fair			Paid			Appreciation
Obligation	2015⁽³⁾	Rate	Date	Counterparty	Amount⁽⁴⁾		Value			(Received)			(Depreciation)
Federative Republic
of Brazil	2.68%	1.000%	12/20/2019	Bank of America		200,000		$	14,561		$	6,294		$	8,267
Federative Republic
of Brazil	2.68%	1.000%	12/20/2019	Bank of America		65,000			4,732			2,128			2,604
Federative Republic
of Brazil	2.68%	1.000%	12/20/2019	Citibank		125,000			9,100			3,400			5,700
Federative Republic
of Brazil	2.68%	1.000%	12/20/2019	Bank of America		100,000			7,280			2,592			4,688
								$	35,673		$	14,414		$	21,259

See notes to financial statements.

119

GuideMark^®Opportunistic Fixed Income Fund

CREDIT DEFAULT SWAPS ON CORPORATE, INDICES, AND SOVEREIGN — SELL PROTECTION⁽²⁾

March 31, 2015

	Implied
	Credit										Upfront
	Spread at	Fixed									Premiums				Unrealized
Reference	March 31,	Pay	Maturity		Notional		Fair				Paid				Appreciation
Obligation	2015⁽³⁾	Rate	Date	Counterparty	Amount⁽⁴⁾		Value				(Received)				(Depreciation)
Transocean Ltd.	7.74%	1.000%	12/20/2019	Merrill Lynch / Citibank		175,000		$	(43,387	)		$	(20,595	)		$	(22,792	)
Transocean Ltd.	7.74%	1.000%	12/20/2019	Deutsche Bank		100,000			(24,792	)			(12,951	)			(11,841	)
Transocean Ltd.	7.74%	1.000%	12/20/2019	JP Morgan Chase		150,000			(37,188	)			(22,717	)			(14,471	)
Transocean Ltd.	7.74%	1.000%	12/20/2019	JP Morgan Chase		75,000			(18,594	)			(11,834	)			(6,760	)
Transocean Ltd.	7.74%	1.000%	12/20/2019	Citibank		25,000			(6,198	)			(4,044	)			(2,154	)
Transocean Ltd.	7.74%	1.000%	12/20/2019	JP Morgan Chase		55,000			(13,636	)			(9,199	)			(4,437	)
Transocean Ltd.	7.74%	1.000%	12/20/2019	Morgan Stanley		35,000			(8,677	)			(5,901	)			(2,776	)
								$	(152,472	)		$	(87,241	)		$	(65,231	)

GuideMark^®Opportunistic Fixed Income Fund

CENTRALLY CLEARED CREDIT DEFAULT SWAPS ON CREDIT INDICES — BUY PROTECTION⁽¹⁾

March 31, 2015

	Implied
	Credit										Upfront
	Spread at	Fixed									Premiums				Unrealized
Reference	March 31,	Pay	Maturity		Notional		Fair				Paid				Appreciation
Obligation	2015⁽³⁾	Rate	Date	Clearing Agent	Amount⁽⁴⁾		Value				(Received)				(Depreciation)
CDX.NA.HY.24 Index	3.43%	5.000%	6/20/2020	Intercontinental Exchange		2,550,000		$	(181,612	)		$	(174,183	)		$	(7,429	)
								$	(181,612	)		$	(174,183	)		$	(7,429	)

See notes to financial statements.

120

GuideMark^®Opportunistic Fixed Income Fund
OVER-THE-COUNTER INTEREST RATE SWAPS

March 31, 2015

										Upfront
		Fixed								Premiums		Unrealized
Pay/Receive	Floating	Pay		Maturity		Notional	Fair			Paid		Appreciation
Floating Rate	Rate Index	Rate		Date	Counterparty	Amount⁽⁴⁾	Value			(Received)		(Depreciation)
Receive	3-MO-USD-LIBOR	0.926	%	10/17/2017	Citibank	5,190,000	$	7,945		$	0	$	7,945
Receive	3-MO-USD-LIBOR	3.018	%	8/22/2023	JP Morgan Chase	7,290,000		(633,031	)		0		(633,031	)
Receive	3-MO-USD-LIBOR	1.914	%	1/22/2025	Citibank	490,000		4,710			0		4,710
Receive	3-MO-USD-LIBOR	1.970	%	1/23/2025	Citibank	610,000		2,802			0		2,802
Receive	3-MO-USD-LIBOR	1.973	%	1/27/2025	Citibank	360,000		1,563			0		1,563
Receive	3-MO-USD-LIBOR	1.937	%	1/29/2025	Citibank	90,000		688			0		688
Receive	3-MO-USD-LIBOR	1.942	%	1/30/2025	Citibank	80,000		578			0		578
Receive	3-MO-USD-LIBOR	1.817	%	2/3/2025	Citibank	120,000		2,255			0		2,255
Receive	3-MO-USD-LIBOR	1.978	%	3/27/2025	Citibank	1,200,000		5,686			0		5,686
Receive	3-MO-USD-LIBOR	1.985	%	3/27/2025	Citibank	1,200,000		4,875			0		4,875
Receive	3-MO-USD-LIBOR	3.848	%	8/22/2043	JP Morgan Chase	4,170,000		(1,308,649	)		0		(1,308,649	)
							$	(1,910,578	)	$	0	$	(1,910,578	)


1)	If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
2)	If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.
3)	Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on U.S. municipal issues, corporate issues or sovereign issues of an emerging country as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced entity or obligation.
4)	The maximum potential amount the Fund could be required to pay as seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

See notes to financial statements.

121

GuidePath^®Strategic Asset Allocation Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 97.86%
		Affiliated Mutual Funds - 54.39%
	305,699	Altegris^®Macro Strategy Fund -
		Institutional Shares (a)	$	2,751,295
	510,598	Altegris^®Multi-Strategy Alternatives
		Fund - Institutional Shares		5,361,279
	1,301,374	GuideMark^®Global Real Return
		Fund - Institutional Shares		10,710,311
	1,223,084	GuideMark^®Large Cap Growth
		Fund - Institutional Shares		18,700,947
	1,600,622	GuideMark^®Large Cap Value
		Fund - Institutional Shares		19,943,752
	1,106,932	GuideMark^®Opportunistic Equity
		Fund - Institutional Shares		14,201,932
	1,408,994	GuideMark^®Small/Mid Cap Core
		Fund - Institutional Shares		24,826,478
	5,603,058	GuideMark^®World ex-US Fund -
		Institutional Shares		49,026,755
				145,522,749
		Exchange Traded Funds - 43.47%
	118,199	iShares Core MSCI Emerging Markets ETF (b)		5,712,558
	157,468	iShares MSCI Canada ETF (b)		4,279,980
	123,454	iShares MSCI Switzerland Capped ETF		4,099,907
	182,448	SPDR S&P 500 ETF Trust		37,662,741
	31,250	SPDR S&P 600 Small Cap Growth ETF (b)		5,904,375
	57,627	SPDR S&P China ETF		4,877,549
	990,137	Vanguard FTSE All-World ex-US Fund (b)		48,249,376
	27,291	Vanguard Global ex-U.S. Real Estate ETF		1,535,665
	47,598	Vanguard REIT ETF (b)		4,001,564
				116,323,715
		Total Investment Companies (Cost $200,997,335)		261,846,464

Number of
Shares			Value
		SHORT TERM INVESTMENTS - 1.85%
		Money Market Funds - 1.85%
	4,950,790	Federated Prime Obligations Fund
		Effective Yield, 0.05%	$	4,950,790
		Total Short Term Investments (Cost $4,950,790)		4,950,790
		INVESTMENTS PURCHASED
		AS SECURITIES LENDING
		COLLATERAL - 23.47%
		Money Market Funds - 23.47%
	62,810,051	Mount Vernon Prime Portfolio
		Effective Yield, 0.22%		62,810,051
		Total Investments Purchased as
		Securities Lending Collateral
		(Cost $62,810,051)		62,810,051
		Total Investments (Cost $268,758,176) - 123.18%		329,607,305
		Liabilities in Excess of
		Other Assets - (23.18)%		(62,030,934	)
		TOTAL NET ASSETS - 100.00%	$	267,576,371

Percentages are stated as a percent of net assets.

(a)	Non-income producing security.
(b)	All or portion of this security is on loan.

See notes to financial statements.

122

GuidePath^®Tactical Constrained^®Asset Allocation Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 96.93%
		Affiliated Mutual Funds - 64.91%
	2,124,697	GuideMark^®Core Fixed Income
		Fund - Institutional Shares	$	20,545,824
	784,709	GuideMark^®Large Cap Growth
		Fund - Institutional Shares		11,998,193
	968,299	GuideMark^®Large Cap Value
		Fund - Institutional Shares		12,065,006
	1,494,135	GuideMark^®Opportunistic Equity
		Fund - Institutional Shares		19,169,749
	966,806	GuideMark^®Opportunistic Fixed
		Income Fund - Institutional Shares		9,213,659
	606,851	GuideMark^®Small/Mid Cap Core
		Fund - Institutional Shares		10,692,707
	3,813,221	GuideMark^®World ex-US Fund -
		Institutional Shares		33,365,682
				117,050,820
		Exchange Traded Funds - 28.91%
	36,281	iShares 10+Year Credit Bond ETF (a)		2,271,191
	3,455	iShares 20+Year Treasury Bond ETF (a)		451,534
	134,480	iShares Core MSCI Emerging
		Markets ETF (a)		6,499,418
	12,020	iShares Core U.S. Credit Bond ETF		1,362,707
	65,537	iShares Global Infrastructure ETF		2,743,379
	19,563	iShares International Select Dividend ETF		658,099
	60,643	iShares U.S. Home Construction ETF (a)		1,711,952
	119,391	Market Vectors Unconventional Oil
		& Gas ETF (a)		2,565,713
	57,744	SPDR Barclays High Yield Bond ETF (a)		2,264,720
	115,787	SPDR S&P 500 ETF Trust		23,901,910
	2,989	SPDR S&P Dividend ETF (a)		233,740
	16,349	Vanguard Global ex-U.S. Real Estate ETF		919,958
	59,270	Vanguard REIT ETF (a)		4,982,829
	6,730	WisdomTree Europe Hedged Equity Fund		445,122
	20,151	WisdomTree Japan Hedged Equity Fund		1,110,723
				52,122,995

Number of
Shares			Value
		Mutual Funds - 3.11%
	110,627	AQR Diversified Arbitrage Fund -
		Institutional Shares	$	1,123,969
	114,002	Arbitrage Event Driven Fund -
		Institutional Shares		1,118,356
	122,460	DoubleLine Total Return Bond Fund -
		Institutional Shares		1,351,962
	183,940	Iron Strategic Income Fund -
		Institutional Shares		2,006,790
				5,601,077
		Total Investment Companies
		(Cost $137,368,880)		174,774,892
		SHORT TERM INVESTMENTS - 2.83%
		Money Market Funds - 2.83%
	5,104,616	Federated Prime Obligations Fund
		Effective Yield, 0.05%		5,104,616
		Total Short Term Investments
		(Cost $5,104,616)		5,104,616
		INVESTMENTS PURCHASED
		AS SECURITIES LENDING
		COLLATERAL - 9.15%
		Money Market Funds - 9.15%
	16,506,270	Mount Vernon Prime Portfolio
		Effective Yield, 0.22%		16,506,270
		Total Investments Purchased as
		Securities Lending Collateral
		(Cost $16,506,270)		16,506,270
		Total Investments
		(Cost $158,979,766) - 108.91%		196,385,778
		Liabilities in Excess of
		Other Assets - (8.91)%		(16,074,193	)
		TOTAL NET ASSETS - 100.00%	$	180,311,585

Percentages are stated as a percent of net assets.

(a)	All or portion of this security is on loan.

See notes to financial statements.

123

GuidePath^®Tactical Unconstrained^®Asset Allocation Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 97.92%
		Affiliated Mutual Funds - 26.01%
	906,090	GuideMark^®Core Fixed Income
		Fund - Institutional Shares	$	8,761,895
	914,346	GuideMark^®Large Cap Growth
		Fund - Institutional Shares		13,980,356
	1,957,974	GuideMark^®Large Cap Value
		Fund - Institutional Shares		24,396,358
	2,358,179	GuideMark^®Opportunistic Equity
		Fund - Institutional Shares		30,255,430
	2,150,569	GuideMark^®Opportunistic Fixed
		Income Fund - Institutional Shares		20,494,921
	258,994	GuideMark^®Small/Mid Cap Core
		Fund - Institutional Shares		4,563,468
	2,749,603	GuideMark^®World ex-US Fund -
		Institutional Shares		24,059,028
				126,511,456
		Exchange Traded Funds - 60.24%
	144,724	iShares Asia 50 ETF (a)		7,233,291
	25,915	iShares CMBS ETF (a)		1,351,726
	13,684	iShares Core MSCI EAFE ETF (a) .		800,377
	197,041	iShares Core MSCI Emerging
		Markets ETF (a)		9,522,992
	333,304	iShares Core U.S. Credit Bond ETF (a)		37,786,674
	205,270	iShares Floating Rate Bond ETF (a)		10,394,873
	34,222	iShares JPMorgan USD Emerging
		Markets Bond ETF (a)		3,836,971
	158,947	iShares MSCI ACWI ETF		9,539,999
	39,646	iShares MSCI India ETF		1,272,240
	152,169	iShares TIPS Bond ETF (a)(b)		17,284,877
	45,926	PowerShares DB Gold Fund (b)		1,793,410
	156,577	PowerShares Senior Loan Portfolio (a)		3,771,940
	235,663	SPDR Barclays International Treasury
		Bond ETF (a)		12,518,419
	64,491	SPDR Barclays Short Term
		International Treasury Bond ETF (a)		1,956,657
	136,843	SPDR EURO STOXX 50 ETF (a)		5,312,245
	218,447	SPDR S&P 500 ETF Trust		45,094,014
	68,118	SPDR S&P Emerging Asia Pacific ETF (a)		5,995,746
	465,380	Vanguard FTSE Europe ETF		25,232,904
	85,338	Vanguard FTSE Pacific ETF (a)		5,229,513

Number of
Shares			Value
		Exchange Traded Funds (Continued)
	137,759	Vanguard High Dividend Yield ETF	$	9,408,940
	188,645	Vanguard Intermediate-Term
		Government Bond ETF (a)		12,341,156
	229,461	Vanguard REIT ETF (a)		19,290,786
	259,621	Vanguard Short-Term Bond Fund (a)		20,904,683
	194,430	Vanguard Total Bond Market ETF .		16,209,629
	122,798	Vanguard Total International Bond ETF		6,642,144
	17,789	WisdomTree Europe Hedged Equity Fund		1,176,564
	21,231	WisdomTree Japan Hedged Equity Fund		1,170,253
				293,073,023
		Mutual Funds - 11.67%
	1,270,964	Eaton Vance Floating-Rate Fund -
		Institutional Shares		11,425,967
	948,938	Eaton Vance Global Macro Absolute
		Return Advantage Fund - Institutional Shares		9,736,100
	607,186	Eaton Vance Income Fund of Boston -
		Institutional Shares		3,594,541
	47,527	Eaton Vance Multi-Strategy Absolute
		Return Fund - Institutional Shares .		415,382
	299,704	Parametric Absolute Return Fund -
		Institutional Shares (b)		2,922,117
	53,363	Parametric Emerging Markets Fund -
		Institutional Shares		742,817
	658,317	PIMCO CommoditiesPLUS Strategy
		Fund - Institutional Shares		4,759,631
	344,459	Pioneer Strategic Income Fund -
		Class Y		3,709,821
	1,507,860	William Blair Macro Allocation Fund -
		Class I (c)		19,481,556
				56,787,932
		Total Investment Companies
		(Cost $449,299,773)		476,372,411
		SHORT TERM INVESTMENTS - 1.78%
		Money Market Funds - 1.78%
	8,663,476	Federated Prime Obligations Fund
		Effective Yield, 0.05%		8,663,476
		Total Short Term Investments
		(Cost $8,663,476)		8,663,476

See notes to financial statements.

124

GuidePath^®Tactical Unconstrained^®Asset Allocation Fund
SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		INVESTMENTS PURCHASED
		AS SECURITIES LENDING
		COLLATERAL - 12.71%
		Money Market Funds - 12.71%
	61,819,802	Mount Vernon Prime Portfolio
		Effective Yield, 0.22%	$	61,819,802
		Total Investments Purchased as
		Securities Lending Collateral
		(Cost $61,819,802)		61,819,802
		Total Investments
		(Cost $519,783,051) - 112.41%		546,855,689
		Liabilities in Excess of Other Assets - (12.41)%		(60,386,034	)
		TOTAL NET ASSETS - 100.00%	$	486,469,655

	Percentages are stated as a percent of net assets.
(a)	All or portion of this security is on loan.
(b)	Non-income producing security.
(c)	Certain GPS Funds invest in securities of unaffiliated underlying funds in accordance with Section 12(d)(1)(F) of the Investment Company Act of 1940. Such investments are potentially illiquid, because an unaffiliated underlying fund, under the terms of Section 12(d)(1)(F), is not obligated to redeem its shares in an amount exceeding 1% of its total outstanding shares during any period of less than thirty days. Investments made in accordance with Section 12(d)(1)(F) that exceed 1% of the outstanding shares of each underlying fund, and therefore are potentially illiquid, amount to 4.00% of total net assets as of March 31, 2015.

See notes to financial statements.

125

GuidePath^®Absolute Return Asset Allocation Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 98.01%
		Affiliated Mutual Funds - 5.30%
	1,283,660	GuideMark^®Core Fixed Income Fund - Institutional Shares	$	12,412,994
	337,528	GuideMark^®Large Cap Value Fund - Institutional Shares		4,205,601
	340,049	GuideMark^®World ex-US Fund - Institutional Shares		2,975,427
				19,594,022
		Exchange Traded Funds - 49.06%
	75,870	iShares 3-7 Year Treasury Bond ETF		9,420,778
	105,002	iShares 7-10 Year Treasury Bond ETF (a)		11,381,167
	63,360	iShares Agency Bond Fund (a)		7,254,720
	17,876	iShares Core MSCI Emerging Markets ETF (a)		863,947
	193,203	iShares Core U.S. Credit Bond ETF (a)		21,903,424
	77,591	iShares JPMorgan USD Emerging Markets Bond ETF (a)		8,699,503
	33,486	iShares MBS ETF (a)		3,694,845
	120,569	iShares MSCI ACWI ETF		7,236,551
	7,658	PowerShares DB Agriculture Fund (b)		169,548
	4,952	PowerShares DB Base Metals Fund (a)(b)		75,072
	22,252	PowerShares DB Energy Fund (a)(b)		353,362
	11,579	PowerShares DB Precious Metals Fund (b)		427,728
	105,490	SPDR Barclays 1-3 Month T-Bill ETF (a)(b)		4,824,058
	113,686	SPDR Barclays High Yield Bond ETF (a)		4,458,765
	278,488	SPDR Barclays Short Term Corporate Bond ETF (a)		8,563,506
	26,721	SPDR S&P 500 ETF Trust		5,516,016
	48,567	Vanguard FTSE All-World ex-US Fund (a)		2,366,670
	133,526	Vanguard FTSE Europe ETF		7,239,780
	185,682	Vanguard Intermediate-Term Corporate Bond ETF (a)		16,284,311
	51,374	Vanguard Long-Term Corporate Bond ETF		4,834,037

Number of
Shares			Value
		Exchange Traded Funds (Continued)
	22,212	Vanguard Mid-Cap Value ETF (a)	$	2,041,505
	550,132	Vanguard Mortgage-Backed Securities ETF		29,399,054
	3,665	Vanguard Small-Cap Value ETF (a)		400,951
	287,430	Vanguard Total Bond Market ETF		23,963,039
				181,372,337
		Mutual Funds - 43.65%
	357,850	Aberdeen Equity Long-Short Fund - Institutional Shares (c)		3,746,691
	378,658	BlackRock Low Duration Bond Portfolio - Institutional Shares		3,684,340
	161,930	Boston Partners Long/Short Research Fund - Institutional Shares		2,488,862
	282,384	DoubleLine Core Fixed Income Fund - Institutional Shares		3,134,461
	546,872	DoubleLine Emerging Markets Fixed Income Bond Fund - Institutional Shares		5,594,501
	727,297	DoubleLine Low Duration Bond Fund - Institutional Shares		7,374,788
	180,094	DoubleLine Multi-Asset Growth Fund - Institutional Shares (c)		1,766,724
	1,791,966	DoubleLine Total Return Bond Fund - Institutional Shares		19,783,307
	900,769	Eaton Vance Floating-Rate Fund - Institutional Shares		8,097,915
	784,568	Eaton Vance Global Macro Absolute Return Advantage Fund - Institutional Shares		8,049,663
	231,378	Eaton Vance Multi-Strategy Absolute Return Fund - Institutional Shares (c)		2,022,240
	839,228	John Hancock Funds II - Alternative Asset Allocation Fund - Institutional Shares (c)		12,076,487
	1,087,808	JPMorgan Unconstrained Debt Fund - Select Shares		11,030,373
	364,883	JPMorgan Research Equity Long/Short Fund - Select Shares		6,181,117
	78,125	JPMorgan Systematic Alpha Fund - Institutional Shares		1,177,338
	190,115	Parametric Absolute Return Fund - Institutional Shares (b)		1,853,621

See notes to financial statements.

126

GuidePath^®Absolute Return Asset Allocation Fund

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES (Continued)
		Mutual Funds (Continued)
	5,019,990	Pioneer Strategic Income Fund - Class Y	$	54,065,289
	907,398	T. Rowe Price Institutional Floating Rate Fund		9,210,087
				161,337,804
		Total Investment Companies (Cost $356,999,552)		362,304,163
		SHORT TERM INVESTMENTS - 1.87%
		Money Market Funds - 1.87%
	6,894,864	Federated Prime Obligations Fund Effective Yield, 0.05%		6,894,864
		Total Short Term Investments (Cost $6,894,864)		6,894,864
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 9.49%
		Money Market Funds - 9.49%
	35,062,476	Mount Vernon Prime Portfolio Effective Yield, 0.22%		35,062,476
		Total Investments Purchased as Securities Lending Collateral (Cost $35,062,476)		35,062,476
		Total Investments (Cost $398,956,892) - 109.37%		404,261,503
		Liabilities in Excess of Other Assets - (9.37)%		(34,617,291	)
		TOTAL NET ASSETS - 100.00%	$	369,644,212

Percentages are stated as a percent of net assets.

(a)	All or portion of this security is on loan.
(b)	Non-income producing security.
(c)	Certain GPS Funds invest in securities of unaffiliated underlying funds in accordance with Section 12(d)(1)(F) of the Investment Company Act of 1940. Such investments are potentially illiquid, because an unaffiliated underlying fund, under the terms of Section 12(d)(1)(F), is not obligated to redeem its shares in an amount exceeding 1% of its total outstanding shares during any period of less than thirty days. Investments made in accordance with Section 12(d)(1)(F) that exceed 1% of the outstanding shares of each underlying fund, and therefore are potentially illiquid, amount to 5.31% of total net assets as of March 31, 2015.

See notes to financial statements.

127

GuidePath^®Multi-Asset Income Asset Allocation Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 97.85%
		Affiliated Mutual Funds - 4.57%
	241,699	GuideMark^®Core Fixed Income Fund - Institutional Shares	$	2,337,228
	27,612	GuideMark^®Opportunistic Fixed Income Fund - Institutional Shares		263,145
	437,242	GuideMark^®World ex-US Fund - Institutional Shares		3,825,867
				6,426,240
		Exchange Traded Funds - 43.14%
	17,811	iShares 7-10 Year Treasury Bond ETF (a)		1,930,534
	10,073	iShares 10+ Year Credit Bond ETF (a)		630,570
	21,834	iShares 20+ Year Treasury Bond ETF (a)		2,853,485
	61,044	iShares Global Infrastructure ETF (a)		2,555,302
	78,332	iShares iBoxx $ High Yield Corporate Bond ETF (a)		7,097,663
	3,360	iShares iBoxx $ Investment Grade Corporate Bond ETF		408,946
	102,098	iShares International Select Dividend ETF		3,434,577
	62,561	iShares JPMorgan USD Emerging Markets Bond ETF (a)		7,014,339
	35,391	iShares MSCI Australia ETF (a)		809,038
	53,647	iShares U.S. Preferred Stock ETF (a)		2,151,781
	34,946	SPDR Barclays High Yield Bond ETF (a)		1,370,582
	56,448	SPDR Barclays Short Term High Yield Bond ETF		1,648,282
	27,890	SPDR Dow Jones International Real Estate ETF (a)		1,208,195
	44,823	Vanguard REIT ETF (a)		3,768,270
	32,533	WisdomTree Emerging Markets Equity Income Fund		1,382,653
	19,982	WisdomTree Emerging Markets SmallCap Dividend Fund		883,804
	258,335	WisdomTree Equity Income Fund (a)		15,673,183
	69,772	WisdomTree International SmallCap Dividend Fund (a)		4,134,689
	23,080	WisdomTree SmallCap Dividend Fund (a)		1,663,606
				60,619,499
		Mutual Funds - 50.14%
	3,035,258	BlackRock Multi-Asset Income Fund - Institutional Shares	$	34,298,415
	414,622	Forward EM Corporate Debt Fund - Institutional Shares		3,536,729

Number of
Shares			Value
		Mutual Funds (Continued)
	554,304	Forward International Dividend Fund - Institutional Shares	$	4,118,481
	423,692	Forward Long/Short Credit Analysis Fund - Institutional Shares		3,164,981
	44,406	Forward Select EM Dividend Fund - Institutional Shares		862,355
	296,717	Forward Select Income Fund - Institutional Shares		7,702,777
	290,899	JPMorgan International Equity Income Fund - Select Shares		4,738,739
	468,641	JPMorgan High Yield Fund - Select Shares		3,594,480
	508,026	JPMorgan Income Builder Fund - Select Shares		5,263,151
	225,061	JPMorgan Unconstrained Debt Fund - Select Shares		2,282,114
	86,817	T. Rowe Price Institutional Floating Rate Fund		881,196
				70,443,418
		Total Investment Companies (Cost $133,301,124)		137,489,157
		SHORT TERM INVESTMENTS - 1.93%
		Money Market Funds - 1.93%
	2,708,204	Federated Prime Obligations Fund Effective Yield, 0.05%		2,708,204
		Total Short Term Investments (Cost $2,708,204)		2,708,204
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 12.73%
		Money Market Funds - 12.73%
	17,880,139	Mount Vernon Prime Portfolio Effective Yield, 0.22%		17,880,139
		Total Investments Purchased as Securities Lending Collateral (Cost $17,880,139)		17,880,139
		Total Investments (Cost $153,889,467) - 112.51%		158,077,500
		Liabilities in Excess of Other Assets - (12.51)%		(17,579,563	)
		TOTAL NET ASSETS - 100.00%	$	140,497,937

Percentages are stated as a percent of net assets.

(a)	All or portion of this security is on loan.

See notes to financial statements.

128

GuidePath^®Fixed Income Allocation Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 97.09%
		Affiliated Mutual Funds - 35.65%
	3,289,684	GuideMark^®Core Fixed Income Fund - Institutional Shares	$	31,811,248
	2,129,846	GuideMark^®Opportunistic Fixed Income Fund - Institutional Shares		20,297,432
				52,108,680
		Exchange Traded Funds - 56.04%
	81,451	iShares 1-3 Year Treasury Bond ETF (a)		6,913,561
	82,336	iShares 7-10 Year Treasury Bond ETF (a)		8,924,399
	35,322	iShares 10+ Year Credit Bond ETF		2,211,157
	13,719	iShares 20+ Year Treasury Bond ETF (a)		1,792,936
	41,363	iShares Core U.S. Credit Bond ETF		4,689,323
	9,896	iShares JPMorgan USD Emerging Markets Bond ETF (a)		1,109,540
	155,895	PowerShares Senior Loan Portfolio (a)		3,755,511
	97,138	SPDR Barclays High Yield Bond ETF (a)		3,809,752
	95,479	SPDR Barclays Short Term High Yield Bond ETF		2,787,987
	71,942	SPDR Barclays TIPS ETF (a)		4,079,111
	13,318	SPDR DB International Government Inflation-Protected Bond ETF		726,630
	164,182	Vanguard Mortgage-Backed Securities ETF		8,773,886
	382,303	Vanguard Total Bond Market ETF		31,872,602
	11,688	WisdomTree Emerging Markets Local Debt Fund (a)		464,598
				81,910,993

Number of
Shares			Value
		Mutual Funds - 5.40%
	343,105	DoubleLine Total Return Bond Fund - Institutional Shares	$	3,787,880
	282,051	Loomis Sayles Bond Fund - Institutional Shares		4,106,659
				7,894,539
		Total Investment Companies (Cost $140,300,867)		141,914,212
		SHORT TERM INVESTMENTS - 2.79%
		Money Market Funds - 2.79%
	4,074,667	Federated Prime Obligations Fund Effective Yield, 0.05%		4,074,667
		Total Short Term Investments (Cost $4,074,667)		4,074,667
		INVESTMENTS PURCHASED AS SECURITIES LENDING COLLATERAL - 17.15%
		Money Market Funds - 17.15%
	25,070,590	Mount Vernon Prime Portfolio
		Effective Yield, 0.22%		25,070,590
		Total Investments Purchased as Securities Lending Collateral (Cost $25,070,590)		25,070,590
		Total Investments (Cost $169,446,124) - 117.03%		171,059,469
		Liabilities in Excess of Other Assets - (17.03)%		(24,897,638	)
		TOTAL NET ASSETS - 100.00%	$	146,161,831

Percentages are stated as a percent of net assets.

(a)	All or portion of this security is on loan.

See notes to financial statements.

129

GuidePath^®Altegris^®Diversified Alternatives Allocation Fund

SCHEDULE OF INVESTMENTS

March 31, 2015

Number of
Shares			Value
		INVESTMENT COMPANIES - 98.10%
		Affiliated Mutual Funds - 98.10%
	208,908	Altegris^®/AACA Real Estate Long Short Fund - Institutional Shares	$	2,667,754
	4,324,270	Altegris^®Equity Long Short Fund - Institutional Shares (a)		48,345,338
	2,682,567	Altegris^®Fixed Income Long Short Fund - Institutional Shares (a)		28,166,956
	702,874	Altegris^®Futures Evolution Strategy Fund - Institutional Shares		8,300,938
	854,143	Altegris^®Macro Strategy Fund - Institutional Shares (b)		7,687,287
	496,702	Altegris^®Managed Futures Strategy Fund - Institutional Shares (b)		5,091,193
				100,259,466
		Total Investment Companies (Cost $91,233,254)		100,259,466

Number of
Shares			Value
		SHORT TERM INVESTMENTS - 1.83%
		Money Market Funds - 1.83%
	1,873,592	Federated Prime Obligations Fund Effective Yield, 0.05%	$	1,873,592

		Total Short Term Investments (Cost $1,873,592)		1,873,592
		Total Investments (Cost $93,106,846) - 99.93%		102,133,058
		Other Assets in Excess of Liabilities - 0.07%		70,114
		TOTAL NET ASSETS - 100.00%	$	102,203,172

Percentages are stated as a percent of net assets.

(a)	Fair value of this security exceeds 25% of the Fund’s net assets. Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database at www.sec.gov.
(b)	Non-income producing security.

See notes to financial statements.

130

GuideMark^®Funds & GuidePath^®Funds

STATEMENTS OF ASSETS & LIABILITIES

March 31, 2015

	Large Cap Growth Fund			Large Cap Value Fund			Small/Mid Cap Core Fund
ASSETS:
Investments, at value (cost $166,730,200, $165,781,909, and $79,767,017, respectively)¹	$	224,192,082		$	227,971,038			$	89,694,720
Cash		—			—				8,123
Income receivable		148,993			374,627				52,775
Receivable for dividend reclaims		2,066			52,954				119
Receivable for investment securities sold		3,252,497			6,818,015				1,263,022
Receivable for fund shares sold		231,287			238,819				39,271
Other assets		24,525			29,586				25,551
Total Assets		227,851,450			235,485,039				91,083,581
LIABILITIES:
Payable for collateral on securities loaned		10,704,466			12,589,606				11,945,175
Payable for investment securities purchased		3,017,398			—				850,679
Payable for fund shares redeemed		563,983			626,339				110,818
Payable to Investment Advisor		163,605			166,937				62,786
Payable to Custodian		130,315			133,595				—
Other accrued expenses		127,367			128,770				60,082
Total Liabilities		14,707,134			13,645,247				13,029,540
NET ASSETS	$	213,144,316		$	221,839,792			$	78,054,041
NET ASSETS CONSIST OF:
Capital stock		177,092,440			293,900,882				67,527,364
Unrealized appreciation on investments		57,461,882			62,189,129				9,927,703
Accumulated undistributed net investment income (loss)		280,153			565,345				(6,128	)
Accumulated undistributed net realized gain (loss)		(21,690,159	)		(134,815,564	)			605,102
Total Net Assets	$	213,144,316		$	221,839,792			$	78,054,041
Institutional Shares
Shares outstanding (unlimited shares of no par value authorized)		2,922,138			4,864,423				2,274,838
Net assets		44,686,597			60,596,893				40,075,963
Net asset value, offering and redemption price per share	$	15.29		$	12.46			$	17.62
Service Shares
Shares outstanding (unlimited shares of no par value authorized)		11,126,557			12,822,706				2,193,798
Net assets		168,457,719			161,242,899				37,978,078
Net asset value, offering and redemption price per share	$	15.14		$	12.57			$	17.31
¹Includes loaned securities with a value of:	$	10,378,972		$	11,958,323			$	11,470,146

See notes to financial statements.

131

GuideMark^®Funds & GuidePath^®Funds

STATEMENTS OF ASSETS & LIABILITIES (Continued)

March 31, 2015

	World ex-US Fund			Opportunistic Equity Fund			Global Real Return Fund
ASSETS:
Investments, at value (cost $304,045,492, $119,112,393, and $86,944,290, respectively)¹	$	340,964,851		$	148,689,730		$	83,332,524
Foreign currencies (cost $873,637, $0, and $0, respectively)		874,102			—			—
Cash		232,910			16,111			6,517
Income receivable		947,166			145,819			28,481
Receivable for dividend reclaims		518,889			5,094			—
Receivable for investment securities and foreign currencies sold		319,222			413,990			70,752
Receivable for fund shares sold		387,910			165,935			31,992
Other assets		33,202			33,219			37,657
Total Assets		344,278,252			149,469,898			83,507,923
LIABILITIES:
Payable for collateral on securities loaned		577,042			11,333,137			18,747,590
Payable for investment securities and foreign currencies purchased		199,407			192,848			—
Payable for fund shares redeemed		785,606			316,594			68,388
Payable to Investment Advisor		215,244			110,072			30,698
Variation margin on futures contracts		42,158			—			—
Other accrued expenses		310,135			91,006			59,946
Total Liabilities		2,129,592			12,043,657			18,906,622
NET ASSETS	$	342,148,660		$	137,426,241		$	64,601,301
NET ASSETS CONSIST OF:
Capital stock		503,541,372			102,643,407			83,105,946
Unrealized appreciation (depreciation) on:
Investments		36,919,359			29,577,343			(3,611,766	)
Foreign currencies		(69,443	)		—			—
Futures contracts		(14,902	)		—			—
Accumulated undistributed net investment income (loss)		4,973,786			(9,579	)		(9,263	)
Accumulated undistributed net realized gain (loss)		(203,201,512	)		5,215,070			(14,883,616	)
Total Net Assets	$	342,148,660		$	137,426,241		$	64,601,301
Institutional Shares
Shares outstanding (unlimited shares of no par value authorized)		12,943,173			4,959,245			1,301,374
Net assets		113,316,485			63,622,473			10,708,053
Net asset value, offering and redemption price per share	$	8.75		$	12.83		$	8.23
Service Shares
Shares outstanding (unlimited shares of no par value authorized)		26,294,289			5,786,441			6,539,499
Net assets		228,832,175			73,803,768			53,893,248
Net asset value, offering and redemption price per share	$	8.70		$	12.75		$	8.24
¹Includes loaned securities with a value of:	$	563,203		$	11,025,036		$	17,875,908

See notes to financial statements.

132

GuideMark^®Funds & GuidePath^®Funds

STATEMENTS OF ASSETS & LIABILITIES (Continued)

March 31, 2015

	Core Fixed Income Fund				Tax-Exempt Fixed Income Fund				Opportunistic Fixed Income Fund
ASSETS:
Investments, at value (cost $340,469,151, $59,889,230, and $201,997,620, respectively)¹		$	349,540,451			$	64,963,314			$	192,691,000
Foreign currencies (cost $0, $0, and $2,546,049, respectively)			—				—				2,521,144
Cash			—				126				3,675
Variation margin on futures			54,310				—				16,840
Variation margin on swaps			—				—				440,440
Income receivable			1,539,963				906,360				1,643,351
Receivable for dividend reclaims			—				—				391
Receivable for investment securities and foreign currencies sold			2,917,101				18				976,369
Receivable for fund shares sold			422,372				34,547				282,288
Swap premiums paid			—				—				14,414
Deposits with brokers for forwards, futures and swaps			105,282				—				1,690,000
Appreciation of forward foreign currency contracts			—				—				9,695,622
Appreciation of swap agreements			—				—				52,361
Other assets			40,552				16,837				24,582
Total Assets			354,620,031				65,921,202				210,052,477
LIABILITIES:
Options written at value (Premium received $0, $0 and $59,769, respectively)			—				—				16,984
Depreciation of forward foreign currency contracts			—				—				3,551,087
Depreciation on swap agreements			57				—				2,014,340
Payable for collateral on securities loaned			6,327,571				—				—
Payable for investment securities and foreign currencies purchased			34,216,970				104,847				733,906
Payable for fund shares redeemed			998,157				26,215				662,461
Payable to Investment Advisor			140,197				19,922				96,897
Payable to Custodian			25,420				—				—
Swap premiums received			10,962				—				261,424
Other accrued expenses			248,227				88,049				239,164
Total Liabilities			41,967,561				239,033				7,576,263
NET ASSETS		$	312,652,470			$	65,682,169			$	202,476,214
NET ASSETS CONSIST OF:
Capital stock			302,788,057				64,471,477				212,579,618
Unrealized appreciation (depreciation) on:
Investments			9,071,309				5,074,084				(9,306,620	)
Foreign currencies			—				—				(85,552	)
Swaps			(57	)			—				(1,961,979	)
Forward currency exchange contracts			—				—				6,144,535
Futures contracts			(23,645	)			—				21,062
Written options			—				—				42,785
Accumulated undistributed net investment income (loss)			136,072				58,200				(3,057,437	)
Accumulated undistributed net realized gain (loss)			680,734				(3,921,592	)			(1,900,198	)
Total Net Assets		$	312,652,470			$	65,682,169			$	202,476,214
Institutional Shares
Shares outstanding (unlimited shares of no par value authorized)			7,845,831				—				5,307,823
Net assets			75,832,786				—				50,593,107
Net asset value, offering and redemption price per share		$	9.67			$	—			$	9.53
Service Shares
Shares outstanding (unlimited shares of no par value authorized)			24,447,261				5,671,461				15,895,473
Net assets			236,819,684				65,682,169				151,883,107
Net asset value, offering and redemption price per share		$	9.69			$	11.58			$	9.55
¹Includes loaned securities with a value of:		$	6,191,060			$	—			$	—

See notes to financial statements.

133

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STATEMENTS OF ASSETS & LIABILITIES (Continued)

March 31, 2015

	Strategic Asset Allocation Fund				Tactical Constrained^® Asset Allocation Fund				Tactical Unconstrained^® Asset Allocation Fund				Absolute Return Asset Allocation Fund
ASSETS:
Investments, at value (cost $158,801,920, $68,247,463, $412,927,655, and $380,978,516, respectively)¹		$	184,084,556			$	79,334,958			$	420,344,233			$	384,667,481
Investments in affiliates, at value (cost $109,956,256, $90,732,303, $106,855,396 and $17,978,376, respectively)			145,522,749				117,050,820				126,511,456				19,594,022
Cash			186,498				36,874				286,497				51,289
Income receivable			170,864				114,418				274,757				269,890
Receivable for investment securities sold			436,670				333,617				1,097,733				495,927
Receivable for fund shares sold			608,566				425,639				805,384				688,449
Other assets			40,107				29,126				107,265				73,301
Total Assets			331,050,010				197,325,452				549,427,325				405,840,359
LIABILITIES:
Payable for collateral on securities loaned			62,810,051				16,506,270				61,819,802				35,062,476
Payable for investment securities purchased			—				4,731				—				—
Payable for fund shares redeemed			388,807				301,540				605,691				709,314
Payable to Investment Advisor			57,148				41,121				144,248				110,198
Other accrued expenses			217,633				160,205				387,929				314,159
Total Liabilities			63,473,639				17,013,867				62,957,670				36,196,147
NET ASSETS		$	267,576,371			$	180,311,585			$	486,469,655			$	369,644,212
NET ASSETS CONSIST OF:
Capital stock			205,256,676				139,575,587				460,393,951				368,182,656
Unrealized appreciation on:
Investments			25,282,636				11,087,495				7,416,578				3,688,965
Investments in affiliates			35,566,493				26,318,517				19,656,060				1,615,646
Accumulated undistributed net investment income (loss)			(177,911	)			(26,221	)			46,193				1,349,692
Accumulated undistributed net realized gain (loss)			1,648,477				3,356,207				(1,043,127	)			(5,192,747	)
Total Net Assets		$	267,576,371			$	180,311,585			$	486,469,655			$	369,644,212
Institutional Shares
Shares outstanding (unlimited shares of no par value authorized)			664,486				548,459				577,968				266,673
Net assets			7,737,997				6,173,168				5,977,217				2,673,347
Net asset value, offering and redemption price per share		$	11.65			$	11.26			$	10.34			$	10.02
Service Shares
Shares outstanding (unlimited shares of no par value authorized)			22,368,981				15,424,710				46,541,214				36,551,547
Net assets			259,838,374				174,138,417				480,492,438				366,970,865
Net asset value, offering and redemption price per share		$	11.62			$	11.29			$	10.32			$	10.04
¹Includes loaned securities with a value of:		$	60,186,270			$	15,949,488			$	59,717,452			$	34,053,281

See notes to financial statements.

134

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STATEMENTS OF ASSETS & LIABILITIES (Continued)

March 31, 2015

	Multi-Asset Income Asset Allocation Fund				Fixed Income Allocation Fund				Altegris^® Diversified Alternatives Allocation Fund
ASSETS:
Investments, at value (cost $147,639,334, $117,307,018, and $1,873,592, respectively)¹		$	151,651,260			$	118,950,789			$	1,873,592
Investments in affiliates, at value (cost $6,250,133, $52,139,106, and $91,233,254, respectively)			6,426,240				52,108,680				100,259,466
Cash			46,028				11,851				208
Income receivable			180,152				13,410				75
Receivable for investment securities sold			162,412				294,376				171,263
Receivable for fund shares sold			409,092				306,362				135,673
Other assets			27,860				27,664				11,568
Total Assets			158,903,044				171,713,132				102,451,845
LIABILITIES:
Payable for collateral on securities loaned			17,880,139				25,070,590				—
Payable for investment securities purchased			53,495				13,252				—
Payable for fund shares redeemed			302,212				295,159				161,798
Payable to Investment Advisor			41,843				31,264				—
Other accrued expenses			127,418				141,036				86,875
Total Liabilities			18,405,107				25,551,301				248,673
NET ASSETS		$	140,497,937			$	146,161,831			$	102,203,172
NET ASSETS CONSIST OF:
Capital stock			137,134,180				152,206,603				97,867,010
Unrealized appreciation (depreciation) on:
Investments			4,011,926				1,643,771				—
Investments in affiliates			176,107				(30,426	)			9,026,212
Accumulated undistributed net investment income			356,882				187,986				157,617
Accumulated undistributed net realized loss			(1,181,158	)			(7,846,103	)			(4,847,667	)
Total Net Assets		$	140,497,937			$	146,161,831			$	102,203,172
Institutional Shares
Shares outstanding (unlimited shares of no par value authorized)			—				231,254				183,562
Net assets			—				2,257,327				1,922,961
Net asset value, offering and redemption price per share		$	—			$	9.76			$	10.48
Service Shares
Shares outstanding (unlimited shares of no par value authorized)			13,231,506				14,735,792				9,572,497
Net assets			140,497,937				143,904,504				100,280,211
Net asset value, offering and redemption price per share		$	10.62			$	9.77			$	10.48
¹Includes loaned securities with a value of:		$	17,366,566			$	24,357,653			$	—

See notes to financial statements.

135

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STATEMENTS OF OPERATIONS

For the Year Ended March 31, 2015

	Large Cap Growth Fund				Large Cap Value Fund				Small/Mid Cap Core Fund
INVESTMENT INCOME:
Dividend income (net of withholding tax of $25,119, $40,095, and $597, respectively)		$	3,554,639			$	5,748,478			$	691,000
Interest income			503				1,287				23,640
Total investment income			3,555,142				5,749,765				714,640
EXPENSES:
Investment advisory fees			1,415,553				1,473,887				562,381
Distribution (12b-1) fees – Service Shares			397,735				383,601				86,344
Administrative service fees – Service Shares			396,091				382,909				86,058
Shareholder servicing fees – Service Shares			124,170				122,752				19,809
Administration fees			77,789				81,059				30,504
Custody fees			43,957				24,053				22,591
Legal fees			42,721				49,949				36,227
Fund accounting fees			39,435				39,389				26,022
Federal and state registration fees			34,480				33,678				32,488
Reports to shareholders			22,651				23,220				13,090
Directors’ fees and expenses			21,978				21,989				8,196
Audit and tax fees			19,332				19,344				19,250
Transfer agent fees and expenses			14,016				14,159				8,879
Compliance fees			8,577				8,879				3,063
Insurance fees			8,370				9,071				3,513
Miscellaneous expenses			2,677				3,634				2,630
Total expenses			2,669,532				2,691,573				961,045
Net expense recapture by Advisor (See Note 3)			23,714				—				41,586
Less securities lending credit (See Note 6)			(24,084	)			(44,018	)			(83,455	)
Net expenses			2,669,162				2,647,555				919,176
Net investment income (loss)			885,980				3,102,210				(204,536	)
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments			19,070,457				15,657,616				2,154,490
Net change in unrealized appreciation (depreciation) on investments			3,081,794				(3,081,642	)			6,204,595
Net realized and unrealized gain			22,152,251				12,575,974				8,359,085
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS		$	23,038,231			$	15,678,184			$	8,154,549

See notes to financial statements.

136

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STATEMENTS OF OPERATIONS (Continued)

For the Year Ended March 31, 2015

	World ex-US Fund				Opportunistic Equity Fund				Global Real Return Fund
INVESTMENT INCOME:
Dividend income (net of withholding tax of $1,045,309, $21,249, and $0), respectively)		$	12,688,443			$	2,346,238			$	1,389,076
Interest income			5,831				1,063				25,674
Total investment income			12,694,274				2,347,301				1,414,750
EXPENSES:
Investment advisory fees			2,459,341				1,040,360				479,046
Distribution (12b-1) fees – Service Shares			583,586				182,450				153,851
Administrative service fees – Service Shares			582,603				181,980				153,432
Shareholder servicing fees – Service Shares			173,834				50,360				45,335
Administration fees			150,807				50,278				28,726
Custody fees			399,230				24,311				8,703
Legal fees			83,145				53,499				27,488
Fund accounting fees			162,234				29,129				12,952
Federal and state registration fees			37,213				33,410				32,206
Reports to shareholders			33,297				16,459				7,027
Directors’ fees and expenses			37,655				14,383				8,400
Audit and tax fees			27,226				21,337				14,040
Transfer agent fees and expenses			20,041				11,088				8,905
Compliance fees			14,802				5,384				2,179
Insurance fees			15,473				6,298				1,870
Miscellaneous expenses			2,798				2,649				4,371
Total expenses			4,783,285				1,723,375				988,531
Net expense recapture by Advisor (See Note 3)			85,773				—				—
Fees waived by Advisor (See Note 3)			—				—				(68,991	)
Less securities lending credit (See Note 6)			(3,284	)			(21,027	)			(293,194	)
Net expenses			4,865,774				1,702,348				626,346
Net investment income			7,828,500				644,953				788,404
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on:
Investments			6,765,553				14,849,050				(1,880,184	)
Foreign currencies			(310,102	)			—				—
Futures contracts			61,560				—				—
Total			6,517,011				14,849,050				(1,880,184	)
Net change in unrealized appreciation (depreciation) on:
Investments			(15,327,447	)			711,689				(6,154,898	)
Foreign currencies			(79,309	)			—				—
Futures contracts			(364,452	)			—				—
Total			(15,771,208	)			711,689				(6,154,898	)
Net realized and unrealized gain (loss)			(9,254,197	)			15,560,739				(8,035,082	)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS		$	(1,425,697	)		$	16,205,692			$	(7,246,678	)

See notes to financial statements.

137

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STATEMENTS OF OPERATIONS (Continued)

For the Year Ended March 31, 2015

	Core Fixed Income Fund				Tax-Exempt Fixed Income Fund				Opportunistic Fixed Income Fund
INVESTMENT INCOME:
Dividend income (net of withholding tax of $0, $0, $3,700)		$	—			$	—			$	199,747
Interest income (net of withholding tax of $0, $0, $69,100)			7,344,011				2,755,673				9,969,241
Total investment income			7,344,011				2,755,673				10,168,988
EXPENSES:
Investment advisory fees			1,527,897				342,953				1,442,739
Distribution (12b-1) fees – Service Shares			577,512				171,476				385,047
Administrative service fees – Service Shares			575,036				169,858				384,549
Shareholder servicing fees – Service Shares			206,208				68,591				120,135
Administration fees			77,349				26,325				80,837
Custody fees			51,530				7,498				248,100
Legal fees			114,746				29,515				61,120
Fund accounting fees			196,214				43,848				258,685
Federal and state registration fees			37,372				34,237				38,388
Reports to shareholders			24,399				2,089				20,706
Directors’ fees and expenses			32,914				7,375				23,232
Audit and tax fees			24,361				24,023				31,433
Transfer agent fees and expenses			17,984				6,902				14,110
Compliance fees			12,674				3,078				6,017
Insurance fees			16,238				3,135				5,017
Miscellaneous expenses			2,798				2,630				2,650
Total expenses			3,495,232				943,533				3,122,765
Net expense recapture (reimbursement) by Advisor (See Note 3)			26,147				(58,715	)			(188,562	)
Less securities lending credit (See Note 6)			(26,285	)			—				—
Net expenses			3,495,094				884,818				2,934,203
Net investment income			3,848,917				1,870,855				7,234,785
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on:
Investments			4,569,020				527,118				(1,892,737	)
Foreign currencies			—				—				(381,209	)
Forward currency exchange contracts			—				—				1,483,937
Swaps			(3,295	)			—				(597,255	)
Futures contracts			—				—				(871,761	)
Written Options			—				—				11,719
Total			4,565,725				527,118				(2,247,306	)
Net change in unrealized appreciation (depreciation) on:
Investments			5,837,756				1,897,086				(9,445,548	)
Foreign currencies			—				—				(81,128	)
Forward currency contracts			—				—				6,981,181
Swaps			(57	)			—				(1,405,834	)
Futures contracts			(23,645	)			—				42,000
Written Options			—				—				42,785
Total			5,814,054				1,897,086				(3,866,544	)
Net realized and unrealized gain (loss)			10,379,779				2,424,204				(6,113,850	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS		$	14,228,696			$	4,295,059			$	1,120,935

See notes to financial statements.

138

GuideMark^®Funds & GuidePath^®Funds

STATEMENTS OF OPERATIONS (Continued)

For the Year Ended March 31, 2015

	Strategic Asset Allocation Fund				Tactical Constrained^® Asset Allocation Fund				Tactical Unconstrained^® Asset Allocation Fund				Absolute Return Asset Allocation Fund
INVESTMENT INCOME:
Dividend income		$	2,946,285			$	1,414,328			$	8,170,943			$	11,306,008
Dividends from affiliate investments			2,459,530				2,655,054				3,050,034				540,145
Interest income			1,420				1,193				9,168				2,010
Total investment income			5,407,235				4,070,575				11,230,145				11,848,163
EXPENSES:
Investment advisory fees			693,353				464,400				1,638,297				1,367,726
Distribution (12b-1) fees – Service Shares			679,130				453,209				1,160,045				972,550
Administrative service fees – Service Shares			679,108				453,194				1,160,005				972,519
Shareholder servicing fees – Service Shares			258,709				172,649				450,098				376,308
Administration fees			108,567				70,983				182,953				150,722
Custody fees			59,173				55,908				131,484				133,979
Legal fees			70,416				46,896				120,395				97,218
Fund accounting fees			48,013				31,410				80,771				67,246
Federal and state registration fees			39,983				32,869				36,765				33,721
Reports to shareholders			30,988				19,284				49,963				37,471
Directors’ fees and expenses			31,592				20,595				50,647				42,659
Audit and tax fees			14,175				14,175				14,175				14,175
Transfer agent fees and expenses			17,244				13,281				24,105				21,822
Compliance fees			8,364				5,154				14,014				11,535
Insurance fees			6,938				4,677				10,851				9,934
Miscellaneous expenses			2,662				2,638				2,698				3,683
Total expenses			2,748,415				1,861,322				5,127,266				4,313,268
Net expense recapture by Advisor (See Note 3)			56,738				61,651				12,143				—
Less securities lending credit (See Note 6)			(205,800	)			(93,531	)			(643,577	)			(692,217	)
Net expenses			2,599,353				1,829,442				4,495,832				3,621,051
Net investment income			2,807,882				2,241,133				6,734,313				8,227,112
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on:
Investments			2,828,310				1,822,959				13,856,827				3,706,756
Investments in affiliates			4,559,106				6,831,639				9,913,674				816,965
Total			7,387,416				8,654,598				23,770,501				4,523,721
Net change in unrealized appreciation (depreciation) on:
Investments			1,110,679				1,121,720				(10,038,774	)			(2,696,636	)
Investments in affiliates			812,163				(2,330,866	)			(6,110,223	)			(139,651	)
Total			1,922,842				(1,209,146	)			(16,148,997	)			(2,836,287	)
Net realized and unrealized gain			9,310,258				7,445,452				7,621,504				1,687,434
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS		$	12,118,140			$	9,686,585			$	14,355,817			$	9,914,546

See notes to financial statements.

139

GuideMark^®Funds & GuidePath^®Funds

STATEMENTS OF OPERATIONS (Continued)

For the Year Ended March 31, 2015

	Multi-Asset Income Asset Allocation Fund				Fixed Income Allocation Fund				Altegris^® Diversified Alternatives Allocation Fund
INVESTMENT INCOME:
Dividend income		$	5,827,681			$	2,775,693			$	—
Dividends from affiliate investments			120,921				1,704,120				2,649,946
Interest income			793				991				565
Total investment income			5,949,395				4,480,804				2,650,511
EXPENSES:
Investment advisory fees			476,443				408,535				169,568
Distribution (12b-1) fees – Service Shares			340,317				405,028				279,251
Administrative service fees – Service Shares			340,305				405,016				279,242
Shareholder servicing fees – Service Shares			128,993				157,151				108,349
Administration fees			53,365				63,640				42,731
Custody fees			68,409				39,470				26,962
Legal fees			32,873				42,857				34,019
Fund accounting fees			20,547				36,724				18,372
Federal and state registration fees			36,275				34,446				35,276
Reports to shareholders			12,903				12,754				10,909
Directors’ fees and expenses			14,839				19,602				12,755
Audit and tax fees			14,137				14,137				13,970
Transfer agent fees and expenses			7,800				12,744				10,403
Compliance fees			4,148				4,822				3,108
Insurance fees			3,192				4,315				2,968
Miscellaneous expenses			2,638				2,638				2,626
Total expenses			1,557,184				1,663,879				1,050,509
Fees waived by Advisor (See Note 3)			—				—				(448,810	)
Less securities lending credit (See Note 6)			(355,090	)			(168,125	)			—
Net expenses			1,202,094				1,495,754				601,699
Net investment income			4,747,301				2,985,050				2,048,812
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on:
Investments			460,501				(1,310,960	)			—
Investments in affiliates			(9,726	)			(953,481	)			(735,324	)
Total			450,775				(2,264,441	)			(735,324	)
Net change in unrealized appreciation (depreciation) on:
Investments			(1,267,449	)			3,378,697				—
Investments in affiliates			(100,344	)			1,302,332				6,895,502
Total			(1,367,793	)			4,681,029				6,895,502
Net realized and unrealized gain (loss)			(917,018	)			2,416,588				6,160,178
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS		$	3,830,283			$	5,401,638			$	8,208,990

See notes to financial statements.

140

GuideMark^®Funds & GuidePath^®Funds

STATEMENTS OF CHANGES IN NET ASSETS

	Large Cap Growth Fund								Large Cap Value Fund
	Year Ended March 31, 2015				Year Ended March 31, 2014				Year Ended March 31, 2015				Year Ended March 31, 2014
OPERATIONS:
Net investment income		$	885,980			$	352,491			$	3,102,210			$	2,374,704
Net realized gain on investment transactions			19,070,457				21,092,764				15,657,616				22,276,535
Change in unrealized appreciation (depreciation) on investments			3,081,794				13,913,996				(3,081,642	)			20,243,163
Net increase in net assets resulting from operations			23,038,231				35,359,251				15,678,184				44,894,402
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold			12,995,189				12,335,208				20,224,717				19,156,635
Shares issued to holders in reinvestment of dividends			269,226				291,957				1,084,756				1,001,117
Shares redeemed			(18,111,679	)			(22,023,140	)			(26,104,631	)			(32,457,127	)
Net decrease			(4,847,264	)			(9,395,975	)			(4,795,158	)			(12,299,375	)
Service Shares
Shares sold			57,876,616				38,921,597				58,097,132				39,000,087
Shares issued to holders in reinvestment of dividends			173,764				71,448				977,308				813,710
Shares redeemed			(46,214,878	)			(62,008,635	)			(44,879,756	)			(69,734,060	)
Net increase (decrease)			11,835,502				(23,015,590	)			14,194,684				(29,920,263	)
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares			(269,226	)			(291,957	)			(1,084,756	)			(1,001,117	)
Net investment income – Service Shares			(343,474	)			(115,775	)			(1,996,865	)			(1,354,660	)
Total dividends and distributions			(612,700	)			(407,732	)			(3,081,621	)			(2,355,777	)
INCREASE IN NET ASSETS			29,413,769				2,539,954				21,996,089				318,987
NET ASSETS:
Beginning of year			183,730,547				181,190,593				199,843,703				199,524,716
End of year (including accumulated undistributed net investment income of $280,153, $6,873, $565,345 and $544,756, respectively)		$	213,144,316			$	183,730,547			$	221,839,792			$	199,843,703
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold			899,178				994,052				1,665,154				1,813,516
Shares issued to holders in reinvestment of dividends			17,724				21,642				87,199				87,281
Shares redeemed			(1,274,596	)			(1,751,779	)			(2,175,147	)			(3,023,543	)
Net decrease			(357,694	)			(736,085	)			(422,794	)			(1,122,746	)
Service Shares
Shares sold			4,056,642				3,101,659				4,768,938				3,573,671
Shares issued to holders in reinvestment of dividends			11,538				5,328				77,749				70,148
Shares redeemed			(3,186,451	)			(5,108,167	)			(3,661,928	)			(6,610,413	)
Net increase (decrease)			881,729				(2,001,180	)			1,184,759				(2,966,594	)

See notes to financial statements.

141

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STATEMENTS OF CHANGES IN NET ASSETS (Continued)

	Small/Mid Cap Core Fund								World ex-US Fund
	Year Ended March 31, 2015				Year Ended March 31, 2014				Year Ended March 31, 2015				Year Ended March 31, 2014
OPERATIONS:
Net investment income (loss)		$	(204,536	)		$	(204,887	)		$	7,828,500			$	3,745,379
Net realized gain on investment transactions			2,154,490				28,603,873				6,517,011				10,334,774
Change in unrealized appreciation (depreciation) on investments			6,204,595				(11,964,634	)			(15,771,208	)			23,695,388
Net increase (decrease) in net assets resulting from operations			8,154,549				16,434,352				(1,425,697	)			37,775,541
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold			8,982,059				21,158,768				30,662,054				69,617,181
Shares issued to holders in reinvestment of dividends			2,599,477				23,111				2,286,480				1,297,000
Shares redeemed			(17,923,650	)			(30,790,156	)			(47,962,031	)			(36,583,493	)
Net increase (decrease)			(6,342,114	)			(9,608,277	)			(15,013,497	)			34,330,688
Service Shares
Shares sold			12,569,491				8,445,132				70,956,132				94,242,807
Shares issued to holders in reinvestment of dividends			2,310,740				—				1,887,436				1,431,722
Shares redeemed			(11,014,799	)			(22,944,161	)			(77,276,368	)			(78,040,049	)
Net increase (decrease)			3,865,432				(14,499,029	)			(4,432,800	)			17,634,480
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares			—				(23,111	)			(2,286,480	)			(1,297,000	)
Net investment income – Service Shares			—				—				(3,379,936	)			(2,167,000	)
Net realized gains – Institutional Shares			(2,599,476	)			—				—				—
Net realized gains – Service Shares			(2,311,353	)			—				—				—
Total dividends and distributions			(4,910,829	)			(23,111	)			(5,666,416	)			(3,464,000	)
INCREASE (DECREASE) IN NET ASSETS			767,038				(7,696,065	)			(26,538,410	)			86,276,709
NET ASSETS:
Beginning of year			77,287,003				84,983,068				368,687,070				282,410,361
End of year (including accumulated undistributed net investment income (loss) of $(6,128), $(88,635), $4,973,786 and $3,150,602, respectively)		$	78,054,041			$	77,287,003			$	342,148,660			$	368,687,070
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold			525,839				1,390,413				3,469,455				8,180,960
Shares issued to holders in reinvestment of dividends			152,731				1,413				269,315				145,404
Shares redeemed			(1,068,600	)			(2,010,523	)			(5,395,194	)			(4,292,169	)
Net increase (decrease)			(390,030	)			(618,697	)			(1,656,424	)			4,034,195
Service Shares
Shares sold			749,912				554,743				8,073,448				11,329,390
Shares issued to holders in reinvestment of dividends			137,954				—				223,101				161,049
Shares redeemed			(656,431	)			(1,612,743	)			(8,786,736	)			(9,210,010	)
Net increase (decrease)			231,435				(1,058,000	)			(490,187	)			2,280,429

See notes to financial statements.

142

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STATEMENTS OF CHANGES IN NET ASSETS (Continued)

	Opportunistic Equity Fund						Global Real Return Fund
	Year Ended			Year Ended			Year Ended			Year Ended
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2015			2014
OPERATIONS:
Net investment income	$	644,953		$	732,141		$	788,404		$	832,674
Net realized gain (loss) on investment transactions		14,849,050			25,954,638			(1,880,184	)		(4,526,174	)
Change in unrealized appreciation (depreciation) on investments		711,689			5,016,555			(6,154,898	)		2,683,251
Net increase (decrease) in net assets resulting from operations		16,205,692			31,703,334			(7,246,678	)		(1,010,249	)
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold		20,661,131			12,740,679			909,494			4,555,454
Shares issued to holders in reinvestment of dividends		10,335,439			3,505,113			162,317			147,042
Shares redeemed		(24,275,124	)		(34,980,702	)		(2,291,470	)		(3,027,315	)
Net increase (decrease)		6,721,446			(18,734,910	)		(1,219,659	)		1,675,181
Service Shares
Shares sold		18,008,040			12,445,930			16,250,482			18,626,087
Shares issued to holders in reinvestment of dividends		11,942,760			3,535,605			354,979			343,729
Shares redeemed		(25,292,833	)		(44,363,925	)		(20,402,867	)		(23,902,642	)
Net increase (decrease)		4,657,967			(28,382,390	)		(3,797,406	)		(4,932,826	)
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares		(612,215	)		(554,826	)		(143,792	)		(147,042	)
Net investment income – Service Shares		(326,935	)		(137,451	)		(456,154	)		(469,321	)
Net realized gains – Institutional Shares		(9,723,224	)		(2,950,288	)		—			—
Net realized gains – Service Shares		(11,725,936	)		(3,431,406	)		—			—
Return of capital – Institutional Shares		—			—			(18,525	)		—
Return of capital – Service Shares		—			—			(93,398	)		—
Total dividends and distributions		(22,388,310	)		(7,073,971	)		(711,869	)		(616,363	)
INCREASE (DECREASE) IN NET ASSETS NET ASSETS:		5,196,795			(22,487,937	)		(12,975,612	)		(4,884,257	)
Beginning of year		132,229,446			154,717,383			77,576,913			82,461,170
End of year (including accumulated undistributed net investment income (loss) of $(9,579), $169,134, $(9,263), and $245,321, respectively)	$	137,426,241		$	132,229,446		$	64,601,301		$	77,576,913
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold		1,499,655			1,020,666			102,358			503,548
Shares issued to holders in reinvestment of dividends		826,835			265,740			19,278			16,284
Shares redeemed		(1,806,654	)		(2,808,384	)		(252,691	)		(331,558	)
Net increase (decrease)		519,836			(1,521,978	)		(131,055	)		188,274
Service Shares
Shares sold		1,352,423			981,103			1,835,721			2,046,056
Shares issued to holders in reinvestment of dividends		959,258			269,072			42,059			37,897
Shares redeemed		(1,916,041	)		(3,592,246	)		(2,303,651	)		(2,628,584	)
Net increase (decrease)		395,640			(2,342,071	)		(425,871	)		(544,631	)

See notes to financial statements.

143

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STATEMENTS OF CHANGES IN NET ASSETS (Continued)

	Core Fixed Income Fund						Tax-Exempt Fixed Income Fund
	Year Ended			Year Ended			Year Ended			Year Ended
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2015			2014
OPERATIONS:
Net investment income	$	3,848,917		$	4,648,545		$	1,870,855		$	1,922,850
Net realized gain (loss) on investment transactions		4,565,725			(2,082,111	)		527,118			(120,481	)
Change in unrealized appreciation (depreciation) on investments		5,814,054			(8,003,981	)		1,897,086			(3,026,236	)
Net increase (decrease) in net assets resulting from operations		14,228,696			(5,437,547	)		4,295,059			(1,223,867	)
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold		29,269,274			99,243,948			—			—
Shares issued to holders in reinvestment of dividends		1,443,335			4,131,927			—			—
Shares redeemed		(45,960,884	)		(143,287,217	)		—			—
Net decrease		(15,248,275	)		(39,911,342	)		—			—
Service Shares
Shares sold		76,679,121			82,207,966			21,259,677			21,167,435
Shares issued to holders in reinvestment of dividends		1,891,851			5,662,109			1,197,171			1,305,670
Shares redeemed		(80,224,850	)		(125,108,533	)		(22,627,865	)		(31,627,332	)
Net decrease		(1,653,878	)		(37,238,458	)		(171,017	)		(9,154,227	)
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares		(1,340,513	)		(2,106,585	)		—			—
Net investment income – Service Shares		(2,879,875	)		(3,464,351	)		(1,871,450	)		(1,932,202	)
Net realized gains – Institutional Shares		(102,823	)		(329,777	)		—			—
Net realized gains – Service Shares		(338,606	)		(873,296	)		—			—
Return of capital – Institutional Shares		—			(1,695,565	)		—			—
Return of capital – Service Shares		—			(4,498,324	)		—			—
Total dividends and distributions		(4,661,817	)		(12,967,898	)		(1,871,450	)		(1,932,202	)
INCREASE (DECREASE) IN NET ASSETS		(7,335,274	)		(95,555,245	)		2,252,592			(12,310,296	)
NET ASSETS:
Beginning of year		319,987,744			415,542,989			63,429,577			75,739,873
End of year (including accumulated undistributed net investment income (loss) of $136,072, $(1,950), $58,200 and $58,795, respectively)	$	312,652,470		$	319,987,744		$	65,682,169		$	63,429,577
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold		3,056,805			10,359,602			—			—
Shares issued to holders in reinvestment of dividends		151,867			439,400			—			—
Shares redeemed		(4,831,019	)		(14,958,623	)		—			—
Net decrease		(1,622,347	)		(4,159,621	)		—			—
Service Shares
Shares sold		8,012,446			8,539,880			1,853,681			1,888,895
Shares issued to holders in reinvestment of dividends		198,540			601,091			104,386			118,057
Shares redeemed		(8,389,708	)		(12,966,663	)		(1,962,618	)		(2,805,719	)
Net decrease		(178,722	)		(3,825,692	)		(4,551	)		(798,767	)

See notes to financial statements.

144

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STATEMENTS OF CHANGES IN NET ASSETS (Continued)

	Opportunistic Fixed Income Fund						Strategic Asset Allocation Fund
	Year Ended			Year Ended			Year Ended			Year Ended
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2015			2014
OPERATIONS:
Net investment income	$	7,234,785		$	8,990,479		$	2,807,882		$	1,607,039
Net realized gain (loss) on investment transactions		(2,247,306	)		(1,568,782	)		7,387,416			4,893,226
Change in unrealized appreciation (depreciation) on investments		(3,866,544	)		(10,293,292	)		1,922,842			29,033,060
Net increase (decrease) in net assets resulting from operations		1,120,935			(2,871,595	)		12,118,140			35,533,325
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold		22,406,610			40,385,667			5,544,617			3,468,920
Shares issued to holders in reinvestment of dividends		2,616,279			3,161,115			180,659			56,529
Shares redeemed		(37,551,593	)		(78,137,254	)		(1,635,806	)		(1,062,912	)
Net increase (decrease)		(12,528,704	)		(34,590,472	)		4,089,470			2,462,537
Service Shares
Shares sold		61,731,494			68,707,575			96,769,485			144,347,332
Shares issued to holders in reinvestment of dividends		3,574,928			2,709,952			4,551,419			5,261,997
Shares redeemed		(54,949,826	)		(68,566,490	)		(134,652,525	)		(138,207,839	)
Net increase (decrease)		10,356,596			2,851,037			(33,331,621	)		11,401,490
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares		(2,616,279	)		(2,977,841	)		(92,168	)		(18,875	)
Net investment income – Service Shares		(6,531,339	)		(3,814,577	)		(2,997,989	)		(1,395,712	)
From net realized gains – Institutional Shares		—			(183,274	)		(88,491	)		(37,654	)
From net realized gains – Service Shares		—			(373,401	)		(4,056,584	)		(5,016,550	)
Total dividends and distributions		(9,147,618	)		(7,349,093	)		(7,235,232	)		(6,468,791	)
INCREASE (DECREASE) IN NET ASSETS		(10,198,791	)		(41,960,123	)		(24,359,243	)		42,928,561
NET ASSETS:
Beginning of year		212,675,005			254,635,128			291,935,614			249,007,053
End of year (including undistributed net investment income (loss) of $(3,057,437), $2,378,876, $(177,911), and $(28,587), respectively)	$	202,476,214		$	212,675,005		$	267,576,371		$	291,935,614
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold		2,288,907			4,033,572			480,347			313,095
Shares issued to holders in reinvestment of dividends		268,451			322,958			15,861			4,998
Shares redeemed		(3,809,619	)		(7,938,298	)		(140,505	)		(95,592	)
Net increase (decrease)		(1,252,261	)		(3,581,768	)		355,703			222,501
Service Shares
Shares sold		6,280,659			6,865,249			8,378,419			13,277,241
Shares issued to holders in reinvestment of dividends		365,905			276,273			400,301			464,841
Shares redeemed		(5,611,798	)		(6,919,201	)		(11,641,467	)		(12,692,004	)
Net increase (decrease)		1,034,766			222,321			(2,862,747	)		1,050,078

See notes to financial statements.

145

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STATEMENTS OF CHANGES IN NET ASSETS (Continued)

	Tactical Constrained^®						Tactical Unconstrained^®
	Asset Allocation Fund						Asset Allocation Fund
	Year Ended			Year Ended			Year Ended			Year Ended
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2015			2014
OPERATIONS:
Net investment income	$	2,241,133		$	1,617,584		$	6,734,313		$	1,796,829
Net realized gain on investment transactions		8,654,598			5,240,965			23,770,501			9,735,582
Change in unrealized appreciation (depreciation) on investments		(1,209,146	)		15,305,680			(16,148,997	)		12,960,967
Net increase in net assets resulting from operations		9,686,585			22,164,229			14,355,817			24,493,378
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold		4,357,046			2,761,832			5,157,199			1,261,607
Shares issued to holders in reinvestment of dividends		311,379			34,002			335,851			28,934
Shares redeemed		(1,129,481	)		(1,120,373	)		(821,300	)		(659,809	)
Net increase		3,538,944			1,675,461			4,671,750			630,732
Service Shares
Shares sold		64,025,958			84,656,660			268,621,196			177,825,472
Shares issued to holders in reinvestment of dividends		8,647,854			1,537,801			28,737,599			6,278,348
Shares redeemed		(92,851,692	)		(138,713,361	)		(174,474,930	)		(133,748,253	)
Net increase (decrease)		(20,177,880	)		(52,518,900	)		122,883,865			50,355,567
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares		(97,053	)		(23,970	)		(80,235	)		(9,973	)
Net investment income – Service Shares		(2,331,588	)		(1,634,037	)		(6,572,570	)		(1,652,507	)
Net realized gains – Institutional Shares		(214,326	)		(10,033	)		(255,617	)		(18,961	)
Net realized gains – Service Shares		(8,272,419	)		(1,258,199	)		(27,498,611	)		(5,959,556	)
Total dividends and distributions		(10,915,386	)		(2,926,239	)		(34,407,033	)		(7,640,997	)
INCREASE (DECREASE) IN NET ASSETS		(17,867,737	)		(31,605,449	)		107,504,399			67,838,680
NET ASSETS:
Beginning of year		198,179,322			229,784,771			378,965,256			311,126,576
End of year (including undistributed net investment income (loss) of $(26,221), $17,673, $46,193, and $(28,587), respectively)	$	180,311,585		$	198,179,322		$	486,469,655		$	378,965,256
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold		382,632			249,754			482,233			118,987
Shares issued to holders in reinvestment of dividends		28,179			3,017			33,089			2,682
Shares redeemed		(97,745	)		(101,714	)		(75,898	)		(62,213	)
Net increase		313,066			151,057			439,424			59,456
CHANGES IN SHARES OUTSTANDING
Service Shares
Shares sold		5,577,951			7,801,114			25,032,796			16,793,957
Shares issued to holders in reinvestment of dividends		779,086			136,209			2,831,291			580,791
Shares redeemed		(8,089,460	)		(12,703,740	)		(16,291,449	)		(12,632,765	)
Net increase (decrease)		(1,732,423	)		(4,766,417	)		11,572,638			4,741,983

See notes to financial statements.

146

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STATEMENTS OF CHANGES IN NET ASSETS (Continued)

	Absolute Return						Multi-Asset Income
	Asset Allocation Fund						Asset Allocation Fund
	Year Ended			Year Ended			Year Ended			Year Ended
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2015			2014
OPERATIONS:
Net investment income	$	8,227,112		$	8,361,929		$	4,747,301		$	3,723,672
Net realized gain (loss) on investment transactions		4,523,721			(6,857,236	)		450,775			(653,711	)
Change in unrealized appreciation (depreciation) on investments		(2,836,287	)		(641,506	)		(1,367,793	)		2,712,206
Net increase in net assets resulting from operations		9,914,546			863,187			3,830,283			5,782,167
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold		2,263,376			910,116			—			—
Shares issued to holders in reinvestment of dividends		58,698			19,543			—			—
Shares redeemed		(658,627	)		(478,434	)		—			—
Net increase		1,663,447			451,225			—			—
Service Shares
Shares sold		124,982,977			197,736,481			76,836,223			84,116,586
Shares issued to holders in reinvestment of dividends		1,363,844			1,562,579			1,869,462			859,152
Shares redeemed		(210,436,216	)		(251,559,445	)		(51,749,737	)		(44,766,891	)
Net increase (decrease)		(84,089,395	)		(52,260,385	)		26,955,948			40,208,847
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares		(58,698	)		(19,543	)		—			—
Net investment income – Service Shares		(7,986,974	)		(9,107,855	)		(4,820,654	)		(3,670,842	)
Net realized gains – Service Shares		—			—			(945,416	)		(112,018	)
Total dividends and distributions		(8,045,672	)		(9,127,398	)		(5,766,070	)		(3,782,860	)
INCREASE (DECREASE) IN NET ASSETS		(80,557,074	)		(60,073,371	)		25,020,161			42,208,154
NET ASSETS:
Beginning of year		450,201,286			510,274,657			115,477,776			73,269,622
End of year (including undistributed accumulated net investment income of $1,349,692, $1,183,290, $356,882, and $430,235, respectively)	$	369,644,212		$	450,201,286		$	140,497,937		$	115,477,776
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold		224,543			91,636			—			—
Shares issued to holders in reinvestment of dividends		5,929			1,986			—			—
Shares redeemed		(65,305	)		(48,184	)		—			—
Net increase		165,167			45,438			—			—
CHANGES IN SHARES OUTSTANDING
Service Shares
Shares sold		12,383,339			19,735,570			7,089,209			7,984,824
Shares issued to holders in reinvestment of dividends		137,346			158,316			175,834			81,731
Shares redeemed		(20,851,688	)		(25,137,707	)		(4,770,244	)		(4,252,068	)
Net increase (decrease)		(8,331,003	)		(5,243,821	)		2,494,799			3,814,487

See notes to financial statements.

147

GuideMark^®Funds & GuidePath^®Funds

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

	Fixed Income						Altegris^®Diversified
	Allocation Fund						Alternatives Allocation Fund
	Year Ended			Year Ended			Year Ended				Year Ended
	March 31,			March 31,			March 31,				March 31,
	2015			2014			2015				2014
OPERATIONS:
Net investment income	$	2,985,050		$	3,268,718		$	2,048,812			$	4,096,095
Net realized loss on investment transactions		(2,264,441	)		(5,378,361	)		(735,324	)			(3,921,888	)
Change in unrealized appreciation (depreciation) on investments		4,681,029			(1,638,528	)		6,895,502				1,864,478
Net increase in net assets resulting from operations		5,401,638			3,748,171			8,208,990				2,038,685
CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Shares sold		1,891,627			915,879			1,417,500				689,003
Shares issued to holders in reinvestment of dividends		40,268			17,674			31,117				20,739
Shares redeemed		(647,991	)		(458,138	)		(353,220	)			(478,352	)
Net increase		1,283,904			475,415			1,095,397				231,390
Service Shares
Shares sold		53,014,274			115,835,263			21,398,303				57,897,860
Shares issued to holders in reinvestment of dividends		448,807			1,080,786			322,069				707,742
Shares redeemed		(125,427,632	)		(123,305,671	)		(56,163,401	)			(89,214,319	)
Net decrease		(71,964,551	)		(6,389,622	)		(34,443,029	)			(30,608,717	)
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income – Institutional Shares		(40,268	)		(16,037	)		(31,117	)			(20,512	)
Net investment income – Service Shares		(2,978,470	)		(3,627,266	)		(1,885,195	)			(4,068,805	)
Net realized gains – Institutional Shares		—			(1,637	)		—				(227	)
Net realized gains – Service Shares		—			(552,887	)		—				(51,242	)
Total dividends and distributions		(3,018,738	)		(4,197,827	)		(1,916,312	)	��		(4,140,786	)
DECREASE IN NET ASSETS		(68,297,747	)		(13,860,205	)		(27,054,954	)			(32,479,428	)
NET ASSETS:
Beginning of year		214,459,578			228,319,783			129,258,126				161,737,554
End of year (including accumulated undistributed net investment income of $187,986, $221,674, $157,617, and $25,117, respectively)	$	146,161,831		$	214,459,578		$	102,203,172			$	129,258,126
CHANGES IN SHARES OUTSTANDING
Institutional Shares
Shares sold		194,201			94,769			140,819				69,757
Shares issued to holders in reinvestment of dividends		4,150			1,846			3,072				2,105
Shares redeemed		(66,643	)		(47,460	)		(34,864	)			(48,709	)
Net increase		131,708			49,155			109,027				23,153
CHANGES IN SHARES OUTSTANDING
Service Shares
Shares sold		5,444,190			11,927,709			2,134,237				5,820,067
Shares issued to holders in reinvestment of dividends		46,242			113,096			31,762				71,779
Shares redeemed		(12,893,404	)		(12,722,815	)		(5,590,790	)			(9,017,243	)
Net decrease		(7,402,972	)		(682,010	)		(3,424,791	)			(3,125,397	)

See notes to financial statements.

148

GuideMark^®Funds & GuidePath^® Funds

FINANCIAL HIGHLIGHTS

	Large Cap Growth Fund
	Institutional
	Year Ended			Year Ended			Year Ended			April 29, 2011¹ Through
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2013			2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$13.67			$11.20			$10.68			$10.32
Income from investment operations:
Net investment income		0.14			0.09			0.08			0.01
Net realized and unrealized gains on investments		1.57			2.46			0.51			0.35
Total from investment operations		1.71			2.55			0.59			0.36
Less distributions:
Dividends from net investment income		(0.09	)		(0.08	)		(0.07	)		—
Total distributions		(0.09	)		(0.08	)		(0.07	)		—
Net asset value, end of year		$15.29			$13.67			$11.20			$10.68
Total return		12.51	%		22.81	%		5.54	%		3.49	%²
Supplemental data and ratios:
Net assets, end of year	$44,686,597			$44,827,864			$44,994,114			$31,330,264
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.87	%		0.90	%		0.92	%		0.93	%³
After expense reimbursement (recapture) and securities lending credit		0.85	%		0.89	%		0.89	%		0.92	%³
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.88	%		0.63	%		0.81	%		0.33	%³
After expense reimbursement (recapture) and securities lending credit		0.90	%		0.64	%		0.84	%		0.34	%³
Portfolio turnover rate		53.23	%		55.81	%		60.92	%		126.61	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.

See notes to financial statements.

149

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Large Cap Growth Fund
	Service
	Year Ended			Year Ended				Year Ended			Year Ended			Year Ended
	March 31,				March 31,			March 31,			March 31,			March 31,
	2015			2014				2013			2012			2011
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$13.56				$11.12			$10.61			$9.99			$8.41
Income from investment operations:
Net investment income (loss)		0.05				—			0.02			(0.03	)		(0.01	)
Net realized and unrealized gains on investments		1.56				2.45			0.51			0.65			1.59
Total from investment operations		1.61				2.45			0.53			0.62			1.58
Less distributions:
Dividends from net investment income		(0.03	)			(0.01	)		(0.02	)		—			—
Total distributions		(0.03	)			(0.01	)		(0.02	)		—			—
Net asset value, end of year		$15.14				$13.56			$11.12			$10.61			$9.99
Total return		11.87	%			22.04	%		5.00	%		6.21	%		18.79	%
Supplemental data and ratios:
Net assets, end of year	$168,457,719			$138,902,683				$136,196,479			$168,654,404			$211,129,188
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.44	%			1.48	%		1.52	%		1.54	%		1.45	%
After expense reimbursement (recapture) and securities lending credit		1.45	%			1.49	%		1.49	%		1.49	%		1.43	%
Ratio of net investment income (loss) to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.32	%			0.05	%		0.18	%		-0.32	%		-0.13	%
After expense reimbursement (recapture) and securities lending credit		0.31	%			0.04	%		0.21	%		-0.27	%		-0.11	%
Portfolio turnover rate		53.23	%			55.81	%		60.92	%		126.61	%		63.33	%

Portfolio Turnover is calculated for the Fund as a whole.

See notes to financial statements.

150

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Large Cap Value Fund
	Institutional
										April 29, 2011¹
	Year Ended			Year Ended			Year Ended			Through
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2013			2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$11.73			$ 9.43			$ 8.39			$ 8.54
Income from investment operations:
Net investment income		0.21			0.17			0.18			0.13
Net realized and unrealized gains (losses) on investments		0.74			2.31			1.03			(0.09	)
Total from investment operations		0.95			2.48			1.21			0.04
Less distributions:
Dividends from net investment income		(0.22	)		(0.18	)		(0.17	)		(0.19	)
Total distributions		(0.22	)		(0.18	)		(0.17	)		(0.19	)
Net asset value, end of year		$12.46			$11.73			$ 9.43			$ 8.39
Total return		8.08	%		26.38	%		14.70	%		0.70	%²
Supplemental data and ratios:
Net assets, end of year		$60,596,893			$62,007,800			$60,452,681			$39,721,680
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.86	%		0.89	%		0.92	%		0.93	%³
After expense reimbursement (recapture) and securities lending credit		0.84	%		0.88	%		0.91	%		0.92	%³
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.87	%		1.57	%		1.89	%		1.89	%³
After expense reimbursement (recapture) and securities lending credit		1.89	%		1.58	%		1.90	%		1.90	%³
Portfolio turnover rate		31.33	%		29.10	%		27.02	%		95.12	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.

See notes to financial statements.

151

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Large Cap Value Fund
	Service
	Year Ended			Year Ended			Year Ended			Year Ended			Year Ended
	March 31,			March 31,			March 31,			March 31,			March 31,
	2015			2014			2013			2012			2011
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$11.84			$ 9.52			$ 8.47			$ 8.32			$ 7.44
Income from investment operations:
Net investment income		0.15			0.13			0.14			0.10			0.09
Net realized and unrealized gains on investments		0.73			2.31			1.03			0.13			0.88
Total from investment operations		0.88			2.44			1.17			0.23			0.97
Less distributions:
Dividends from net investment income		(0.15	)		(0.12	)		(0.12	)		(0.08	)		(0.09	)
Total distributions		(0.15	)		(0.12	)		(0.12	)		(0.08	)		(0.09	)
Net asset value, end of year		$12.57			$11.84			$ 9.52			$ 8.47			$ 8.32
Total return		7.46	%		25.63	%		13.96	%		2.87	%		13.15	%
Supplemental data and ratios:
Net assets, end of year	$161,242,899			$137,835,903			$139,072,035			$163,077,098			$200,132,341
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.43	%		1.46	%		1.49	%		1.51	%		1.44	%
After expense reimbursement (recapture) and securities lending credit		1.41	%		1.45	%		1.49	%		1.49	%		1.42	%
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.30	%		1.01	%		1.33	%		1.13	%		1.13	%
After expense reimbursement (recapture) and securities lending credit		1.32	%		1.02	%		1.33	%		1.15	%		1.15	%
Portfolio turnover rate		31.33	%		29.10	%		27.02	%		95.12	%		16.35	%

Portfolio Turnover is calculated for the Fund as a whole.

See notes to financial statements.

152

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Small/Mid Cap Core Fund
	Institutional
										April 29, 2011¹
	Year Ended			Year Ended			Year Ended			Through
	March 31,			March 31,			March 31,			March 31,
	2015			2014			2013			2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$16.77			$13.51			$11.56			$11.99
Income from investment operations:
Net investment income		0.01			—			0.07			—
Net realized and unrealized gains (losses) on investments		1.96			3.27			1.99			(0.43	)
Total from investment operations		1.97			3.27			2.06			(0.43	)
Less distributions:
Dividends from net investment income		—			(0.01	)		(0.11	)		—
Dividends from net realized gains		(1.12	)		—			—			—
Total distributions		(1.12	)		(0.01	)		(0.11	)		—
Net asset value, end of year		$17.62			$16.77			$13.51			$11.56
Total return		11.99	%		24.19	%		17.95	%		-3.59	%²
Supplemental data and ratios:
Net assets, end of year		$40,075,963			$44,695,002			$44,361,656			$30,106,471
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.02	%		1.05	%		1.09	%		1.22	%³
After expense reimbursement (recapture) and securities lending credit		0.91	%		1.02	%		1.05	%		1.09	%³
Ratio of net investment income (loss) to average net assets
Before expense reimbursement (recapture) and securities lending credit		-0.08	%		-0.04	%		0.61	%		-0.10	%³
After expense reimbursement (recapture) and securities lending credit		0.03	%		-0.01	%		0.65	%		0.03	%³
Portfolio turnover rate		96.24	%		241.55	%		143.14	%		245.95	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.

See notes to financial statements.

153

GuideMark^®Funds & GuidePath^®Funds
FINANCIAL HIGHLIGHTS

	Small/Mid Cap Core Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Year Ended March 31, 2012			Year Ended March 31, 2011
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$16.61			$13.45			$11.50			$11.61			$9.46
Income from investment operations:
Net investment loss		(0.09	)		(0.12	)		—			(0.09	)		(0.05	)
Net realized and unrealized gains (losses) on investments		1.91			3.28			1.99			(0.02	)		2.20
Total from investment operations		1.82			3.16			1.99			(0.11	)		2.15
Less distributions:
Dividends from net investment income		—			—			(0.04	)		—			—
Dividends from net realized gains		(1.12	)		—			—			—			—
Total distributions		(1.12	)		—			(0.04	)		—			—
Net asset value, end of year		$17.31			$16.61			$13.45			$11.50			$11.61
Total return		11.19	%		23.49	%		17.32	%		-0.95	%		22.73	%
Supplemental data and ratios:
Net assets, end of year	$37,978,078			$32,592,001			$40,621,412			$47,944,286			$42,748,789
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.58	%		1.60	%		1.66	%		1.74	%		1.71	%
After expense reimbursement (recapture) and securities lending credit		1.59	%		1.59	%		1.59	%		1.59	%		1.59	%
Ratio of net investment income (loss) to average net assets
Before expense reimbursement (recapture) and securities lending credit		-0.62	%		-0.62	%		0.01	%		-0.82	%		-0.66	%
After expense reimbursement (recapture) and securities lending credit		-0.63	%		-0.61	%		0.08	%		-0.67	%		-0.54	%
Portfolio turnover rate		96.24	%		241.55	%		143.14	%		245.95	%		44.75	%

Portfolio Turnover is calculated for the Fund as a whole.

See notes to financial statements.

154

GuideMark^®Funds & GuidePath^®Funds
FINANCIAL HIGHLIGHTS

	World ex-US Fund
	Institutional
										April 29, 2011¹
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 8.94			$ 8.06			$ 7.52			$ 8.75
Income from investment operations:
Net investment income		0.25			0.11			0.13			0.07
Net realized and unrealized gains (losses) on investments		(0.26	)		0.86			0.48			(1.17	)
Total from investment operations		(0.01	)		0.97			0.61			(1.10	)
Less distributions:
Dividends from net investment income		(0.18	)		(0.09	)		(0.07	)		(0.13	)
Total distributions		(0.18	)		(0.09	)		(0.07	)		(0.13	)
Net asset value, end of year		$ 8.75			$ 8.94			$ 8.06			$ 7.52
Total return		-0.10	%		12.09	%		8.09	%		-12.34	%²
Supplemental data and ratios:
Net assets, end of year	$113,316,485			$130,537,695			$85,157,441			$40,623,156
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.98	%		1.03	%		1.09	%		1.08	%³
After expense reimbursement (recapture) and securities lending credit		0.98	%		1.03	%		1.09	%		1.08	%³
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		2.68	%		1.44	%		1.44	%		1.13	%³
After expense reimbursement (recapture) and securities lending credit		2.68	%		1.44	%		1.44	%		1.13	%³
Portfolio turnover rate		61.84	%		75.22	%		75.34	%		164.90	%

Portfolio Turnover is calculated for the Fund as a whole.
¹	Commencement of operations.
²	Not annualized.
³	Annualized.

See notes to financial statements.

155

GuideMark^®Funds & GuidePath^®Funds
FINANCIAL HIGHLIGHTS

	World ex-US Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Year Ended March 31, 2012			Year Ended March 31, 2011
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 8.89			$ 8.05			$7.54			$8.39			$8.01
Income from investment operations:
Net investment income		0.18			0.07			0.08			0.12			0.11
Net realized and unrealized gains (losses) on investments		(0.24	)		0.85			0.49			(0.88	)		0.40
Total from investment operations		(0.06	)		0.92			0.57			(0.76	)		0.51
Less distributions:
Dividends from net investment income		(0.13	)		(0.08	)		(0.06	)		(0.09	)		(0.13	)
Total distributions		(0.13	)		(0.08	)		(0.06	)		(0.09	)		(0.13	)
Net asset value, end of year		$ 8.70			$ 8.89			$8.05			$7.54			$8.39
Total return		-0.68	%		11.47	%		7.53	%		-8.92	%		6.48	%
Supplemental data and ratios:
Net assets, end of year	$228,832,175			$238,149,375			$197,252,920			$185,300,082			$269,702,069
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.55	%		1.60	%		1.66	%		1.66	%		1.50	%
After expense reimbursement (recapture) and securities lending credit		1.59	%		1.59	%		1.59	%		1.59	%		1.50	%
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		2.04	%		0.94	%		0.93	%		1.11	%		1.34	%
After expense reimbursement (recapture) and securities lending credit		2.00	%		0.95	%		1.00	%		1.18	%		1.34	%
Portfolio turnover rate		61.84	%		75.22	%		75.34	%		164.90	%		47.34	%

Portfolio Turnover is calculated for the Fund as a whole.

See notes to financial statements.

156

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Opportunistic Equity Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$13.49			$11.34			$ 9.91			$10.21
Income from investment operations:
Net investment income		0.11			0.13			0.08			0.02
Net realized and unrealized gains (losses) on investments		1.62			2.79			1.42			(0.32	)
Total from investment operations		1.73			2.92			1.50			(0.30	)
Less distributions:
Dividends from net investment income		(0.14	)		(0.12	)		(0.07	)		—
Dividends from net realized gains		(2.25	)		(0.65	)		—			—
Total distributions		(2.39	)		(0.77	)		(0.07	)		—
Net asset value, end of year		$12.83			$13.49			$11.34			$ 9.91
Total return		13.26	%		25.92	%		15.22	%		-2.94	%²
Supplemental data and ratios:
Net assets, end of year	$63,622,473			$59,877,468			$67,574,510			$46,233,165
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.01	%		1.02	%		1.06	%		1.05	%³
After expense reimbursement (recapture) and securities lending credit		0.99	%		1.01	%		1.05	%		1.03	%³
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.78	%		0.82	%		0.86	%		0.45	%³
After expense reimbursement (recapture) and securities lending credit		0.80	%		0.83	%		0.87	%		0.47	%³
Portfolio turnover rate		59.70	%		59.12	%		78.58	%		91.59	%

Portfolio Turnover is calculated for the Fund as a whole.
¹	Commencement of operations.
²	Not annualized.
³	Annualized.

See notes to financial statements.

157

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Opportunistic Equity Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Year Ended March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$13.42			$11.27			$ 9.86			$10.00
Income from investment operations:
Net investment income (loss)		0.04			0.04			0.03			(0.02	)
Net realized and unrealized gains (losses) on investments		1.60			2.79			1.40			(0.12	)
Total from investment operations		1.64			2.83			1.43			(0.14	)
Less distributions:
Dividends from net investment income		(0.06	)		(0.03	)		(0.02	)		—
Dividends from net realized gains		(2.25	)		(0.65	)		—			—
Total distributions		(2.31	)		(0.68	)		(0.02	)		—
Net asset value, end of year		$12.75			$13.42			$11.27			$ 9.86
Total return		12.61	%		25.20	%		14.56	%		-1.40	%
Supplemental data and ratios:
Net assets, end of year	$73,803,768			$72,351,978			$87,142,873			$114,222,234
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.57	%		1.58	%		1.63	%		1.63	%
After expense reimbursement (recapture) and securities lending credit		1.56	%		1.59	%		1.60	%		1.60	%
Ratio of net investment income (loss) to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.25	%		0.27	%		0.26	%		-0.19	%
After expense reimbursement (recapture) and securities lending credit		0.26	%		0.26	%		0.29	%		-0.16	%
Portfolio turnover rate		59.70	%		59.12	%		78.58	%		91.59	%

Portfolio Turnover is calculated for the Fund as a whole.

See notes to financial statements.

158

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Global Real Return Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.22			$ 9.39			$ 9.35			$10.31
Income from investment operations:
Net investment income		0.14			0.14			0.14			0.10
Net realized and unrealized gains (losses) on investments		(1.01	)		(0.20	)		0.02			(0.88	)
Total from investment operations		(0.87	)		(0.06	)		0.16			(0.78	)
Less distributions:
Dividends from net investment income		(0.11	)		(0.11	)		(0.12	)		(0.17	)
Return of capital		(0.01	)		—			—			(0.01	)
Total distributions		(0.12	)		(0.11	)		(0.12	)		(0.18	)
Net asset value, end of year		$ 8.23			$ 9.22			$ 9.39			$ 9.35
Total return		-9.43	%		-0.66	%		1.73	%		-7.48	%²
Supplemental data and ratios:
Net assets, end of year	$10,708,053			$13,204,913			$11,681,383			$10,423,221
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		0.86	%		0.85	%		0.88	%		0.89	%³
After expense reimbursement (recapture) and securities lending credit		0.37	%		0.61	%		0.80	%		0.82	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		1.06	%		1.30	%		1.22	%		1.08	%³
After expense reimbursement (recapture) and securities lending credit		1.55	%		1.54	%		1.30	%		1.15	%³
Portfolio turnover rate		33.46	%		36.72	%		35.26	%		55.11	%

Portfolio Turnover is calculated for the Fund as a whole.
¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

159

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Global Real Return Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Year Ended March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.24			$ 9.42			$ 9.40			$10.00
Income from investment operations:
Net investment income		0.09			0.09			0.08			0.07
Net realized and unrealized gains (losses) on investments		(1.01	)		(0.20	)		0.02			(0.59	)
Total from investment operations		(0.92	)		(0.11	)		0.10			(0.52	)
Less distributions:
Dividends from net investment income		(0.07	)		(0.07	)		(0.08	)		(0.08	)
Return of capital		(0.01	)		—			—			—	*
Total distributions		(0.08	)		(0.07	)		(0.08	)		(0.08	)
Net asset value, end of year		$ 8.24			$ 9.24			$ 9.42			$ 9.40
Total return		-9.95	%		-1.19	%		1.05	%		-5.09	%
Supplemental data and ratios:
Net assets, end of year	$53,893,248			$64,372,000			$70,779,787			$103,580,116
Ratio of expenses to average net assets¹
Before expense reimbursement (recapture) and securities lending credit		1.44	%		1.41	%		1.45	%		1.47	%
After expense reimbursement (recapture) and securities lending credit		0.94	%		1.18	%		1.37	%		1.44	%
Ratio of net investment income to average net assets²
Before expense reimbursement (recapture) and securities lending credit		0.48	%		0.75	%		0.76	%		0.72	%
After expense reimbursement (recapture) and securities lending credit		0.98	%		0.98	%		0.84	%		0.75	%
Portfolio turnover rate		33.46	%		36.72	%		35.26	%		55.11	%

Portfolio Turnover is calculated for the Fund as a whole.
¹	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
²	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.
^*	Amount represents less than $0.01 per share.

See notes to financial statements.

160

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Core Fixed Income Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.37			$ 9.86			$ 9.77			$ 9.48
Income from investment operations:
Net investment income		0.15			0.16			0.17			0.21
Net realized and unrealized gains (losses) on investments		0.33			(0.24	)		0.23			0.31
Total from investment operations		0.48			(0.08	)		0.40			0.52
Less distributions:
Dividends from net investment income		(0.17	)		(0.20	)		(0.21	)		(0.23	)
Dividends from net realized gains		(0.01	)		(0.03	)		(0.10	)		—
Return of capital		—			(0.18	)		—			—
Total distributions		(0.18	)		(0.41	)		(0.31	)		(0.23	)
Net asset value, end of year		$ 9.67			$ 9.37			$ 9.86			$ 9.77
Total return		5.25	%		-0.72	%		4.12	%		5.56	%²
Supplemental data and ratios:
Net assets, end of year	$75,832,786			$88,702,582			$134,362,492			$31,999,581
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		0.70	%		0.70	%		0.72	%		0.70	%³
After expense reimbursement (recapture) and securities lending credit		0.69	%		0.70	%		0.72	%		0.69	%³
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.71	%		1.68	%		1.53	%		2.14	%³
After expense reimbursement (recapture) and securities lending credit		1.72	%		1.68	%		1.53	%		2.15	%³
Portfolio turnover rate		185.11	%		112.86	%		213.80	%		427.36	%

Portfolio Turnover is calculated for the Fund as a whole.
¹	Commencement of operations.
²	Not annualized.
³	Annualized.

See notes to financial statements.

161

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Core Fixed Income Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Year Ended March 31, 2012			Year Ended March 31, 2011
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.39			$ 9.88			$ 9.78			$ 9.36			$ 9.10
Income from investment operations:
Net investment income		0.10			0.11			0.11			0.17			0.21
Net realized and unrealized gains (losses) on investments		0.33			(0.25	)		0.24			0.42			0.29
Total from investment operations		0.43			(0.14	)		0.35			0.59			0.50
Less distributions:
Dividends from net investment income		(0.12	)		(0.14	)		(0.15	)		(0.17	)		(0.24	)
Dividends from net realized gains		(0.01	)		(0.03	)		(0.10	)		—			—
Return of capital		—			(0.18	)		—			—			—
Total distributions		(0.13	)		(0.35	)		(0.25	)		(0.17	)		(0.24	)
Net asset value, end of year		$ 9.69			$ 9.39			$ 9.88			$ 9.78			$ 9.36
Total return		4.64	%		-1.33	%		3.55	%		6.35	%		5.58	%
Supplemental data and ratios:
Net assets, end of year	$236,819,684			$231,285,162			$281,180,497			$435,281,520			$581,940,962
Ratio of expenses to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.29	%		1.29	%		1.30	%		1.28	%		1.25	%
After expense reimbursement (recapture) and securities lending credit		1.29	%		1.29	%		1.29	%		1.26	%		1.24	%
Ratio of net investment income to average net assets
Before expense reimbursement (recapture) and securities lending credit		1.11	%		1.10	%		1.02	%		1.68	%		2.23	%
After expense reimbursement (recapture) and securities lending credit		1.11	%		1.10	%		1.03	%		1.70	%		2.24	%
Portfolio turnover rate		185.11	%		112.86	%		213.80	%		427.36	%		485.40	%

Portfolio Turnover is calculated for the Fund as a whole.

See notes to financial statements.

162

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Tax-Exempt Fixed Income Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Year Ended March 31, 2012			Year Ended March 31, 2011
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$11.18			$11.70			$11.47			$10.67			$10.94
Income from investment operations:
Net investment income		0.32			0.34			0.33			0.37			0.36
Net realized and unrealized gains (losses) on investments		0.40			(0.52	)		0.23			0.80			(0.26	)
Total from investment operations		0.72			(0.18	)		0.56			1.17			0.10
Less distributions:
Dividends from net investment income		(0.32	)		(0.34	)		(0.33	)		(0.37	)		(0.37	)
Total distributions		(0.32	)		(0.34	)		(0.33	)		(0.37	)		(0.37	)
Net asset value, end of year		$11.58			$11.18			$11.70			$11.47			$10.67
Total return		6.45	%		-1.48	%		4.93	%		11.10	%		0.89	%
Supplemental data and ratios:
Net assets, end of year	$65,682,169			$63,429,577			$75,739,873			$81,408,890			$170,330,144
Ratio of expenses to average net assets
Before expense reimbursement (recapture)		1.38	%		1.38	%		1.36	%		1.31	%		1.29	%
After expense reimbursement (recapture)		1.29	%		1.29	%		1.29	%		1.29	%		1.29	%
Ratio of net investment income to average net assets
Before expense reimbursement (recapture)		2.64	%		2.90	%		2.72	%		3.16	%		3.25	%
After expense reimbursement (recapture)		2.73	%		2.99	%		2.79	%		3.18	%		3.25	%
Portfolio turnover rate		33.29	%		35.08	%		30.36	%		38.80	%		38.01	%

See notes to financial statements.

163

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Opportunistic Fixed Income Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.94			$10.27			$ 9.70			$10.07
Income from investment operations:
Net investment income		0.41			0.34			0.42			0.35
Net realized and unrealized gains (losses) on investments		(0.32	)		(0.37	)		0.57			(0.34	)
Total from investment operations		0.09			(0.03	)		0.99			0.01
Less distributions:
Dividends from net investment income		(0.50	)		(0.28	)		(0.42	)		(0.38	)
Dividends from net realized gains		—			(0.02	)		—			—
Total distributions		(0.50	)		(0.30	)		(0.42	)		(0.38	)
Net asset value, end of year		$ 9.53			$ 9.94			$10.27			$ 9.70
Total return		0.88	%		-0.21	%		10.33	%		0.29	%²
Supplemental data and ratios:
Net assets, end of year		$50,593,107			$65,181,311			$104,141,739			$38,403,168
Ratio of expenses to average net assets
Before expense reimbursement (recapture)		1.08	%		1.01	%		1.03	%		1.13	%³
After expense reimbursement (recapture)		1.05	%		1.01	%		1.05	%		1.05	%³
Ratio of net investment income to average net assets
Before expense reimbursement (recapture)		3.84	%		4.10	%		4.17	%		4.20	%³
After expense reimbursement (recapture)		3.87	%		4.10	%		4.15	%		4.28	%³
Portfolio turnover rate		39.66	%		66.49	%		101.49	%		86.54	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.

See notes to financial statements.

164

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Opportunistic Fixed Income Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			Year Ended March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.93			$10.28			$ 9.70			$10.00
Income from investment operations:
Net investment income		0.33			0.35			0.36			0.34
Net realized and unrealized gains (losses) on investments		(0.29	)		(0.43	)		0.58			(0.31	)
Total from investment operations		0.04			(0.08	)		0.94			0.03
Less distributions:
Dividends from net investment income		(0.42	)		(0.25	)		(0.36	)		(0.33	)
Dividends from net realized gains		—			(0.02	)		—			—
Total distributions		(0.42	)		(0.27	)		(0.36	)		(0.33	)
Net asset value, end of year		$ 9.55			$ 9.93			$10.28			$ 9.70
Total return		0.33	%		-0.71	%		9.64	%		0.56	%
Supplemental data and ratios:
Net assets, end of year	$151,883,107			$147,493,694			$150,493,389			$204,104,609
Ratio of expenses to average net assets
Before expense reimbursement (recapture)		1.66	%		1.59	%		1.61	%		1.63	%
After expense reimbursement (recapture)		1.55	%		1.55	%		1.55	%		1.55	%
Ratio of net investment income to average net assets
Before expense reimbursement (recapture)		3.28	%		3.51	%		3.52	%		3.49	%
After expense reimbursement (recapture)		3.39	%		3.55	%		3.58	%		3.57	%
Portfolio turnover rate		39.66	%		66.49	%		101.49	%		86.54	%

Portfolio Turnover is calculated for the Fund as a whole.

See notes to financial statements.

165

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Strategic Asset Allocation Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			September 13, 2012¹ Through March 31, 2013
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$11.45			$10.25			$ 9.63
Income from investment operations:
Net investment income (loss)		0.16			(0.03	)		0.11
Net realized and unrealized gains on investments		0.41			1.56			0.62
Total from investment operations		0.57			1.53			0.73
Less distributions:
Dividends from net investment income		(0.19	)		(0.11	)		(0.11	)
Dividends from net realized gains		(0.18	)		(0.22	)		—
Total distributions		(0.37	)		(0.33	)		(0.11	)
Net asset value, end of year		$11.65			$11.45			$10.25
Total return		5.04	%		15.00	%		7.68	%²
Supplemental data and ratios:
Net assets, end of year		$7,737,997			$3,534,178			$884,658
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		0.41	%		0.40	%		0.42	%³
After expense reimbursement (recapture) and securities lending credit		0.34	%		0.36	%		0.40	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		1.63	%		1.42	%		1.84	%³
After expense reimbursement (recapture) and securities lending credit		1.70	%		1.46	%		1.86	%³
Portfolio turnover rate		11.96	%		30.35	%		18.44	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

166

GuideMark^®Funds & GuidePath^®Funds
FINANCIAL HIGHLIGHTS


	Strategic Asset Allocation Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$11.43			$10.26			$ 9.46			$10.00
Income from investment operations:
Net investment income		0.12			0.07			0.07			0.08
Net realized and unrealized gains (losses) on investments		0.38			1.38			0.80			(0.52	)
Total from investment operations		0.50			1.45			0.87			(0.44	)
Less distributions:
Dividends from net investment income		(0.13	)		(0.06	)		(0.07	)		(0.10	)
Dividends from net realized gains		(0.18	)		(0.22	)		—			—
Return of capital		—			—			—			—	*
Total distributions		(0.31	)		(0.28	)		(0.07	)		(0.10	)
Net asset value, end of year		$11.62			$11.43			$10.26			$ 9.46
Total return		4.47	%		14.20	%		9.30	%		-4.30	%²
Supplemental data and ratios:
Net assets, end of year	$259,838,374			$288,401,436			$248,122,395			$144,649,234
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		1.00	%		1.00	%		1.04	%		1.22	%³
After expense reimbursement (recapture) and securities lending credit		0.95	%		1.00	%		1.00	%		1.00	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		0.94	%		0.61	%		0.76	%		1.12	%³
After expense reimbursement (recapture) and securities lending credit		0.99	%		0.61	%		0.80	%		1.34	%³
Portfolio turnover rate		11.96	%		30.35	%		18.44	%		14.40	%²

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.
^*	Amount represents less than $0.01 per share.

See notes to financial statements.

167

GuideMark^®Funds & GuidePath^®Funds
FINANCIAL HIGHLIGHTS


	Tactical Constrained^®Asset Allocation Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			September 13, 2012¹ Through March 31, 2013
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$11.39			$10.43			$ 9.98
Income from investment operations:
Net investment income		0.26			0.18			0.14
Net realized and unrealized gains on investments		0.41			0.98			0.48
Total from investment operations		0.67			1.16			0.62
Less distributions:
Dividends from net investment income		(0.25	)		(0.14	)		(0.14	)
Dividends from net realized gains		(0.55	)		(0.06	)		(0.03	)
Total distributions		(0.80	)		(0.20	)		(0.17	)
Net asset value, end of year		$11.26			$11.39			$10.43
Total return		6.01	%		11.13	%		6.29	%²
Supplemental data and ratios:
Net assets, end of year	$6,173,168			$2,680,327			$879,348
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		0.42	%		0.43	%		0.43	%³
After expense reimbursement (recapture) and securities lending credit		0.37	%		0.38	%		0.38	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		1.96	%		1.42	%		2.10	%³
After expense reimbursement (recapture) and securities lending credit		2.01	%		1.47	%		2.15	%³
Portfolio turnover rate		38.36	%		69.17	%		67.22	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

168

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS


	Tactical Constrained^®Asset Allocation Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$11.39			$10.44			$ 9.76			$10.00
Income from investment operations:
Net investment income		0.15			0.08			0.09			0.09
Net realized and unrealized gains (losses) on investments		0.46			1.01			0.71			(0.24	)
Total from investment operations		0.61			1.09			0.80			(0.15	)
Less distributions:
Dividends from net investment income		(0.16	)		(0.08	)		(0.09	)		(0.09	)
Dividends from net realized gains		(0.55	)		(0.06	)		(0.03	)		—
Total distributions		(0.71	)		(0.14	)		(0.12	)		(0.09	)
Net asset value, end of year		$11.29			$11.39			$10.44			$ 9.76
Total return		5.42	%		10.40	%		8.25	%		-1.43	%²
Supplemental data and ratios:
Net assets, end of year	$174,138,417			$195,498,995			$228,905,423			$143,145,114
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		1.01	%		1.02	%		1.05	%		1.25	%³
After expense reimbursement (recapture) and securities lending credit		1.00	%		1.00	%		1.00	%		1.00	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		1.17	%		0.67	%		0.94	%		1.33	%³
After expense reimbursement (recapture) and securities lending credit		1.18	%		0.69	%		0.99	%		1.58	%³
Portfolio turnover rate		38.36	%		69.17	%		67.22	%		50.86	%²

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

169

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS


	Tactical Unconstrained^®Asset Allocation Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			September 13, 2012¹ Through March 31, 2013
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$10.80			$10.25			$ 9.75
Income from investment operations:
Net investment income		0.17			0.07			0.13
Net realized and unrealized gains on investments		0.21			0.75			0.55
Total from investment operations		0.38			0.82			0.68
Less distributions:
Dividends from net investment income		(0.20	)		(0.09	)		(0.14	)
Dividends from net realized gains		(0.64	)		(0.18	)		(0.04	)
Total distributions		(0.84	)		(0.27	)		(0.18	)
Net asset value, end of year		$10.34			$10.80			$10.25
Total return		3.63	%		8.01	%		7.11	%²
Supplemental data and ratios:
Net assets, end of year	$5,977,217			$1,496,066			$810,333
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		0.51	%		0.51	%		0.52	%³
After expense reimbursement (recapture) and securities lending credit		0.36	%		0.46	%		0.46	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		2.01	%		1.14	%		1.89	%³
After expense reimbursement (recapture) and securities lending credit		2.16	%		1.19	%		1.95	%³
Portfolio turnover rate		214.84	%		244.90	%		195.89	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

170

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS


	Tactical Unconstrained^®Asset Allocation Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$10.79			$10.27			$ 9.54			$10.00
Income from investment operations:
Net investment income		0.15			0.05			0.09			0.06
Net realized and unrealized gains (losses) on investments		0.17			0.70			0.78			(0.47	)
Total from investment operations		0.32			0.75			0.87			(0.41	)
Less distributions:
Dividends from net investment income		(0.15	)		(0.05	)		(0.10	)		(0.05	)
Dividends from net realized gains		(0.64	)		(0.18	)		(0.04	)		—
Total distributions		(0.79	)		(0.23	)		(0.14	)		(0.05	)
Net asset value, end of year		$10.32			$10.79			$10.27			$ 9.54
Total return		3.08	%		7.27	%		9.15	%		-4.09	%²
Supplemental data and ratios:
Net assets, end of year	$480,492,438			$377,469,190			$310,316,243			$184,703,438
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		1.10	%		1.10	%		1.15	%		1.32	%³
After expense reimbursement (recapture) and securities lending credit		0.97	%		1.10	%		1.10	%		1.10	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		1.30	%		0.51	%		0.90	%		0.90	%³
After expense reimbursement (recapture) and securities lending credit		1.43	%		0.51	%		0.95	%		1.12	%³
Portfolio turnover rate		214.84	%		244.90	%		195.89	%		293.90	%²

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

171

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Absolute Return Asset Allocation Fund
	Institutional
	Year Ended March 31, 2015			Year Ended March 31, 2014			September 13, 2012¹ Through March 31, 2013
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$10.00			$10.16			$10.19
Income from investment operations:
Net investment income		0.40			0.41			0.18
Net realized and unrealized losses on investments		(0.10	)⁶		(0.31	)		(0.02	)
Total from investment operations		0.30			0.10			0.16
Less distributions:
Dividends from net investment income		(0.28	)		(0.26	)		(0.18	)
Dividends from net realized gains		—			—			(0.01	)
Total distributions		(0.28	)		(0.26	)		(0.19	)
Net asset value, end of year		$10.02			$10.00			$10.16
Total return		3.05	%		1.08	%		1.53	%²
Supplemental data and ratios:
Net assets, end of year	$2,673,347			$1,014,889			$569,773
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		0.51	%		0.51	%		0.51	%³
After expense reimbursement (recapture) and securities lending credit		0.34	%		0.36	%		0.47	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		2.64	%		2.24	%		2.59	%³
After expense reimbursement (recapture) and securities lending credit		2.81	%		2.39	%		2.63	%³
Portfolio turnover rate		91.93	%		134.44	%		64.86	%

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.
⁶	Realized and unrealized gains and losses per share in this caption are balancing amounts necessary to reconcile the change in net asset value per share for the year, and may not reconcile with the aggregate gains and losses in the Statement of Operations due to share transactions for the period.

See notes to financial statements.

172

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Absolute Return Asset Allocation Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			Year Ended March 31, 2013			April 29, 2011¹ Through March 31, 2012
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$10.01			$10.17			$10.04			$10.00
Income from investment operations:
Net investment income		0.23			0.19			0.14			0.09
Net realized and unrealized gains (losses) on investments		0.02			(0.15	)		0.13			0.01
Total from investment operations		0.25			0.04			0.27			0.10
Less distributions:
Dividends from net investment income		(0.22	)		(0.20	)		(0.13	)		(0.06	)
Dividends from net realized gains		—			—			(0.01	)		—
Total distributions		(0.22	)		(0.20	)		(0.14	)		(0.06	)
Net asset value, end of year		$10.04			$10.01			$10.17			$10.04
Total return		2.47	%		0.43	%		2.71	%		1.01	%²
Supplemental data and ratios:
Net assets, end of year	$366,970,865			$449,186,398			$509,704,884			$238,654,697
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		1.11	%		1.10	%		1.13	%		1.28	%³
After expense reimbursement (recapture) and securities lending credit		0.93	%		1.00	%		1.10	%		1.10	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		1.92	%		1.64	%		1.80	%		1.54	%³
After expense reimbursement (recapture) and securities lending credit		2.10	%		1.74	%		1.83	%		1.72	%³
Portfolio turnover rate		91.93	%		134.44	%		64.86	%		136.33	%²

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

173

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Multi-Asset Income Asset Allocation Fund
	Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			August 31, 2012¹ Through March 31, 2013
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$10.76			$10.58			$10.00
Income from investment operations:
Net investment income		0.36			0.38			0.22
Net realized and unrealized gains (losses) on investments		(0.05	)		0.21			0.53
Total from investment operations		0.31			0.59			0.75
Less distributions:
Dividends from net investment income		(0.38	)		(0.40	)		(0.17	)
Dividends from net realized gains		(0.07	)		(0.01	)		—
Total distributions		(0.45	)		(0.41	)		(0.17	)
Net asset value, end of year		$10.62			$10.76			$10.58
Total return		3.01	%		5.63	%		7.55	%²
Supplemental data and ratios:
Net assets, end of year	$140,497,937			$115,477,776			$73,269,622
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		1.14	%		1.18	%		1.33	%³
After expense reimbursement (recapture) and securities lending credit		0.88	%		0.88	%		1.10	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		3.23	%		3.66	%		3.66	%³
After expense reimbursement (recapture) and securities lending credit		3.49	%		3.96	%		3.89	%³
Portfolio turnover rate		66.76	%		100.40	%		21.35	%²

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.

See notes to financial statements.

174

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Fixed Income Allocation Fund
	Institutional									Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			September 13, 2012¹ Through March 31, 2013			Year Ended March 31, 2015			Year Ended March 31, 2014			August 31, 2012¹ Through March 31, 2013
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.65			$10.00			$10.01			$ 9.64			$ 9.98			$10.00
Income from investment operations:
Net investment income		0.25			0.19			0.13			0.19			0.15			0.10
Net realized and unrealized gains (losses) on investments		0.11			(0.27	)		(0.04	)		0.13			(0.30	)		(0.04	)
Total from investment operations		0.36			(0.08	)		0.09			0.32			(0.15	)		0.06
Less distributions:
Dividends from net investment income		(0.25	)		(0.24	)		(0.10	)		(0.19	)		(0.16	)		(0.08	)
Dividends from net realized gains		—			(0.03	)		—	*		—			(0.03	)		—	*
Total distributions		(0.25	)		(0.27	)		(0.10	)		(0.19	)		(0.19	)		(0.08	)
Net asset value, end of year		$ 9.76			$ 9.65			$10.00			$ 9.77			$ 9.64			$ 9.98
Total return		3.75	%		-0.83	%		0.88	%²		3.32	%		-1.47	%		0.59	%²
Supplemental data and ratios:
Net assets, end of year	$2,257,327			$960,185			$503,918			$143,904,504			$213,499,393			$227,815,865
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture) and securities lending credit		0.42	%		0.41	%		0.50	%³		1.02	%		1.01	%		1.09	%³
After expense reimbursement (recapture) and securities lending credit		0.31	%		0.32	%		0.43	%³		0.92	%		0.92	%		1.03	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture) and securities lending credit		2.66	%		1.98	%		2.44	%³		1.72	%		1.40	%		1.78	%³
After expense reimbursement (recapture) and securities lending credit		2.77	%		2.07	%		2.51	%³		1.82	%		1.49	%		1.84	%³
Portfolio turnover rate		22.67	%		67.82	%		18.75	%²		22.67	%		67.82	%		18.75	%²

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.
*	Amount represents less than $0.01 per share.

See notes to financial statements.

175

GuideMark^®Funds & GuidePath^®Funds

FINANCIAL HIGHLIGHTS

	Altegris^®Diversified Alternatives Allocation Fund
	Institutional									Service
	Year Ended March 31, 2015			Year Ended March 31, 2014			September 13, 2012¹ Through March 31, 2013			Year Ended March 31, 2015			Year Ended March 31, 2014			August 31, 2012¹ Through March 31, 2013
Per share data for a share of capital stock outstanding for the entire year and selected information for the year are as follows:
Net asset value, beginning of year		$ 9.89			$10.01			$10.07			$ 9.89			$10.00			$10.00
Income from investment operations:
Net investment income		0.24			0.28			0.05			0.20			0.26			0.03
Net realized and unrealized gains (losses) on investments		0.58			(0.11	)		(0.07	)		0.58			(0.11	)		—
Total from investment operations		0.82			0.17			(0.02	)		0.78			0.15			0.03
Less distributions:
Dividends from net investment income		(0.23	)		(0.29	)		(0.04	)		(0.19	)		(0.26	)		(0.03	)
Dividends from net realized gains		—			—	*		—			—			—	*		—
Total distributions		(0.23	)		(0.29	)		(0.04	)		(0.19	)		(0.26	)		(0.03	)
Net asset value, end of year		$10.48			$ 9.89			$10.01			$10.48			$ 9.89			$10.00
Total return		8.34	%		1.76	%		-0.19	%²		7.91	%		1.50	%		0.26	%²
Supplemental data and ratios:
Net assets, end of year	$1,922,961			$737,302			$514,104			$100,280,211			$128,520,824			$161,223,450
Ratio of expenses to average net assets⁴
Before expense reimbursement (recapture), fees waived and securities lending credit		0.34	%		0.33	%		0.30	%³		0.94	%		0.93	%		0.72	%³
After expense reimbursement (recapture), fees waived and securities lending credit		0.19	%		0.18	%		0.30	%³		0.54	%		0.53	%		0.72	%³
Ratio of net investment income to average net assets⁵
Before expense reimbursement (recapture), fees waived and securities lending credit		2.30	%		3.10	%		0.84	%³		1.40	%		2.18	%		0.47	%³
After expense reimbursement (recapture), fees waived and securities lending credit		2.45	%		3.25	%		0.84	%³		1.80	%		2.58	%		0.47	%³
Portfolio turnover rate		19.66	%		40.26	%		16.16	%²		19.66	%		40.26	%		16.16	%²

Portfolio Turnover is calculated for the Fund as a whole.

¹	Commencement of operations.
²	Not annualized.
³	Annualized.
⁴	These ratios exclude the impact of the expenses of the underlying investment companies and exchange-traded funds in which the Fund invests.
⁵	Recognition of the net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies and exchange-traded funds in which the Fund invests.
*	Amount represents less than $0.01 per share.

See notes to financial statements.

176

GuideMark^® Funds & GuidePath^®Funds
NOTES TO FINANCIAL STATEMENTS

March 31, 2015

1. Organization

GPS Funds I and GPS Funds II (the “Trusts”) are organized as Delaware statutory trusts under Declarations of Trust dated January 2, 2001 and October 20, 2010, respectively. The Trusts are registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as open-end management investment companies. GPS Funds I is comprised of the following 7 funds: GuideMark^®Large Cap Growth Fund, GuideMark^®Large Cap Value Fund, GuideMark^®Small/Mid Cap Core Fund, GuideMark^®World ex-US Fund, GuideMark^®Opportunistic Equity Fund, GuideMark^®Core Fixed Income Fund, and GuideMark^®Tax-Exempt Fixed Income Fund. GPS Funds II is comprised of the following 9 funds: GuideMark^®Global Real Return Fund, GuideMark^®Opportunistic Fixed Income Fund, GuidePath^®Strategic Asset Allocation Fund, GuidePath^®Tactical Constrained^®Asset Allocation Fund, GuidePath^®Tactical Unconstrained^®Asset Allocation Fund, GuidePath^®Absolute Return Asset Allocation Fund, GuidePath^®Multi-Asset Income Asset Allocation Fund, GuidePath^®Fixed Income Allocation Fund and GuidePath^®Altegris^®Diversified Alternatives Allocation Fund (collectively, the “Funds”). All of the Funds, except for the GuideMark^®Opportunistic Equity Fund and GuideMark^®Opportunistic Fixed Income Fund are classified and operate as diversified funds under the 1940 Act. The GuideMark^®Opportunistic Equity Fund and GuideMark^®Opportunistic Fixed Income Fund are classified as non-diversified. Each Fund represents a distinct portfolio with its own investment objectives and policies. The assets of each Fund are segregated, and a shareholder’s interest is limited to the Fund in which shares are held. The GuideMark^®Global Real Return Fund, GuideMark^®Opportunistic Fixed Income Fund, GuidePath^®Strategic Asset Allocation Fund, GuidePath^®Tactical Constrained^®Asset Allocation Fund, GuidePath^®Tactical Unconstrained^®Asset Allocation Fund and GuidePath^®Absolute Return Asset Allocation Fund were seeded on March 4, 2011 and the prospectus went effective on April 1, 2011. The GuideMark^®Opportunistic Equity Fund, GuideMark^®Global Real Return Fund and GuideMark^®Opportunistic Fixed Income Fund commenced operations on April 1, 2011. The GuidePath^®Strategic Asset Allocation Fund, GuidePath^®Tactical Constrained^®Asset Allocation Fund, GuidePath^®Tactical Unconstrained^®Asset Allocation Fund and GuidePath^®Absolute Return Asset Allocation Fund

commenced operations on April 29, 2011. The GuidePath^®Multi-Asset Income Asset Allocation Fund, GuidePath^®Fixed Income Allocation Fund and GuidePath^®Altegris^®Diversified Alternatives Allocation Fund commenced operations on August 31, 2012. Each Fund offers two classes of shares: Service Shares and Institutional Shares.

2. Significant Accounting Policies

The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principals (“GAAP”).

(a)

Investment Valuation

Portfolio securities listed on a national or foreign securities exchange, except those listed on NASDAQ, for which market quotations are available are valued at the last quoted sale price on each business day. Portfolio securities traded on NASDAQ are valued at the NASDAQ Official Closing Price (“NOCP”) on each business day. If there is no reported sale on an exchange or NASDAQ, the portfolio security will be valued at the mean between the most recent quoted bid and asked price. Price information on listed securities is taken from the exchange where the security is primarily traded.

All equity securities that are not traded on a listed exchange are valued at the last sale price in the over-the-counter market. If a non-exchange traded security does not trade on a particular day, then the mean between the last quoted closing bid and asked price will be used. Non-exchange traded ADRs are priced with an evaluated price as determined by the current evaluated pricing procedures of, and provided by, the pricing vendor.

Fixed income securities that have a maturity of greater than 60 days are generally valued on the basis of evaluations obtained from third party pricing services, which take into account appropriate factors such as institutional-sized trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data. Short term investments having a maturity of less than 60 days are generally valued at amortized cost.

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March 31, 2015

Investments in mutual funds are valued at the closing net asset value per share of each mutual fund on the day of valuation.

To assess the continuing appropriateness of security valuation, the Advisor regularly compares prior day prices with current day prices and transaction prices. When the comparison results exceed pre-defined thresholds, the Advisor challenges the prices exceeding tolerance levels with the pricing service or broker. Securities for which no market quotations are readily available or when a significant event has occurred between the time of the security’s last close and the time that a Fund next calculates its net asset value will be valued at their fair value as determined by the applicable Fund’s Valuation Committee. Securities for which no market prices are readily available will be valued at their fair value as determined by the Valuation Committee under procedures adopted by the applicable Board of Trustees (the “Board”).

The Funds have adopted authoritative fair valuation accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs, if any, during the period. In addition, these standards require expanded disclosure for each major category of assets. These inputs are summarized in the three broad levels listed below:

Level 1 – Quoted prices in active markets for identical securities.

Level 2 – Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3 – Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

During the year, certain of the securities and other instruments held by the Funds were categorized as Level 2 or Level 3 based upon the inputs and methodologies used to determine the fair value of the security or instrument. Descriptions of the inputs and valuation methodologies used to determine the fair values of each class of investments within Level 2 and Level 3 are set forth below.

Level 2 Investments. The Funds’ investments that were categorized as Level 2 include: (1) certain fixed income securities, including asset-backed securities, bank loans, collateralized mortgage obligations, convertible obligations, corporate obligations, U.S. and foreign government obligations, mortgage-backed securities and municipal bonds; (2) certain common stocks, convertible preferred stocks, preferred stocks, and real estate investment trusts; and (3) certain over-the-counter derivative instruments, including forward currency contracts, futures, swaps and options.

Fixed income securities are normally valued by pricing vendors that use broker-dealer quotations, reported trades or valuation estimates from their internal pricing models. The service providers’ internal models typically use inputs that are observable such as institutional-sized trading in similar groups of securities, yield, credit quality, coupon rate, maturity, type of issue, trading characteristics and other market data.

Certain common stocks that trade on foreign exchanges are subject to valuation adjustments. These valuation adjustments are applied to the foreign exchange-traded common stocks to account for the market movement between the close of the foreign market in which the security is traded and the close of the New York Stock Exchange. These securities are valued using pricing vendors that consider the correlation patterns of price movements of the foreign security to the intraday trading in the U.S. markets.

Foreign currency contracts, futures, swaps and options derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These instruments are

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March 31, 2015

normally valued using pricing vendors. Depending upon the instrument, its value may be provided by a pricing vendor using a series of techniques, including pricing models. The pricing models typically use inputs that are observed from active markets such as indices, spreads, interest rates, curves, dividends and exchange rates.

Level 3 Investments. The Funds’ investments that were categorized as Level 3 include: fair valued securities.

Fair valued securities are normally valued by pricing vendors using relevant observable inputs, as described above. In certain circumstances, the types of observable inputs that are typically used by a pricing service may be unavailable or deemed by the pricing service to be unreliable. In these instances, the pricing vendor may value the security based upon significant unobservable inputs, or the pricing vendor may not provide a value for the security. To the extent that a pricing vendor does not provide a value for a particular security, or the pricing vendor provides a value that the Valuation Committee does not believe accurately reflects the value of the security, the security will be valued by the Valuation Committee based upon the information available to the Committee at the time of valuation and in accordance with procedures adopted by the Board. These methodologies may require subjective judgments and determinations about the value of a particular security. When significant unobservable inputs are used to value a security, the security is categorized as Level 3.

To verify Level 3 unobservable inputs, the Valuation Committee uses a variety of techniques as appropriate to substantiate these valuation approaches including a regular review of key inputs and assumptions, transaction back-testing or disposition analysis and review of related market activity.

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used to value the Funds’ net assets as of March 31, 2015:

GuideMark^®Large Cap Growth Fund


	Level 1		Level 2		Level 3		Total
Common Stocks	$	211,868,702	$	—	$	—	$	211,868,702
Short Term Investments		1,618,914		—		—		1,618,914
Investments Purchased as Securities Lending Collateral		10,704,466		—		—		10,704,466
Total Investments in Securities	$	224,192,082	$	—	$	—	$	224,192,082

For further information regarding security characteristics, see the Schedule of Investments. There were no transfers in or out of Levels 1 or 2. Transfers between levels are recognized at the end of the reporting period.

Below is a reconciliation that details the activity of Level 3 securities for which significant unobservable inputs were used to determine fair value during the reporting period.

Beginning Balance — April 1, 2014	$	792
Accreted discounts, net		—
Purchases		—
Sales		—
Transfers into level 3		—
Transfers out of level 3		—
Realized loss		(85,191	)*
Change in unrealized depreciation		84,399
Ending Balance — March 31, 2015	$	—

* This realized loss is related to securities lending collateral, see note 6.

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March 31, 2015

GuideMark^®Large Cap Value Fund

	Level 1		Level 2		Level 3		Total
Common Stocks	$	215,381,432	$	—	$	—	$	215,381,432
Investments Purchased as Securities Lending Collateral		12,589,606		—		—		12,589,606
Total Investments in Securities	$	227,971,038	$	—	$	—	$	227,971,038

Below is a reconciliation that details the activity of Level 3 securities for which significant unobservable inputs were used to determine fair value during the reporting period.

Beginning Balance — April 1, 2014	$	906
Accreted discounts, net		—
Purchases		—
Sales		—
Transfers into level 3		—
Transfers out of level 3		—
Realized loss		(97,459	)*
Change in unrealized depreciation		96,553
Ending Balance — March 31, 2015	$	—

* This realized loss is related to securities lending collateral, see note 6.

GuideMark^®Small/Mid Cap Core Fund

	Level 1		Level 2		Level 3		Total
Common Stocks	$	70,305,099	$	—	$	—	$	70,305,099
Investment Companies		1,135,373		—		—		1,135,373
Real Estate Investment Trusts		5,976,590		—		—		5,976,590
Short Term Investments		332,483		—		—		332,483
Investments Purchased as Securities Lending Collateral		11,945,175		—		—		11,945,175
Total Investments in Securities	$	89,694,720	$	—	$	—	$	89,694,720

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March 31, 2015

Below is a reconciliation that details the activity of Level 3 securities for which significant unobservable inputs were used to determine fair value during the reporting period.

Beginning Balance — April 1, 2014	$	247
Accreted discounts, net		—
Purchases		—
Sales		—
Transfers into level 3		—
Transfers out of level 3		—
Realized loss		(26,523	)*
Change in unrealized depreciation		26,276
Ending Balance — March 31, 2015	$	—

* This realized loss is related to securities lending collateral, see note 6.

GuideMark^®World ex-US Fund

	Level 1			Level 2		Level 3		Total
Common Stocks
Consumer Discretionary	$	6,643,867		$	34,014,096	$	—	$	40,657,963
Consumer Staples		2,126,608			26,434,204		—		28,560,812
Energy		6,747,404			15,949,054		—		22,696,458
Financials		10,712,214			75,130,062		—		85,842,276
Health Care		4,377,268			27,183,486		—		31,560,754
Industrials		2,015,489			29,987,617		—		32,003,106
Information Technology		1,959,453			22,809,884		—		24,769,337
Materials		3,582,696			19,848,355		—		23,431,051
Telecommunication Services		1,352,858			20,512,017		—		21,864,875
Utilities		739,733			8,514,376		—		9,254,109
Total Common Stocks		40,257,590			280,383,151		—		320,640,741
Preferred Stocks		2,149,836			2,620,986		—		4,770,822
Real Estate Investment Trusts		2			3,041,954		—		3,041,956
Short Term Investments		11,524,291			409,999		—		11,934,290
Investments Purchased as Securities Lending Collateral		577,042			—		—		577,042
Total Investments in Securities	$	54,508,761		$	286,456,090	$	—	$	340,964,851
Other Financial Instruments*
Futures	$	(14,902	)	$	—	$	—	$	(14,902	)

Other financial instruments are derivative instruments not reflected in the Schedule of Investments, such as futures. These instruments are reflected at the unrealized appreciation (depreciation) on the instrument.

For further information regarding security characteristics, see the Schedule of Investments.

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March 31, 2015

Below is a reconciliation that details the transfer of securities between Level 1 and Level 2 during the reporting period:

	Investments
Description	in Securities
Transfers into Level 1	$	1,760,790
Transfers out of Level 1		(526,772	)
Net Transfers into/(out of) Level 1	$	1,234,018
Transfers into Level 2	$	526,772
Transfers out of Level 2		(1,760,790	)
Net Transfers into/(out of) Level 2	$	(1,234,018	)

Transfers were made due to an increase or decrease in the level of inputs utilized for such securities in accordance with the fair value hierarchy.

Below is a reconciliation that details the activity of Level 3 securities for which significant unobservable inputs were used to determine fair value during the reporting period.

Beginning Balance — April 1, 2014	$	216
Accreted discounts, net		—
Purchases		—
Sales		—
Transfers into level 3		—
Transfers out of level 3		—
Realized loss		(23,215	)*
Change in unrealized depreciation		22,999
Ending Balance — March 31, 2015	$	—

* This realized loss is related to securities lending collateral, see note 6.

Transfers between levels are recognized at the end of the reporting period.

GuideMark^®Opportunistic Equity Fund

	Level 1		Level 2		Level 3		Total
Common Stocks	$	128,908,157	$	—	$	—	$	128,908,157
Real Estate Investment Trusts		3,992,036		—		—		3,992,036
Short Term Investments		4,456,400		—		—		4,456,400
Investments Purchased as Securities Lending Collateral		11,333,137		—		—		11,333,137
Total Investments in Securities	$	148,689,730	$	—	$	—	$	148,689,730

For further information regarding security characteristics, see the Schedule of Investments. There were no transfers in or out of Levels 1, 2 or 3. Transfers between levels are recognized at the end of the reporting period.

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March 31, 2015

GuideMark^®Global Real Return Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	61,156,778	$	—	$	—	$	61,156,778
Short Term Investments		3,428,156		—		—		3,428,156
Investments Purchased as Securities Lending Collateral		18,747,590		—		—		18,747,590
Total Investments in Securities	$	83,332,524	$	—	$	—	$	83,332,524

GuideMark^®Core Fixed Income Fund

	Level 1			Level 2			Level 3		Total
Fixed Income
Asset Backed Securities	$	—		$	33,711,978		$	—	$	33,711,978
Collateralized Mortgage Obligations		—			18,138,834			—		18,138,834
Corporate Obligations		—			123,026,097			—		123,026,097
Foreign Government Debt Obligations		—			999,280			—		999,280
Mortgage Backed Securities		—			104,404,300			—		104,404,300
Municipal Debt Obligations		—			1,481,145			—		1,481,145
U.S. Treasury Obligations		—			29,359,058			—		29,359,058
Total Fixed Income		—			311,120,692			—		311,120,692
Short Term Investments		32,092,188			—			—		32,092,188
Investments Purchased as Securities Lending Collateral		6,327,571			—			—		6,327,571
Total Investments in Securities	$	38,419,759		$	311,120,692		$	—	$	349,540,451
Other Financial Instruments*
Futures	$	(23,645	)	$	—		$	—	$	(23,645	)
Swaps		—			(57	)		—		(57	)

Below is a reconciliation that details the activity of Level 3 securities for which significant unobservable inputs were used to determine fair value during the reporting period.

Beginning Balance — April 1, 2014	$	191
Accreted discounts, net		—
Purchases		—
Sales		—
Transfers into level 3		—
Transfers out of level 3		—
Realized loss		(20,484	)*
Change in unrealized depreciation		20,293
Ending Balance — March 31, 2015	$	—

* This realized loss is related to securities lending collateral, see note 6.

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March 31, 2015

GuideMark^®Tax-Exempt Fixed Income Fund

	Level 1		Level 2		Level 3		Total
Municipal Obligations	$	—	$	63,971,735	$	—	$	63,971,735
Short Term Investments		991,579		—		—		991,579
Total Investments in Securities	$	991,579	$	63,971,735	$	—	$	64,963,314

GuideMark^®Opportunistic Fixed Income Fund

	Level 1		Level 2			Level 3		Total
Equity
Common Stock	$	873,330	$	22,430		$	—	$	895,760
Convertible Preferred Stock		1,907,560		252,451			—		2,160,011
Investment Companies		136,022		—			—		136,022
Preferred Stock		—		331,830			—		331,830
Total Equity		2,916,912		606,711			—		3,523,623
Fixed Income
Asset Backed Securities		—		2,498,180			—		2,498,180
Bank Loans		—		7,910,450			—		7,910,450
Collateralized Mortgage Obligations		—		29,314,429			—		29,314,429
Convertible Obligations		—		2,835,688			—		2,835,688
Corporate Obligations		—		28,432,154			—		28,432,154
Foreign Government Obligations		—		62,760,244			—		62,760,244
Mortgage Backed Securities		—		28,763,268			—		28,763,268
Total Fixed Income		—		162,514,413			—		162,514,413
Purchased Options		87,822		63,538			—		151,360
Short Term Investments		18,478,884		8,022,720			—		26,501,604
Total Investments in Securities	$	21,483,618	$	171,207,382		$	—	$	192,691,000
Other Financial Instruments*
Forward Currency Contracts	$	—	$	6,144,535		$	—	$	6,144,535
Futures		21,062		—			—		21,062
Options Written		16,984		—			—		16,984
Swaps		—		(1,961,979	)		—		(1,961,979	)

Other financial instruments are derivative instruments not reflected in the Schedule of Investments, such as forward currency contracts, futures, swaps and written options. Forward currency contracts, futures and swaps are reflected at the unrealized appreciation (depreciation) on the instrument, while written options are reflected at value.

For further information regarding security characteristics, see the Schedule of Investments. There were no transfers in or out of level 3.

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March 31, 2015

Below is a reconciliation that details the transfer of securities between Level 1 and Level 2 during the reporting period:

Description	Investments in Securities
Transfers into Level 1	$	—
Transfers out of Level 1		(57,629	)
Net Transfers into/(out of) Level 1	$	(57,629	)
Transfers into Level 2	$	57,629
Transfers out of Level 2		—
Net Transfers into/(out of) Level 2	$	57,629

Transfers were made due to a decrease in the level of inputs utilized for such securities in accordance with the fair value hierarchy. Transfers between levels are recognized at the end of the reporting period.

GuidePath^®Strategic Asset Allocation Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	261,846,464	$	—	$	—	$	261,846,464
Short Term Investments		4,950,790		—		—		4,950,790
Investments Purchased as Securities Lending Collateral		62,810,051		—		—		62,810,051
Total Investments in Securities	$	329,607,305	$	—	$	—	$	329,607,305

GuidePath^®Tactical Constrained^®Asset Allocation Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	174,774,892	$	—	$	—	$	174,774,892
Short Term Investments		5,104,616		—		—		5,104,616
Investments Purchased as Securities Lending Collateral		16,506,270		—		—		16,506,270
Total Investments in Securities	$	196,385,778	$	—	$	—	$	196,385,778

GuidePath^®Tactical Unconstrained^®Asset Allocation Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	476,372,411	$	—	$	—	$	476,372,411
Short Term Investments		8,663,476		—		—		8,663,476
Investments Purchased as Securities Lending Collateral		61,819,802		—		—		61,819,802
Total Investments in Securities	$	546,855,689	$	—	$	—	$	546,855,689

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March 31, 2015

GuidePath^®Absolute Return Asset Allocation Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	362,304,163	$	—	$	—	$	362,304,163
Short Term Investments		6,894,864		—		—		6,894,864
Investments Purchased as Securities Lending Collateral		35,062,476		—		—		35,062,476
Total Investments in Securities	$	404,261,503	$	—	$	—	$	404,261,503

GuidePath^®Multi-Asset Income Asset Allocation Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	137,489,157	$	—	$	—	$	137,489,157
Short Term Investments		2,708,204		—		—		2,708,204
Investments Purchased as Securities Lending Collateral		17,880,139		—		—		17,880,139
Total Investments in Securities	$	158,077,500	$	—	$	—	$	158,077,500

GuidePath^®Fixed Income Allocation Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	141,914,212	$	—	$	—	$	141,914,212
Short Term Investments		4,074,667		—		—		4,074,667
Investments Purchased as Securities Lending Collateral		25,070,590		—		—		25,070,590
Total Investments in Securities	$	171,059,469	$	—	$	—	$	171,059,469

GuidePath^®Altegris^®Diversified Alternatives Allocation Fund

	Level 1		Level 2		Level 3		Total
Investment Companies	$	100,259,466	$	—	$	—	$	100,259,466
Short Term Investments		1,873,592		—		—		1,873,592
Total Investments in Securities	$	102,133,058	$	—	$	—	$	102,133,058

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March 31, 2015

(b)

Subsequent Events Evaluation

In preparing these financial statements, the Funds have evaluated events and transactions through the date of issuance for potential recognition or disclosure resulting from subsequent events. This evaluation did not result in any subsequent events that necessitated disclosures and/or adjustments to the financial statements.

(c)

Repurchase Agreements

Each Fund may enter into repurchase agreements with banks and securities dealers. These transactions involve the purchase of securities with a simultaneous commitment to sell the securities to the bank or the dealer at an agreed-upon date and price. A repurchase agreement is accounted for as an investment by the Fund, collateralized by securities, which are delivered to the Fund’s Custodian or to an agent bank under a tri-party agreement. The securities are marked-to-market daily and additional securities are acquired as needed, to ensure that their value equals or exceeds the repurchase price plus accrued interest.

(d)

Federal Income Taxes

The Funds intend to continue to comply with the requirements of sub-chapter M of the Internal Revenue Code necessary to qualify as regulated investment companies and to make the requisite distributions of income and capital gains to shareholders sufficient to relieve the Funds from all or substantially all Federal income taxes. Therefore, no Federal income tax provision is required.

The Funds have adopted financial reporting rules regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The Funds have reviewed all open tax years and major jurisdictions and concluded that no provision for income tax is required in the Funds’ financial statements. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense on the Statement of Operations. During the fiscal year ended March 31, 2015, the Funds did not incur any interest or penalties. The Funds’ Federal and state income and Federal excise tax returns for tax years for which the applicable

statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue. The Funds are not subject to examination for tax years prior to 2011.

(e)

Use of Estimates

The preparation of financial statements in conformity with GAAP requires 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 revenues and expenses during the reported period. Actual results could differ from those estimates.

(f)

Indemnifications

Under each Trust’s organizational documents, its officers and trustees are indemnified against certain liability arising out of their performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts that contain a variety of representations and warranties that provide general indemnifications. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Funds expect the risk of loss to be remote.

(g)

Expenses

Many expenses of the Funds can be directly attributed to a specific Fund. Additionally, some expenses can be directly attributed to a specific Trust, in which case the expense is apportioned among the Funds within that Trust based on relative net assets. Expenses that cannot be directly attributed to a specific Fund or Trust are apportioned among all the Funds based on relative net assets.

(h)

Organization and Offering Costs

Organization costs consist of costs incurred to establish a Trust and enable it legally to do business. The Fund expenses organizational costs as incurred. These expenses were advanced by the Advisor, and the Advisor has agreed to reimburse the Funds for these expenses, subject to potential recovery (see Note 3). Offering costs are accounted for as deferred costs

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March 31, 2015

until operations begin. Offering costs include legal fees regarding the preparation of the initial registration statement. Offering costs are then amortized to expense over twelve months on a straight-line basis.

(i)

Security Transactions and Income Recognition
Security transactions are accounted for on trade date. Dividend income is recognized on the ex-dividend date, and the interest income recorded using the effective yield method is accrued daily. Realized gains and losses on investment transactions are determined using the high cost method. Return of capital distributions received from REIT securities are recorded as an adjustment to the cost of the security and thus may impact unrealized or realized gains or losses on the security. Gains and losses from paydowns on mortgage and asset backed securities are recorded as adjustments to interest income. Distributions from underlying investment companies are classified as investment income or realized gains based on the U.S. income tax characteristics of the distribution.

(j)

Distributions to Shareholders

The Funds, with the exception of the Core Fixed Income Fund, Tax-Exempt Fixed Income Fund, Opportunistic Fixed Income Fund, Multi-Asset Income Asset Allocation Fund, and Fixed Income Allocation Fund will distribute any net investment income at least annually. The Core Fixed Income Fund, Tax-Exempt Fixed Income Fund, Opportunistic Fixed Income Fund, Multi-Asset Income Asset Allocation Fund, and Fixed Income Allocation Fund will distribute any net investment income quarterly. All of the Funds will distribute any net realized long or short-term capital gains at least annually. Certain Funds also utilize earnings and profits distributed to shareholders on redemptions of shares as part of the dividends paid deduction. Distributions to shareholders are recorded on the ex-dividend date. The Funds may also pay a special distribution at the end of the calendar year to comply with Federal tax requirements.

(k)

Derivatives

Each Fund may invest in derivative securities including call and put options, futures, forward

currency contracts and swaps. These instruments may be used by a Fund for hedging purposes as well as direct investment.

Forward Currency Contracts

The Funds may enter into forward currency contracts, obligating the Funds to deliver and receive currency at a specified future date. Transactions involving forward currency contracts may serve as long hedges (for example, if a Fund seeks to buy a security denominated in a foreign security, it may purchase a forward currency contract to lock in the U.S. dollar price of the security) or as short hedges (if a Fund anticipates selling a security denominated in a foreign currency, it may sell a forward currency contract to lock in the U.S. dollar equivalent of the anticipated sales proceeds). Forward contracts are valued daily and unrealized appreciation or depreciation is recorded daily as the difference between the contract exchange rate and the closing forward rate applied to the face amount of the contract.

Options

Exchange-traded options are valued at the last reported sale price on the exchange on which the security underlying the option is principally traded. If no sales are reported on a particular day for exchange-traded options, or the options are not exchange-traded, the options are valued at the mean between the most recent quoted bid and asked quotations at the close of the exchange.

The premium that a Fund pays when purchasing a call option or receives when writing a call option will reflect, among other things, the market price of the security, the relationship of the exercise price to the market price of the security, the relationship of the exercise price to the volatility of the security, the length of the option period and supply and demand factors. The premium is the value of an option at the date of purchase. A purchaser (holder) of a put option pays a non-refundable premium to the seller (writer) of a put option to obtain the right to sell a specified amount of a security at a fixed price (the exercise price) during a specified period (exercise period). Conversely, the

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March 31, 2015

seller (writer) of a put option, upon payment by the holder of the premium, has the obligation to buy the security from the holder of the put option at the exercise price during the exercise period.

Futures

Each Fund has the ability to buy and sell stock index futures contracts traded on domestic stock exchanges to hedge the value of its portfolio against changes in market conditions. A stock index futures contract is an agreement between two parties to take or make delivery of an amount of cash equal to a specified dollar amount, times the difference between stock index value at the close of the last trading day of the contract and the price at which the futures contract is originally struck. A stock index futures contract does not involve the physical delivery of the underlying stocks in the index. Although stock index futures contracts call for the actual taking of delivery of cash, in most cases a Fund expects to liquidate its stock index futures positions through offsetting transactions, which may result in a gain or loss, before cash settlement is required.

The World ex-US Fund, Core Fixed Income Fund and each of the GPS Funds II portfolios may purchase or sell other types of futures contracts, including those based on particular interest rates, securities, foreign currencies, securities indices and other financial instruments and indices. The Core Fixed Income Fund and each of the GPS Funds II portfolios may also

purchase and write call and put options on such future contracts, in order to seek to increase total return or to hedge against changes in interest rates, securities prices, or currency exchange rates, or, to the extent permitted by its investment policies, to otherwise manage its portfolio of investments.

Futures contracts are valued at the daily quoted settlement prices.

Swaps

The Core Fixed Income Fund and each of the GPS Funds II portfolios may enter into interest rate, mortgage, credit, currency and total return swaps, interest rate caps, floors and collars. The Core Fixed Income Fund and each of the GPS Funds II portfolios may also purchase and write (sell) options contracts on swaps, referred to as “swaptions”. The Funds may enter into swap transactions for hedging purposes or to seek to increase total return. Since interest rate, mortgage, credit and currency swaps and interest rate caps, floors and collars are individually negotiated, the Funds expect to achieve an acceptable degree of correlation between their portfolio investments and their swap, cap, floor and collar positions.

Swap agreements are valued using the daily mean and unrealized appreciation or depreciation is recorded daily as the difference between the prior day and current day closing price.

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March 31, 2015

Derivative Instruments and Hedging Activities

Each Trust has adopted derivative instruments disclosure standards, in order to enable the investor to understand how and why an entity used derivatives, how derivatives are accounted for, and how derivative instruments affect an entity’s results of operations and financial position.

In general, the use of derivatives may increase the risk within the Fund. The use of over-the-counter derivatives involves the risk that the counterparty to the contract will fail to make required payments or otherwise comply with the terms of the contract. The results achieved by the use of derivatives in the Fund may not match or fully offset changes in the value of the underlying financial assets being hedged or the investment opportunity the Fund was pursuing, thereby failing to achieve, to an extent, the original purpose for using the derivatives. Certain types of derivatives may create leverage insofar as a Fund may receive returns (or suffer losses) exceeding the initial amounts the Fund committed in connection with the derivatives. The use of derivatives can result in losses or gains to a Fund exceeding the amount the Fund would have experienced in the absence of using derivatives. A relatively small price movement in a derivative may result in an immediate and substantial loss, or gain, to the Fund.

GuideMark^®World ex-US Fund

During the year the Fund utilized exchange traded equity index futures in order to equitize cash. At year end the portfolio had approximately 2.1% invested in these instruments.

Balance Sheet — Values of Derivative Instruments as of March 31, 2015

Asset Derivatives

Liability Derivatives

Balance Sheet Location

Value

Balance Sheet Location

Value

Equity Contracts — Futures*

Unrealized appreciation on futures contracts

$30,149

Unrealized depreciation on futures contracts

$45,051

Total

$30,149

$45,051

* Includes cumulative appreciation/depreciation as reported on the Schedule of Investments.

The Effect of Derivative Instruments on the Statement of Operations for the Year Ended March 31, 2015

Amount of Realized Gain on Derivatives Recognized in Income		Change in Unrealized Depreciation on Derivatives Recognized in Income
	Futures Contracts		Futures Contracts
Equity Contracts	$61,560	Equity Contracts	$(364,452)
Total	$61,560	Total	$(364,452)

GuideMark^®Core Fixed Income Fund

During the period, the Fund used fixed income derivatives including U.S. Treasury futures and credit default swaps on investment grade fixed income indices (CDX), for both hedging and investment purposes, primarily duration management, risk management, and the pursuit of relative value opportunities. Futures contracts used in the Fund during the period included those based on short, medium, and long-term U.S. Treasury debt.

The Fund used futures contracts during the period primarily to manage interest rate risk. The Fund used investment grade CDX to efficiently manage investment grade credit exposure.

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March 31, 2015

Balance Sheet — Values of Derivative Instruments as of March 31, 2015

	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Value		Balance Sheet Location	Value

Credit Contracts — Swaps	Appreciation on Swap Agreements	$	—	Depreciation on Swap Agreements	$	57
Interest Rate Contracts — Futures*	Unrealized appreciation on futures contracts		6,660	Unrealized depreciation on futures contracts		30,305
Total		$	6,660		$	30,305

* Includes cumulative appreciation/depreciation as reported on the Schedule of Investments.

The Effect of Derivative Instruments on the Statement of Operations for the Year Ended March 31, 2015

Amount of Realized Loss on Derivatives Recognized in Income
	Futures Contracts			Swaps

Interest Rate Contracts	$	—		$	—
Credit Contracts		—			(3,295	)
Total	$	—		$	(3,295	)

Change in Unrealized Depreciation on Derivatives Recognized in Income
	Futures Contracts			Swaps

Interest Rate Contracts	$	(23,645	)	$	—
Credit Contracts		—			(57	)
Total	$	(23,645	)	$	—

GuideMark^®Opportunistic Fixed Income Fund

The Fund invested in derivatives in order to manage risk or gain exposure to various other investments or markets. Derivatives may contain various risks, including the potential inability of the counterparty to fulfill their obligations under the terms of the contract, the potential for an illiquid secondary market, and the potential for market movements which may expose the Fund to gains or losses.

The Fund seeks to maximize total investment returns through exposure to investments in fixed-income securities, equity securities, and currency instruments. The Fund expects that its exposure to these asset classes will often be obtained substantially through the use of swap agreements. The Fund entered into swap agreements to manage and/or gain exposures to credit risk. The Fund entered into financial futures contracts primarily to manage interest rate risk. The Fund entered into forward exchange contracts primarily to manage and/or gain exposure to certain foreign currencies. The Fund entered into option contracts to gain investment exposures in accordance with its objective.

The Fund used currency forwards during the period for the purpose of hedging exposures within the Fund to non-dollar-denominated assets. In general, the use of currency derivative contracts for hedging may reduce the overall risk level of the Fund, albeit at a cost that may lower overall performance. In general, the use of currency derivatives for hedging purposes will not lead to leverage within the Fund.

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March 31, 2015

Balance Sheet — Values of Derivative Instruments as of March 31, 2015


	Asset Derivatives			Liability Derivatives
	Balance Sheet Location		Value	Balance Sheet Location		Value
Credit Contracts — Swaps	Appreciation on Swap Agreements	$	21,259	Depreciation on Swap Agreements	$	72,660
Interest Rate Contracts — Swaps	Appreciation on Swap Agreements		31,102	Depreciation on Swap Agreements		1,941,680
Foreign Exchange Contracts — Forward Currency Contracts	Appreciation of forward currency contracts		9,695,622	Depreciation of forward currency contracts		3,551,087
Equity Contracts — Options	Investments, at Value		87,822	Options Written, at Value		16,984
Foreign Exchange Contracts — Options	Investments, at Value		13,394	Options Written, at Value		—
Interest Rate Contracts — Options	Investments, at Value		50,144	Options Written, at Value		—
Equity Contracts — Futures*	Unrealized appreciation on futures contracts		17,159	Unrealized depreciation on futures contracts		—
Interest Rate Contracts — Futures*	Unrealized appreciation on futures contracts		4,383	Unrealized depreciation on futures contracts		480
Total		$	9,920,885		$	5,582,891

* Includes cumulative appreciation/depreciation as reported on the Schedule of Investments.

The Effect of Derivative Instruments on the Statement of Operations for the Year Ended March 31, 2015


Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
	Futures Contracts			Forward Currency Contracts		Written Options		Purchased Options*				Swaps			Total
Interest Rate Contracts	$	(523,581	)	$	—	$	—		$	8,317			$(337,313	)	$	(852,577	)
Foreign Exchange Contracts		—			1,483,937		9,880			237,827			—			1,731,644
Equity Contracts		(348,180	)		—		1,839			28,510			—			(317,831	)
Credit Contracts		—			—		—			—			(259,942	)		(259,942	)
Total	$	(871,761	)	$	1,483,937	$	11,719		$	274,654			$(597,255	)	$	301,294
* Included in net realized gain (loss) on investments as reported on the Statement of Operations.

Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
	Futures			Forward Currency Contracts		Written Options		Purchased Options*				Swaps			Total
Interest Rate Contracts		$10,335		$	—	$	—		$	(49,923	)	$	(1,502,820	)	$	(1,542,408	)
Foreign Exchange Contracts		—			6,981,181		—			(19,854	)		—			6,961,327
Equity Contracts		31,665			—		42,785			(87,858	)		—			(13,408	)
Credit Contracts		—			—		—			—			96,986			96,986
Total		$42,000		$	6,981,181	$	42,785		$	(157,635	)	$	(1,405,834	)	$	5,502,497

* Included in net change in unrealized appreciation (depreciation) on investments as reported on the Statement of Operations.

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March 31, 2015


The average monthly value outstanding of purchased and written options during the year ended March 31, 2015 were as follows:

	GuideMark^® World ex-US Fund		GuideMark^® Core Fixed Income Fund		GuideMark^® Opportunistic Fixed Income Fund
Purchased Options		$—		$—		$80,817
Written Options		$—		$—		$(7,271)

The average monthly notional amount outstanding of futures, forwards, and swaps during the year ended March 31, 2015 were as follows:

Long Positions	GuideMark^® World ex-US Fund		GuideMark^® Core Fixed Income Fund		GuideMark^® Opportunistic Fixed Income Fund

Futures	$	12,129,537	$	1,096,072	$	1,934,741
Forwards	$	—	$	—	$	70,509,502
Swaps	$	—	$	47,308	$	17,947,492


Short Positions	GuideMark^®World ex-US Fund		GuideMark^®Core Fixed Income Fund			GuideMark^®Opportunistic Fixed Income Fund
Futures		$—	$	(515,625	)	$	(13,152,162	)
Forwards		$—	$	—		$	(42,913,010	)

Cross	GuideMark^® World ex-US Fund		GuideMark^® Core Fixed Income Fund			GuideMark^® Opportunistic Fixed Income Fund
Forwards		$—		$—		$20,064,717

Derivative Risks

The risks of using the various types of derivatives in which the Funds may engage include: the risk that movements in the value of the derivative may not fully offset or complement instruments currently held in the Fund in the manner intended by the Advisor or sub-advisor; the risk that the counterparty to a derivative contract may fail to comply with its obligations to the Fund; the risk that there may not be a liquid secondary market for the derivative at a time when the Fund would look to disengage the position; the risk that additional capital from the Fund may be called upon to fulfill the conditions of the derivative contract; the risk that the use of derivatives in the Fund may induce leverage in the Fund, and the risk that the cost of the derivative contracts may reduce the overall returns experienced by the Fund.

Offsetting Assets and Liabilities

GuideMark^®World ex-US Fund

The Fund is subject to various Master Netting Arrangements, which govern the terms of certain transactions with select counterparties. The Master Netting Arrangements allow the Fund to close out and net its total exposure to a counterparty in the event of a default with respect to all the transactions governed under a single agreement with a counterparty. The Master Netting Arrangements also specify collateral posting arrangements at pre-arranged exposure levels. Under the Master Netting Arrangements, collateral is routinely transferred if the total net exposure to certain transactions (net of existing collateral already in place) governed under the relevant Master Netting Arrangement with a counterparty in a given account exceeds a specified threshold depending on the counterparty and the type of Master Netting Arrangement.

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March 31, 2015

The table below, as of March 31, 2015, discloses both gross information and net information about instruments and transactions eligible for offset in the Statements of Assets and Liabilities and instruments and transactions that are subject to an agreement similar to a master netting agreement as well as amounts related to collateral held at clearing brokers and counterparties. For financial reporting purposes, the Fund does not offset derivative assets and liabilities, and any related collateral received or pledged, on the Statements of Assets and Liabilities, except in the case of futures contracts.

Assets

Gross Amounts not offset in the
Statement of Assets and Liabilities

Gross Amounts
of Recognized
Assets

Gross Amounts
Offset in the
Statement of
Assets and
Liabilities

Net Amounts
Presented in the
Statement of
Assets and
Liabilities

Financial
Instruments

Collateral
Received

Net Amount

Description / Counterparty

Futures

Goldman Sachs

$30,149

$(30,149)

$ —

Liabilities

Gross Amounts not offset in the
Statement of Assets and Liabilities

Gross Amounts
of Recognized
Liabilities

Gross Amounts
Offset in the
Statement of
Assets and
Liabilities

Net Amounts
Presented in the
Statement of
Assets and
Liabilities

Financial
Instruments

Collateral
Pledged

Net Amount

Description / Counterparty

Futures

Goldman Sachs

$45,051

$(30,149)

$ 14,902

$ (14,902)

$ —

GuideMark^®Core Fixed Income Fund

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

The table below, as of March 31, 2015, discloses both gross information and net information about instruments and transactions eligible for offset in the Statements of Assets and Liabilities’ and instruments and transactions that are subject to an agreement similar to a master netting agreement as well as amounts related to collateral held at clearing brokers and counterparties. For financial reporting purposes, the Fund does not offset derivative assets and liabilities, and any related collateral received or pledged, on the Statements of Assets and Liabilities, except in the case of futures contracts.

Assets								Gross Amounts not offset in the Statement of Assets and Liabilities
	Gross Amounts of Recognized Assets			Gross Amounts Offset in the Statement of Assets and Liabilities				Net Amounts Presented in the Statement of Assets and Liabilities			Financial Instruments				Collateral Received				Net Amount
Description / Counterparty
Futures
Credit Suisse		$	6,660		$	(6,660	)		$	—		$	—			$	—			$	—
Swaps
Morgan Stanley			—			—				—			—				—				—
		$	6,660		$	(6,660	)		$	—		$	—			$	—			$	—

Liabilities								Gross Amounts not offset in the Statement of Assets and Liabilities
	Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Statement of Assets and Liabilities				Net Amounts Presented in the Statement of Assets and Liabilities			Financial Instruments				Collateral Pledged				Net Amount
Description / Counterparty
Futures
Credit Suisse		$	30,305		$	(6,660	)		$	23,645		$	—			$	(23,645	)		$	—
Swaps
Morgan Stanley			57			—				57			(57	)			—				—
		$	30,362		$	(6,660	)		$	23,702		$	(57	)		$	(23,645	)		$	—

GuideMark^®Opportunistic Fixed Income Fund

The Fund attempts to reduce its exposure to counterparty credit risk on over-the counter (“OTC”) derivatives, whenever possible, by entering into International Swaps and Derivatives Association, Inc. (“ISDA”) agreements with certain counterparties. These agreements typically contain various provisions, including but not limited to, collateral requirements and master netting provisions in the event of a default or other termination event. Collateral is posted by the Fund or the counterparty to the extent of the net mark-to-market exposure to the other party of all open contracts under the agreement, subject to minimum transfer requirements. The Fund is required to deposit financial collateral in the form of cash and/or securities at the clearing brokers and counterparties to continually meet the original and maintenance requirement established by the clearing brokers and counterparties. Master netting provisions allow the Fund and the counterparty, in the event of a default or other termination event, to offset amounts owed by each related to derivative contracts, including any posted collateral, to one net amount payable by either the Fund or the counterparty. The Fund’s ISDA agreements typically contain provisions that allow a counterparty to terminate open contracts early if the net asset value of a Fund declines beyond a certain threshold. For financial reporting purposes, the Fund does not offset derivative assets and liabilities, and any related collateral received or pledged, on the Statements of Assets and Liabilities, except in the case of futures contracts.

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

Assets								Gross Amounts not offset in the Statement of Assets and Liabilities
	Gross Amounts of Recognized Assets			Gross Amounts Offset in the Statement of Assets and Liabilities				Net Amounts Presented in the Statement of Assets and Liabilities			Financial Instruments				Collateral Received			Net Amount
Description / Counterparty
Forward Currency Contracts
Barclays		$	1,637,081		$	—			$	1,637,081		$	(365,988	)		$	—		$	1,271,093
Citibank			243,903			—				243,903			(218,074	)			—			25,829
Credit Suisse			157,906			—				157,906			(140,630	)			—			17,276
Deutsche Bank			4,519,743			—				4,519,743			(1,743,901	)			—			2,775,842
Goldman Sachs			907,768			—				907,768			(396,930	)			—			510,838
HSBC			387,302			—				387,302			(175,977	)			—			211,325
JP Morgan Chase			1,405,678			—			��	1,405,678			(444,071	)			—			961,607
Merrill Lynch			29,809			—				29,809			(29,809	)			—			—
Morgan Stanley			298,160			—				298,160			(28,178	)			—			269,982
UBS			108,272			—				108,272			—				—			108,272

Futures
JP Morgan Chase			21,542			(480	)			21,062			—				—			21,062

Options Written
Morgan Stanley			—			—				—			—				—			—

Swaps
Citibank			36,802			—				36,802			(18,434	)			—			18,368
Citigroup			—			—				—			—				—			—
Deutsche Bank			—			—				—			—				—			—
JP Morgan Chase			—			—				—			—				—			—
Merrill Lynch			15,559			—				15,559			(6,512	)			—			9,047
Morgan Stanley			—			—				—			—				—			—
		$	9,769,525		$	(480	)		$	9,769,045		$	(3,568,504	)		$	—		$	6,200,541

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

Liabilities								Gross Amounts not offset in the Statement of Assets and Liabilities
	Gross Amounts of Recognized Liabilities			Gross Amounts Offset in the Statement of Assets and Liabilities				Net Amounts Presented in the Statement of Assets and Liabilities			Financial Instruments				Collateral Pledged				Net Amount
Description / Counterparty
Forward Currency Contracts
Barclays		$	365,988		$	—			$	365,988		$	(365,988	)		$	—			$	—
Citibank			218,074			—				218,074			(218,074	)			—				—
Credit Suisse			140,630			—				140,630			(140,630	)			—				—
Deutsche Bank			1,743,901			—				1,743,901			(1,743,901	)			—				—
Goldman Sachs			396,930			—				396,930			(396,930	)			—				—
HSBC			175,977			—				175,977			(175,977	)			—				—
JP Morgan Chase			444,071			—				444,071			(444,071	)			—				—
Merrill Lynch			37,338			—				37,338			(29,809	)			—				7,529
Morgan Stanley			28,178			—				28,178			(28,178	)			—				—
UBS			—			—				—			—				—				—

Futures
JP Morgan Chase			480			(480	)			—			—				—				—

Options Written
Morgan Stanley			16,984			—				16,984			—				(16,984	)			—

Swaps
Citibank			18,434			—				18,434			(18,434	)			—				—
Citigroup			7,429			—				7,429			—				(7,429	)			—
Deutsche Bank			11,841			—				11,841			—				—				11,841
JP Morgan Chase			1,967,348			—				1,967,348			—				(1,010,000	)			957,348
Merrill Lynch			6,512			—				6,512			(6,512	)			—				—
Morgan Stanley			2,776			—				2,776			—				(2,776	)			—
		$	5,582,891		$	(480	)		$	5,582,411		$	(3,568,504	)		$	(1,037,189	)		$	976,718

In some instances, the collateral amounts disclosed in the tables were adjusted due to the requirement to limit the collateral amounts to avoid the effect of overcollateralization. Actual collateral received/pledged may be more than the amounts disclosed herein.

Due to the absence of a master netting agreement relating to the Funds’ participation in securities lending, no additional disclosures have been made on behalf of the Funds. Please reference Note 6 for collateral related to securities on loan.

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

	(l)	Securities Purchased or Sold on a Forward-Commitment Basis
		The Funds may enter into when-issued or other purchase or sale transactions that specify forward delivery of a financial security. In connection with this ability, the Funds may enter into mortgage “dollar rolls” in which a Fund sells securities in the current month for delivery and simultaneously contracts with the same counterparty to repurchase similar (same type, coupon and maturity) but not identical securities on a specified future date. The party that is obligated to buy a security in the future will retain the use of their funds, and will benefit from any interest that is earned on those funds from the day that they enter into the forward contract until the day that they take delivery and pay for the security.

	(m)	Foreign Currency Translation
		The accounting records of the Funds are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Funds denominated in a foreign currency are translated into U.S. dollars at current exchange rates. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rate in effect on the dates of the respective transactions. The Funds do not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

	(n)	Restricted and Illiquid Securities
		Each Fund may invest up to 15% of its net assets in securities that are illiquid, which includes securities with legal or contractual restrictions on their disposition, and securities for which there are no readily available market quotations. The Advisor, with the assistance of the sub-advisors and/or pricing services, will determine the value of such securities in good faith pursuant to procedures adopted by the applicable Board of Trustees. Illiquid securities present the risks that a Fund may have difficulty valuing these holdings and/or may be unable to sell these holdings

		at the time or price desired. There are no restrictions on each Fund’s ability to invest in restricted securities (that is, securities that are not registered pursuant to the Securities Act of 1933), except to the extent such securities may be considered illiquid. Securities issued pursuant to Rule 144A of the Securities Act of 1933 will be considered liquid if determined to be so under procedures adopted by the Board of Trustees.

	(o)	Auction Rate Securities
		The Core Fixed Income Fund, Tax-Exempt Fixed Income Fund, and each of the GPS Funds II portfolios may invest in auction rate municipal securities. Auction rate securities usually permit the holder to sell the securities in an auction at par value at specified intervals. The dividend is reset by “Dutch” auction in which bids are made by broker-dealers and other institutions for a certain amount of securities at a specified minimum yield. The dividend rate set by the auction is the lowest interest or dividend rate that covers all securities offered for sale. While this process is designed to permit auction rate securities to be traded at par value, there is a risk that an auction will fail due to insufficient demand for the securities.

	(p)	Short Sales
		Although not currently part of any Fund’s principal investment strategy, each Fund has the ability to make equity short sales. Short sales are transactions where a Fund sells securities it does not own in anticipation of a decline in the value of the securities.

	(q)	Trustee Compensation
		Effective July 11, 2013, for the services performed as Trustees of the consolidated Board of Trustees of GPS Funds I and GPS Funds II, the Independent Trustees receive a retainer fee of $65,000 per year, $4,500 per in-person meeting attended, and $2,000 per telephonic meeting attended, as well as reimbursement for expenses incurred in connection with attendance at such meetings. Effective April 1, 2015, the Independent Trustees will also receive $4,500 per annual agreement renewal review meeting, whether it is held in-person or telephonically. The fees are allocated proportionally to each Fund within the Trusts based on total assets under management.

198

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

		The “interested persons” who serve as Trustees of the Trusts receive no compensation from the Trusts for their services as Trustees. The Funds reimburse the Advisor an allocated amount for the compensation and related expenses of certain officers of the Trusts who provide compliance services to the Funds. The aggregate amount of all such reimbursements is determined by the Trustees. No other compensation or retirement benefits are received by any Trustee or officer from the Funds.

	(r)	Pending Litigation
		The Funds are subject to claims and suits that arise from time to time in the ordinary course of business (for example, in The Tribune Company Bankruptcy, certain creditors have filed actions against all shareholders of The Tribune Company, which included the GuideMark^®Large Cap Value Fund, who tendered shares when the Tribune Company went private in 2007 in a leveraged buy-out transaction, seeking the return of proceeds received by the shareholders). Although management currently believes that resolving claims against us, individually or in aggregate, will not have a material adverse impact on financial position, results of operations, or cash flows, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future.

3.	Investment Advisor

	Each Trust has an Investment Advisory Agreement (the “Agreement”) with AssetMark, Inc. (the “Advisor” or “AssetMark”), with whom certain officers and trustees of the Trust are affiliated, to furnish investment advisory services to the Funds. Under the terms of the Agreement, the Funds compensate the Advisor for its management services at the following contractual rates, based on each Fund’s average daily net assets:

	Large Cap Growth Fund	0.70%
	Large Cap Value Fund	0.70%
	Small/Mid Cap Core Fund	0.75%
	World ex-US Fund	0.70%
	Opportunistic Equity Fund	0.80%
	Global Real Return Fund	0.65%

	Core Fixed Income Fund	0.50%
	Tax-Exempt Fixed Income Fund	0.50%
	Opportunistic Fixed Income Fund	0.70%
	Strategic Asset Allocation Fund	0.25%
	Tactical Constrained^®Asset Allocation Fund	0.25%
	Tactical Unconstrained^®Asset Allocation Fund	0.35%
	Absolute Return Asset Allocation Fund	0.35%
	Multi-Asset Income Asset Allocation Fund	0.35%
	Fixed Income Allocation Fund	0.25%
	Altegris^®Diversified Alternatives Allocation Fund	0.15%

AssetMark also provides certain administrative services to the Service Shares of the Funds, pursuant to Administrative Services Agreements between the Funds and AssetMark, for which AssetMark receives a fee of 0.25% of the average daily net assets of the Service Shares of the Funds. The GuidePath^®Altegris^®Diversified Alternatives Allocation Fund and the Advisor have entered into a Fee Waiver Agreement under which the Advisor has agreed to waive, through July 31, 2016, the Investment Advisory Fee and Administrative Services Fee. These waived fees are not subject to recovery. Additionally, the Advisor voluntarily waived 0.10% of the Investment Advisory Fee for the GuideMark^®Global Real Return Fund for a portion of the period ended March 31, 2015. Due to this waiver not being contractual, the waived Advisory Fees cannot later be recouped and the Advisory Fees stated in the prospectus will not be charged. The administrative services may include development and maintenance of a web-based software platform for both investment advisers and shareholders; creation of a customized full-color client quarterly performance review for each individual client; facilitating the initiation and setup of new account and related asset transfers; reviewing and following up on custodial paperwork; attending to shareholder correspondence, requests and inquiries, and other communications with shareholders and their representatives; assisting with the processing of purchases and redemptions of shares; and monitoring and overseeing non-advisory relationships with entities providing services to the Service Shares; including the transfer agent and custodian.

199

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

	In addition, GPS Funds I and the Advisor have also entered into a Fee Waiver Agreement designed to provide Fund shareholders with the economic benefits of economies of scale that may be realized as Fund assets increase. Under the Fee Waiver Agreement, the Advisor has contractually agreed to waive 0.025% of each Fund’s annual advisory fee on assets in GPS Funds I collectively in excess of $6 billion, and an additional 0.025% of each Fund’s annual advisory fee on assets in GPS Funds I collectively in excess of $12 billion.

	Each Fund and the Advisor have also entered into an Expense Waiver and Reimbursement Agreement under which the Advisor has agreed to waive, through July 31, 2016, its management fee and/or reimburse each Fund’s other expenses to the extent necessary to ensure that the Fund’s net annual operating expenses (excluding Distribution (12b-1) Fees, Administrative Service Fees, taxes, interest, trading costs, acquired fund expenses, expenses paid with securities lending expense offset credits

and non-routine expenses) do not exceed the following rates, based on each Fund’s average daily net assets:

	Large Cap Growth Fund	0.99%
	Large Cap Value Fund	0.99%
	Small/Mid Cap Core Fund	1.09%
	World ex-US Fund	1.09%
	Opportunistic Equity Fund	1.10%
	Global Real Return Fund	1.05%
	Core Fixed Income Fund	0.79%
	Tax-Exempt Fixed Income Fund	0.79%
	Opportunistic Fixed Income Fund	1.05%
	Strategic Asset Allocation Fund	0.50%
	Tactical Constrained^®Asset Allocation Fund	0.50%
	Tactical Unconstrained^®Asset Allocation Fund	0.60%
	Absolute Return Asset Allocation Fund	0.60%
	Multi-Asset Income Asset Allocation Fund	0.60%
	Fixed Income Allocation Fund	0.55%
	Altegris^®Diversified Alternatives Allocation Fund	0.50%

	Any such contractual waiver or reimbursement is subject to later adjustment to allow the Advisor to recoup amounts waived or reimbursed to the extent actual fees and expenses for a fiscal period are less than each Fund’s expense limitation cap at the time of the waiver, provided, however, that the Advisor shall only be entitled to recoup such amounts for a period of three years after the end of the fiscal year in which the fee or expense was waived or reimbursed. As of March 31, 2015, Large Cap Growth Fund, Large Cap Value Fund, Opportunistic Equity Fund, Global Real Return Fund, Strategic Asset Allocation Fund, Tactical Unconstrained^®Asset Allocation Fund, Absolute Return Asset Allocation Fund, Multi-Asset Income Asset Allocation Fund, Fixed Income Allocation Fund and Altegris^®Diversified Alternatives Allocation Fund have recouped all potential recoverable waivers or reimbursed expenses.

	The Advisor is currently waiving fees and, in some cases, reimbursing expenses in the Funds listed below in order to keep these Funds at their expense cap. Waived expenses subject to potential recovery are as follows:

	Year of Expiration 03/31/2016			Year of Expiration 03/31/2017			Year of Expiration 03/31/2018
Small/Mid Cap Core Fund		$	15,486		$	2,363		$	—
World ex-US Fund			141,168			64,077			—
Core Fixed Income Fund			—			—			596
Tax-Exempt Fixed Income Fund			53,717			66,988			58,715
Opportunistic Fixed Income Fund			100,926			77,167			188,562
Tactical Constrained^®Asset Allocation Fund			33,542			7,034			—

200

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

	Sub-advisory services are provided to certain of the Funds, pursuant to agreements between the Advisor and various sub-advisors. Under the terms of these sub-advisory agreements, the Advisor compensates each sub-advisor based on the portion of each Fund’s average daily net assets that is allocated to the sub-advisor.

4.	Distribution Plan

	Each Trust, on behalf of the Service Shares class of its Funds, has adopted a distribution plan pursuant to Rule 12b-1 under the 1940 Act (the “12b-1 Plan”), which provides for each Fund to pay distribution fees at an annual rate of 0.25% of the average daily net assets of the Funds. Payments under the 12b-1 Plan shall be used to compensate persons (including affiliates of the Trust) who provide support services in connection with the distribution of the Funds’ Service Shares class and servicing of the Funds’ Service Shares class shareholders. For example, these amounts are paid to financial intermediaries that perform back office shareholder servicing and recordkeeping services that facilitate the operation of the AssetMark Program through which the Funds are primarily distributed. The Advisor (and its affiliates) similarly receive portions of such payments for their services provided to facilitate the operation of the program. These financial intermediaries and affiliates of the Trust also receive payments from the Trust outside of the 12b-1 Plan for shareholder services that are unrelated to distribution services. AssetMark Brokerage^TM, LLC (“Distributor”), an affiliate of the Advisor, serves as the Funds principal underwriter and distributor. The Funds did not pay any commissions or other compensation, other than 12b-1 fees, to the Distributor during the Funds’ most recent fiscal year ended March 31, 2015.

5.	Service and Custody Agreements

	The Funds have entered into Service Agreements with U.S. Bancorp Fund Services, LLC (“USBFS”) and a Custody Agreement with U.S. Bank, N.A., an affiliate of USBFS. Under these agreements, USBFS and U.S. Bank, N.A. provide certain transfer agency, administrative, accounting and custody services.

	Additionally, the Opportunistic Fixed Income Fund has entered into a Custody Agreement with the Bank of New York Mellon for certain custody services.

6.	Securities Lending

	The Trusts, on behalf of certain of the Funds, entered into securities lending arrangements with U.S. Bank, N.A. (the “Custodian”). Under the term of the agreement, the Custodian is authorized to loan securities on behalf of the Funds to approved brokers. In exchange, under normal market conditions, the Funds receive cash collateral in the amount of at least 102% of the value of securities loaned for domestic securities, and 105% of the value of securities loaned with respect to foreign securities. The cash collateral is invested in short term instruments as noted in the Schedule of Investments. Although risk is mitigated by the collateral, the Funds could experience a delay in recovering their securities and possible loss of income or value if the borrower fails to return the borrowed securities. In addition, the Funds bear the risk of loss associated with the investment of cash collateral received. After predetermined rebates to brokers, a percentage of the net securities lending revenue is credited to the Funds to be used as an offset against custody costs and other charges incurred by the Funds. The Custodian is paid a fee for administering a securities lending program for the Funds, equal to the remaining percentage of the net securities lending revenues generated under the agreement.

	As of March 31, 2015, the Funds (excluding the Tax-Exempt Fixed Income Fund, Opportunistic Fixed Income Fund and Altegris^®Diversified Alternatives Allocation Fund) had loaned securities that were collateralized by cash. The cash collateral received was invested in securities as listed in each Fund’s Schedule of Investments. Income earned from these investments is allocated to each Fund based on each Fund’s portion of total cash collateral received. Securities lending income is disclosed in each Fund’s Statement of Operations as a securities lending credit.

201

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

During September 2008 the Large Cap Growth Fund, Large Cap Value Fund, Small/Mid Cap Core Fund, World ex-US Fund and Core Fixed Income Fund, as well as two funds managed within the GPS Funds I that have since closed, had loaned securities that were collateralized by cash, and where a portion of that cash collateral was invested in shares of the Primary Fund, a series of the Reserve Fund. Subsequent to potential redemption of shares of the Primary Fund and before any redemption proceeds were paid, the Primary Fund’s net asset value per share dropped below $1.00 and the SEC granted an order permitting the Primary Fund to postpone the payment of redemption proceeds. Since that time, the collateral account for these Funds has received periodic payments from the Primary Fund. On December 31, 2014, these Funds received a final payment. Any uncollected amounts were recorded to realized loss.

Investment Transactions

The aggregate purchases and sales of securities, excluding short-term investments, for the year ended March 31, 2015 are summarized below.

	Purchases		Sales
Large Cap Growth Fund	$	117,113,657	$	106,501,675
Large Cap Value Fund		68,704,997		64,306,490
Small/Mid Cap Core Fund		71,950,489		79,039,927
World ex-US Fund		206,882,526		216,232,186
Opportunistic Equity Fund		75,678,920		86,608,316
Global Real Return Fund		24,051,489		31,984,896
Core Fixed Income Fund*		551,731,688		562,382,209
Tax-Exempt Fixed Income Fund		22,653,866		22,114,110
Opportunistic Fixed Income Fund		69,727,145		80,537,374
Strategic Asset Allocation Fund		32,520,384		62,390,653
Tactical Constrained^®Asset Allocation Fund		69,608,269		92,829,829

	Purchases		Sales
Tactical Unconstrained^®Asset Allocation Fund	$	1,111,065,757	$	915,374,787
Absolute Return Asset Allocation Fund		352,230,347		430,792,645
Multi-Asset Income Asset Allocation Fund		114,473,454		88,066,315
Fixed Income Allocation Fund		36,127,720		107,004,889
Altegris^®Diversified Alternatives Allocation Fund		21,830,803		53,954,021

*	Included in these amounts were $216,890,622 of purchases and $244,590,687 of sales of U.S. Government Securities.

202

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

8.	Transactions with Affiliates

The Funds’ transactions with affiliates represent holdings for which the respective Fund and the underlying investee fund have the same investment advisor or where the investee fund’s investment advisor is under common control with the Fund’s investment advisor.

The GuidePath^®Funds had the following transactions during the year ended March 31, 2015, with affiliates:

	Share Activity								Year Ended March 31, 2015
Security Name	Balance March 31, 2014		Purchases		Sales		Balance March 31, 2015		Fair Value		Dividends Credited to Income			Amount of Gain (Loss) realized on Sale of Shares
Strategic Asset Allocation Fund
Altegris^®Macro Strategy Fund - Institutional Shares		352,945		40,153		87,399		305,699	$	2,751,295		$	—		$	(44,259	)
Altegris^®Multi-Strategy Alternatives Fund - Institutional Shares		584,654		56,848		130,904		510,598		5,361,279			95,208			7,551
GuideMark^®Global Real Return Fund - Institutional Shares		1,432,429		121,636		252,691		1,301,374		10,710,311			162,317			(86,382	)
GuideMark^®Large Cap Growth Fund - Institutional Shares		1,384,954		152,472		314,342		1,223,084		18,700,947			112,254			454,896
GuideMark^®Large Cap Value Fund - Institutional Shares		1,864,665		126,426		390,469		1,600,622		19,943,752			351,784			651,395
GuideMark^®Opportunistic Equity Fund - Institutional Shares		1,087,491		237,948		218,507		1,106,932		14,201,932			498,308			1,992,555
GuideMark^®Small/Mid Cap Core Fund - Institutional Shares		1,318,004		341,129		250,139		1,408,994		24,826,478			249,451			1,261,467
GuideMark^®World ex-US Fund - Institutional Shares		6,133,056		587,119		1,117,117		5,603,058		49,026,755			990,208			321,883
									$	145,522,749		$	2,459,530		$	4,559,106
Tactical Constrained^®Asset Allocation Fund
GuideMark^®Core Fixed Income Fund - Institutional Shares		1,752,287		1,240,680		868,270		2,124,697	$	20,545,824		$	318,118		$	51,411
GuideMark^®Large Cap Growth Fund - Institutional Shares		951,143		264,809		431,243		784,709		11,998,193			74,877			772,217
GuideMark^®Large Cap Value Fund - Institutional Shares		1,137,975		255,807		425,483		968,299		12,065,006			218,994			678,748
GuideMark^®Opportunistic Equity Fund - Institutional Shares		1,550,382		445,833		502,080		1,494,135		19,169,749			697,212			3,497,588
GuideMark^®Opportunistic Fixed Income Fund - Institutional Shares		1,125,032		449,118		607,344		966,806		9,213,659			549,379			(72,228	)

203

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

	Share Activity								Year Ended March 31, 2015
Security Name	Balance March 31, 2014		Purchases		Sales		Balance March 31, 2015		Fair Value		Dividends Credited to Income		Amount of Gain (Loss) realized on Sale of Shares
Tactical Constrained^®Asset Allocation Fund (continued)
GuideMark^®Small/Mid Cap Core Fund - Institutional Shares		902,101		140,944		436,194		606,851	$	10,692,707	$	120,723		$	1,010,331
GuideMark^®World ex-US Fund - Institutional Shares		4,465,174		1,076,104		1,728,057		3,813,221		33,365,682		675,751			893,572
									$	117,050,820	$	2,655,054		$	6,831,639
Tactical Unconstrained^®Asset Allocation Fund
GuideMark^®Core Fixed Income Fund - Institutional Shares		1,005,157		551,323		650,390		906,090	$	8,761,895	$	139,339		$	75,221
GuideMark^®Large Cap Growth Fund - Institutional Shares		943,735		498,953		528,342		914,346		13,980,356		82,095			975,805
GuideMark^®Large Cap Value Fund - Institutional Shares		1,831,514		1,162,414		1,035,954		1,957,974		24,396,358		420,952			2,093,043
GuideMark^®Opportunistic Equity Fund - Institutional Shares		1,801,537		1,641,383		1,084,741		2,358,179		30,255,430		1,067,692			5,269,976
GuideMark^®Opportunistic Fixed Income Fund - Institutional Shares		2,002,358		1,365,642		1,217,431		2,150,569		20,494,921		806,805			14,977
GuideMark^®Small/Mid Cap Core Fund - Institutional Shares		444,762		196,148		381,916		258,994		4,563,468		56,534			1,622,747
GuideMark^®World ex-US Fund - Institutional Shares		3,316,549		1,576,425		2,143,371		2,749,603		24,059,028		476,617			(138,095	)
									$	126,511,456	$	3,050,034		$	9,913,674
Absolute Return Asset Allocation Fund
GuideMark^®Core Fixed Income Fund - Institutional Shares		1,495,920		497,145		709,405		1,283,660	$	12,412,994	$	226,302		$	106,359
GuideMark^®Large Cap Value Fund - Institutional Shares		453,064		206,294		321,830		337,528		4,205,601		93,027			190,515
GuideMark^®Opportunistic Fixed Income Fund - Institutional Shares		690,445		22,686		713,131		—		—		144,434			415,665
GuideMark^®World ex-US Fund - Institutional Shares		512,410		122,457		294,818		340,049		2,975,427		76,382			104,426
									$	19,594,022	$	540,145		$	816,965

204

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

	Share Activity								Year Ended March 31, 2015
Security Name	Balance March 31, 2014		Purchases		Sales		Balance March 31, 2015		Fair Value		Dividends Credited to Income		Amount of Gain (Loss) realized on Sale of Shares
Multi-Asset Income Asset Allocation Fund
GuideMark^®Core Fixed Income Fund - Institutional Shares		—		594,235		352,536		241,699	$	2,337,228	$	24,196	$	(8,489	)
GuideMark^®Opportunistic Fixed Income Fund - Institutional Shares		—		73,379		45,767		27,612		263,145		29,205		(20,589	)
GuideMark^®World ex-US Fund - Institutional Shares		172,407		372,635		107,800		437,242		3,825,867		67,520		19,352
									$	6,426,240	$	120,921	$	(9,726	)
Fixed Income Allocation Fund
GuideMark^®Core Fixed Income Fund - Institutional Shares		5,214,813		323,971		2,249,100		3,289,684	$	31,811,248	$	632,559	$	(862,907	)
GuideMark^®Opportunistic Fixed Income Fund - Institutional Shares		2,720,118		626,910		1,217,182		2,129,846		20,297,432		1,071,561		(90,574	)
									$	52,108,680	$	1,704,120	$	(953,481	)
Altegris^®Diversified Alternatives Allocation Fund
Altegris^®/AACA Real Estate Long Short Fund - Institutional Shares		—		287,672		78,764		208,908	$	2,667,754	$	98,857	$	90,607
Altegris^®Equity Long Short Fund - Institutional Shares		5,052,277		1,096,509		1,824,516		4,324,270		48,345,338		502,979		1,503,056
Altegris^®Fixed Income Long Short Fund - Institutional Shares		3,644,281		131,934		1,093,648		2,682,567		28,166,956		1,191,193		331,672
Altegris^®Futures Evolution Strategy Fund - Institutional Shares		985,558		277,483		560,167		702,874		8,300,938		856,917		28,156
Altegris^®Macro Strategy Fund - Institutional Shares		2,278,428		330,874		1,755,159		854,143		7,687,287		—		(2,580,909	)
Altegris^®Managed Futures Strategy Fund - Institutional Shares		710,954		3,494		217,746		496,702		5,091,193		—		(107,906	)
									$	100,259,466	$	2,649,946	$	(735,324	)

205

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

9. Option Contracts Written

The premium amount and number of option contracts written during the year ended March 31, 2015 in the Opportunistic Fixed Income Fund, were as follows:

	Amount of Premiums			Number of Contracts			Notional Amount
Outstanding at 3/31/14	$	—			—			—
Options written		143,350			1,848			2,600,000
Options expired		(9,880	)		—			(2,600,000	)
Options exercised		(1,147	)		(16	)		—
Options closed		(72,554	)		(1,421	)		—
Outstanding at 3/31/15	$	59,769			411			—

No other Fund held written option contracts at any time during the year ended March 31, 2015.

10. New Accounting Pronouncements

In June 2014, the Financial Accounting Standard Board issued ASU No. 2014-11 “Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures.” ASU No. 2014-11 makes limited changes to the accounting for repurchase agreements, clarifies when repurchase agreements and securities lending transactions should be accounted for as secured borrowings, and requires additional disclosures regarding these types of transactions. The guidance is effective for fiscal years beginning on or after December 15, 2014, and for interim periods within those fiscal years. Management is currently evaluating the impact these changes will have on the Fund’s financial statement disclosures.

206

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

11. Other Tax Information

Net investment income and realized gains and losses for Federal income tax purposes may differ from that reported on the financial statements because of permanent book-to-tax differences. GAAP requires that permanent differences between financial reporting and tax reporting be reclassified between various components of net assets.

These differences are primarily due to foreign currency, Passive Foreign Investment Companies, Partnerships and paydown reclassifications. On the Statement of Assets and Liabilities, the following adjustments were made:

	Accumulated Net Investment Income or (Loss)			Accumulated Realized Gain or (Loss)			Capital Stock
Large Cap Growth Fund	$	—		$	—		$	—
Large Cap Value Fund		—			—			—
Small/Mid Cap Core Fund		287,043			(287,043	)		—
World ex-US Fund		(338,900	)		338,713			187
Opportunistic Equity Fund		115,484			(115,475	)		(9	)
Global Real Return Fund		(331,119	)		443,932			(112,813	)
Core Fixed Income Fund		509,493			(509,493	)		—
Tax-Exempt Fixed Income Fund		—			—			—
Opportunistic Fixed Income Fund		(3,523,480	)		3,523,480			—
Strategic Asset Allocation Fund		132,951			(132,951	)		—
Tactical Constrained^®Asset Allocation Fund		143,614			(143,614	)		—
Tactical Unconstrained^®Asset Allocation Fund		(6,728	)		6,728			—
Absolute Return Asset Allocation Fund		(15,038	)		15,038			—
Multi-Asset Income Asset Allocation Fund		—			—			—
Fixed Income Allocation Fund		—			—			—
Altegris^®Diversified Alternatives Allocation Fund		—			—			—

207

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

The Funds intend to utilize capital loss carryforwards to offset future realized capital gains. Indefinite carryovers must be used first, resulting in a greater likelihood that pre-enactment losses may expire. Capital loss carryforwards available for Federal income tax purposes, as well as those utilized during the year ended March 31, 2015, are as follows:

	Capital losses expiring:								Utilized
					Indefinite*
	3/31/2017		3/31/2018		Short Term		Long Term
Large Cap Growth Fund	$	—	$	20,896,224	$	—	$	—	$	18,545,829
Large Cap Value Fund		—		133,344,461		—		—		15,184,865
Small/Mid Cap Core Fund		—		—		—		—		—
World ex-US Fund		62,607,085		139,582,037		—		—		5,736,571
Opportunistic Equity Fund		—		—		—		—		—
Global Real Return Fund		—		—		2,876,650		6,633,937		—
Core Fixed Income Fund		—		—		—		—		2,005,368
Tax-Exempt Fixed Income Fund		1,566,807		2,354,785		—		—		527,118
Opportunistic Fixed Income Fund		—		—		1,877,343		—		1,193,355
Strategic Asset Allocation Fund		—		—		—		—		—
Tactical Constrained^®Asset Allocation Fund		—		—		—		—		—
Tactical Unconstrained^®Asset Allocation Fund		—		—		—		—		—
Absolute Return Asset Allocation Fund		—		—		—		—		6,373,055
Multi-Asset Income Asset Allocation Fund		—		—		—		—		—
Fixed Income Allocation Fund		—		—		68,541		2,435,785		—
Altegris^®Diversified Alternatives Allocation Fund		—		—		—		4,012,889		—

*	The Regulated Investment Company Modernization Act of 2010 (the “Act”) provides an unlimited carryforward period for newly generated capital losses and their character is retained as short-term or long-term losses.

Additionally, at March 31, 2015, the Funds deferred on a tax basis losses as follows:

	Ordinary Late Year Loss*			Capital Loss
Large Cap Growth Fund		$	—		$	—
Large Cap Value Fund			—			—
Small/Mid Cap Core Fund			—			—
World ex-US Fund			—			—
Opportunistic Equity Fund			—			—
Global Real Return Fund			76,721			3,012,139
Core Fixed Income Fund			—			—
Tax-Exempt Fixed Income Fund			—			—
Opportunistic Fixed Income Fund			—			—
Strategic Asset Allocation Fund			151,690			—
Tactical Constrained^®Asset Allocation Fund			—			—
Tactical Unconstrained^®Asset Allocation Fund			—			—
Absolute Return Asset Allocation Fund			—			2,102,472
Multi-Asset Income Asset Allocation Fund			—			229,954
Fixed Income Allocation Fund			—			2,337,494
Altegris^®Diversified Alternatives Allocation Fund			—			—

208

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

A regulated investment company may elect for any taxable year to treat any portion of any qualified late year loss as arising on the first day of the next taxable year. Qualified late year losses are certain capital and ordinary losses which occur during the portion of the taxable year subsequent to October 31 and December 31, respectively.

The tax components of distributions paid during the fiscal years ended March 31, 2015 and March 31, 2014 are as follows:

		Year Ended March 31, 2015
	Ordinary			Long-Term
	Income			Capital Gain			Return of
	Distributions				Distributions		Capital
Large Cap Growth Fund		$	612,700		$	—	$	—
Large Cap Value Fund			3,081,621			—		—
Small/Mid Cap Core Fund			806,119			4,104,710		—
World ex-US Fund			5,666,416			—		—
Opportunistic Equity Fund			4,581,200			17,807,110		—
Global Real Return Fund			599,946			—		111,923
Core Fixed Income Fund			4,220,388			441,429		—
Tax-Exempt Fixed Income Fund*			1,871,450			—		—
Opportunistic Fixed Income Fund			9,147,618			—		—
Strategic Asset Allocation Fund			4,680,370			2,554,862		—
Tactical Constrained^®Asset Allocation Fund			2,728,561			8,186,825		—
Tactical Unconstrained^®Asset Allocation Fund			8,230,196			26,176,837		—
Absolute Return Asset Allocation Fund			8,045,672			—		—
Multi-Asset Income Asset Allocation Fund			5,287,667			478,403		—
Fixed Income Allocation Fund			3,018,738			—		—
Altegris^®Diversified Alternatives Allocation Fund			1,916,312			—		—

* Contains $1,812,715 of tax-exempt income for year ended 3/31/2015.

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

		Year Ended March 31, 2014
	Ordinary			Long-Term
	Income			Capital Gain		Return of
	Distributions			Distributions		Capital
Large Cap Growth Fund		$	407,732	$	—	$	—
Large Cap Value Fund			2,355,777		—		—
Small/Mid Cap Core Fund			—		23,111		—
World ex-US Fund			3,464,000		—		—
Opportunistic Equity Fund			692,277		6,381,694		—
Global Real Return Fund			601,351		—		15,012
Core Fixed Income Fund			5,638,679		1,135,333		6,193,886
Tax-Exempt Fixed Income Fund*			1,932,202		—		—
Opportunistic Fixed Income Fund			7,025,818		323,275		—
Strategic Asset Allocation Fund			3,262,576		3,206,215		—
Tactical Constrained^®Asset Allocation Fund			2,608,371		317,868		—
Tactical Unconstrained^®Asset Allocation Fund			7,263,491		377,506		—
Absolute Return Asset Allocation Fund			9,127,398		—		—
Multi-Asset Income Asset Allocation Fund			3,768,827		14,033		—
Fixed Income Allocation Fund			3,801,218		396,609		—
Altegris^®Diversified Alternatives Allocation Fund			4,140,786		—		—

* Contains $1,880,729 of tax-exempt income for year ended 3/31/2014.

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

At March 31, 2015, the components of accumulated earnings (losses) on a tax basis were as follows:

	Large Cap			Large Cap			Small/Mid			World			Opportunistic			Global
	Growth			Value			Cap Core			ex-US			Equity			Real Return
	Fund			Fund			Fund			Fund			Fund			Fund
Cost of Investments	$	167,524,135		$	167,253,012		$	80,105,516		$	305,938,893		$	120,157,693		$	89,207,777
Gross Unrealized Appreciation		59,105,108			70,335,703			12,584,155			52,719,678			30,962,617			3,893,760
Gross Unrealized Depreciation		(2,437,161	)		(9,617,677	)		(2,994,951	)		(17,693,720	)		(2,430,580	)		(9,769,013	)
Net Unrealized Appreciation/(Depreciation)		56,667,947			60,718,026			9,589,204			35,025,958			28,532,037			(5,875,253	)
Tax-Exempt Ordinary Income		—			—			—			—			—			—
Undistributed Ordinary Income		280,153			565,345			224,202			5,839,895			514,141			—
Undistributed Long-Term Cap Gains		—			—			713,271			—			5,736,650			—
Total Distributable Earnings		280,153			565,345			937,473			5,839,895			6,250,791			—
Other Accumulated Gains/(Losses)		(20,896,224	)		(133,344,461	)		—			(202,258,565	)		6			(12,629,392	)
Total Accumulated Earnings/(Losses)		36,051,876			(72,061,090	)		10,526,677			(161,392,712	)		34,782,834			(18,504,645	)

The differences between book-basis and tax-basis unrealized appreciation and depreciation is primarily attributable to the tax deferral of losses on wash sales and other temporary differences.

211

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

													Tactical			Tactical
										Strategic			Constrained^®			Unconstrained^®
	Core			Tax-Exempt			Opportunistic			Asset			Asset			Asset
	Fixed Income			Fixed Income			Fixed Income			Allocation			Allocation			Allocation
	Fund			Fund			Fund			Fund			Fund			Fund
Cost of Investments	$	341,278,260		$	59,889,230		$	202,035,813		$	271,412,569		$	161,419,709		$	525,180,754
Gross Unrealized Appreciation		10,563,077			5,121,498			5,111,121			62,160,115			38,353,390			31,354,149
Gross Unrealized Depreciation		(2,300,886	)		(47,414	)		(14,455,934	)		(3,965,379	)		(3,387,321	)		(9,679,214	)
Net Unrealized Appreciation/(Depreciation)		8,262,191			5,074,084			(9,344,813	)		58,194,736			34,966,069			21,674,935
Undistributed Tax-Exempt Ordinary Income		—			27,243			—			—			—			—
Undistributed Ordinary Income		743,574			30,957			1,670,971			—			119,107			658,294
Undistributed Long-Term Cap Gains		858,639			—			—			4,302,870			5,677,043			3,768,696
Total Distributable Earnings		1,602,213			58,200			1,670,971			4,302,870			5,796,150			4,426,990
Other Accumulated Gains/(Losses)		9			(3,921,592	)		(2,429,562	)		(177,911	)		(26,221	)		(26,221	)
Total Accumulated Earnings/(Losses)		9,864,413			1,210,692			(10,103,404	)		62,319,695			40,735,998			26,075,704

The differences between book-basis and tax-basis unrealized appreciation and depreciation is primarily attributable to the tax deferral of losses on wash sales and other temporary differences.

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NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2015

	Absolute									Altegris^®
	Return			Multi-Asset						Diversified
	Asset			Income Asset			Fixed Income			Alternatives
	Allocation			Allocation			Allocation			Allocation
	Fund			Fund			Fund			Fund
Cost of Investments	$	402,047,167		$	155,274,910		$	172,450,407		$	93,941,624
Gross Unrealized Appreciation		7,546,452			5,545,613			2,955,361			9,026,212
Gross Unrealized Depreciation		(5,332,116	)		(2,743,023	)		(4,346,299	)		(834,778	)
Net Unrealized Appreciation/(Depreciation)		2,214,336			2,802,590			(1,390,938	)		8,191,434
Undistributed Tax-Exempt Ordinary Income		—			—			—			—
Undistributed Ordinary Income		1,375,913			356,882			187,986			157,617
Undistributed Long-Term Cap Gains		—			434,239			—			—
Total Distributable Earnings		1,375,913			791,121			187,986			157,617
Other Accumulated Gains/(Losses)		(2,128,693	)		(229,954	)		(4,841,820	)		(4,012,889	)
Total Accumulated Earnings/(Losses)		1,461,556			3,363,757			(6,044,772	)		4,336,162

The differences between book-basis and tax-basis unrealized appreciation and depreciation is primarily attributable to the tax deferral of losses on wash sales and other temporary differences.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of GPS Funds I and GPS Funds II

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of GPS Funds I and GPS Funds II comprising GuideMark Large Cap Growth Fund, GuideMark Large Cap Value Fund, GuideMark Small/Mid Cap Core Fund, GuideMark World ex-US Fund, GuideMark Opportunistic Equity Fund, GuideMark Global Real Return Fund, GuideMark Core Fixed Income Fund, GuideMark Tax-Exempt Fixed Income Fund, GuideMark Opportunistic Fixed Income Fund, GuidePath Strategic Asset Allocation Fund, GuidePath Tactical Constrained Asset Allocation Fund, GuidePath Tactical Unconstrained Asset Allocation Fund, GuidePath Absolute Return Asset Allocation Fund, GuidePath Multi-Asset Income Asset Allocation Fund, GuidePath Fixed Income Allocation Fund, and GuidePath Altegris Diversified Alternatives Allocation Fund (the “Funds”) as of March 31, 2015, and the related statements of operations for the year then ended, and the statements of changes in net assets and the financial highlights for each of the two years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for the periods ended prior to March 31, 2014, were audited by other auditors whose report dated May 30, 2013, expressed an unqualified opinion on those highlights.

We conducted our audits 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 and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of March 31, 2015, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers or counterparties were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the Funds constituting GPS Funds I and GPS Funds II as of March 31, 2015, the results of their operations for the year then ended, and the changes in their net assets and the financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

COHEN FUND AUDIT SERVICES, LTD.

Cleveland, Ohio

May 29, 2015

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ADDITIONAL INFORMATION

March 31, 2015

Additional Information

1. Shareholder Notification of Federal Tax Status (Unaudited)

The Funds designated the following percentages of dividends during the fiscal year 2015 as dividends qualifying for the dividends received deduction available to corporate shareholders and as dividends from net investment income that are qualifying income under the Jobs and Growth Tax Relief Reconciliation Act of 2003, respectively:

	Dividends received deduction % for corporate shareholders			% of dividends as qualified income
Large Cap Growth Fund		100.00	%		100.00	%
Large Cap Value Fund		100.00	%		100.00	%
Small/Mid Cap Core Fund		46.35	%		48.31	%
World ex-US Fund		0.29	%		84.09	%
Opportunistic Equity Fund		57.23	%		61.66	%
Global Real Return Fund		33.17	%		93.19	%
Core Fixed Income Fund		0.00	%		0.00	%
Tax-Exempt Fixed Income Fund		0.00	%		0.00	%
Opportunistic Fixed Income Fund		1.32	%		2.67	%
Strategic Asset Allocation Fund		37.27	%		93.18	%
Tactical Constrained^®Asset Allocation Fund		58.59	%		75.81	%
Tactical Unconstrained^®Asset Allocation Fund		30.00	%		59.15	%
Absolute Return Asset Allocation Fund		4.82	%		8.71	%
Multi-Asset Income Asset Allocation Fund		3.19	%		26.96	%
Fixed Income Allocation Fund		0.74	%		1.26	%
Altegris^®Diversified Alternatives Allocation Fund		0.01	%		0.01	%

2. Foreign Tax Credit Pass Through (Unaudited)

Pursuant to Section 853 of the Internal Revenue Code, the following Funds designate the following amounts as foreign taxes paid for the year ended March 31, 2015. Foreign taxes paid for purposes of Section 853 may be less than actual foreign taxes paid for financial statement purposes.

215

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

	Creditable Foreign Taxes Paid		Per Share Amount		Portion of Ordinary Income Distribution Derived from Foreign Sourced Income*
World ex-US Fund		$663,487		$0.0169		99.44	%
Strategic Asset Allocation Fund		95,165		0.0041		2.16	%
Tactical Constrained^® Asset Allocation Fund		64,944		0.0041		2.36	%
Tactical Unconstrained^® Asset Allocation Fund		45,806		0.0010		0.55	%
Absolute Return Asset Allocation Fund		7,341		0.0002		0.11	%
Multi-Asset Income Asset Allocation Fund		6,489		0.0005		0.13	%

* The Funds listed above did not derive any income from “ineligible foreign sources” as defined under Section 901(j) of the Internal Revenue Code.

Foreign taxes paid or withheld should be included in taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments.

Above figures may differ from those cited elsewhere in this report due to differences in the calculation of income and gains under U.S. generally accepted accounting principles (book) purposes and Internal Revenue Service (tax) purposes.

Shareholders are strongly advised to consult their own tax advisers with respect to the tax consequences of their investments in the Funds. In January, shareholders, excluding corporate shareholders, receive an IRS 1099-DIV regarding the Federal tax status of the dividends and distributions they received in the calendar year.

216

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

3. Disclosure Regarding Fund Trustees and Officers (Unaudited)


Name, Address and Year of Birth	Position(s) Held with the Trusts	Term of Office and Length of Time Served	Principal Occupation During Past Five Years	# of Portfolios in Fund Complex Overseen by Trustee	Other Director/ Trustee Positions
GPS Funds I and GPS Funds II
Independent Trustees
David M. Dunford Year of Birth: 1949 c/o AssetMark, Inc. 1655 Grant Street 10th Floor Concord, CA 94520	Independent Trustee	Indefinite Term (since 2013 for GPS Funds I and since 2011 for GPS Funds II).	Retired; formerly, Senior Vice President, Merrill Lynch Insurance Group (1989-2001).	16	Director, New England Bancorp (2006-present); Trustee, Genworth Variable Insurance Trust (“GVIT”) (2008-2012); Director, Hospice and Palliative Care of Cape Cod (2006-2011).
Paul S. Feinberg Year of Birth: 1942 c/o AssetMark, Inc. 1655 Grant Street 10th Floor Concord, CA 94520	Independent Trustee	Indefinite Term (since 2013 for GPS Funds I and since 2011 for GPS Funds II).	Retired; formerly, President, CitiStreet Funds, Inc. (2000-2005); Executive Vice President and General Counsel, CitiStreet Associates LLC (insurance agency), CitiStreet Equities LLC (broker-dealer), CitiStreet Financial Services LLC (registered investment advisor) and CitiStreet Funds Management LLC (registered investment advisor) (1990-2005)	16	Trustee, GVIT (2008-2012)
Dennis G. Schmal Year of Birth: 1947 c/o AssetMark, Inc. 1655 Grant Street 10th Floor Concord, CA 94520	Independent Trustee	Indefinite Term (since 2007 for GPS Funds I and since 2013 for GPS Funds II).	Self-employed consultant (1999-present); formerly, Partner, Arthur Andersen LLP (audit services) (1972-1999).	16	Director, Owens Realty Mortgage Inc. (2013- present); Director, Cambria ETF Series Trust (2013-present) Director, Sitoa Global Inc. (2011-2013); Director, Wells Fargo ASGI Hedge Funds (closed-end hedge funds) (2008-present); Director/Chairman, Pacific Metrics Corp. (educational services) (2005-2014); Director, Merriman Holdings, Inc. (financial services) (2003-present); Director, Grail Advisors ETF Trust (2009-2011); Director, Varian Semiconductor Equipment Associates, Inc. (2004-2011); Director, North Bay Bancorp (2006-2007).

217

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

Name, Address and Year of Birth	Position(s) Held with the Trusts	Term of Office and Length of Time Served	Principal Occupation During Past Five Years	# of Portfolios in Fund Complex Overseen by Trustee	Other Director/ Trustee Positions
Interested Trustee
Carrie E. Hansen* Year of Birth: 1970 c/o AssetMark, Inc. 1655 Grant Street 10th Floor	Interested Trustee and Chairman	Indefinite Term since 2014	President, GPS Funds I (2007-present) and GPS Funds II (2011-present); President, Savos Investments Trust (“Savos”) (2008-present); and President, GVIT (2008-2012); Executive Vice President and Chief Operations Officer, AssetMark (2008-present); President, AssetMark Brokerage^TM, LLC (2014-present).	17	Trustee, Savos Investments Trust (2014-present); Chairman, AssetMark Trust Co. (2008- present); Director, Lamorinda Soccer Club (2011-2013)
Concord, CA 94520	President	Renewed 1-Year Term since 2007		17

Name, Address and Year of Birth	Position(s) Held with the Trusts	Term of Office and Length of Time Served	Principal Occupation During Past Five Years
Officers of the Trusts**
John Koval Year of Birth: 1966 c/o AssetMark, Inc. 1655 Grant Street 10th Floor Concord, CA 94520	Chief Compliance Officer and AML Compliance Officer	Renewed 1-Year Term since January 2013	Chief Compliance Officer, GPS Funds I, GPS Funds II, and Savos (2013- present); Interim Chief Compliance Officer, GPS Funds I, GPS Funds II, and Savos (September 2012-January 2013); Senior Compliance Officer, AssetMark (2011-2012); Chief Operating Officer, SEAL Capital, Inc. (2009-2010); Chief Compliance Officer, Cliffwood Partners LLC (2004-2009).
Patrick R. Young Year of Birth: 1982 c/o AssetMark, Inc. 1655 Grant Street 10th Floor Concord, CA 94520	Treasurer	Renewed 1-Year Term since 2014	Treasurer, GPS Funds I, GPS Funds II, and Savos (May 2014-present); Manager of Fund Administration, AssetMark (May 2014-present); Senior Fund Administration Officer, AssetMark (2008-May 2014).
Christine Villas-Chernak Year of Birth: 1968 c/o AssetMark, Inc. 1655 Grant Street 10th Floor Concord, CA 94520	Deputy Chief Compliance Officer	Renewed 1-Year Term Since 2009	Secretary, GPS Funds I (2006-2013 and May 2014-present), GPS Funds II (2011-2013 and May 2014-present), Savos (2009-2010 and May 2014-present) and GVIT (2008-2010); Director of Compliance (June 2014-present); Deputy Chief Compliance Officer, GPS Funds I (2009-present), GPS Funds II (2011- present) and GVIT (2009-2012); Senior Compliance Officer, AssetMark (2005-2009).
	Secretary	Renewed 1-Year Term since 2014

*		Ms. Hansen is a Trustee who is an “interested person” of the Trust as defined in the 1940 Act because she is an officer of AssetMark or certain of its affiliates.

**		Each Officer of the Trust serves at the pleasure of the Board.

The Statement of Additional Information includes additional information about the Funds’ Trustees and is available free of charge upon request by calling the Funds toll free at (888) 278-5809.

218

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

4. Proxy Voting Policies and Procedures and Proxy Voting Record (Unaudited)

A description of the policies and procedures that the Funds use to determine how to vote proxies related to the Funds’ portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling (888) 278-5809. Furthermore, you can obtain the Fund’s proxy voting records on the SEC’s website at http://www.sec.gov.

5. Availability of Quarterly Portfolio Holdings Schedules (Unaudited)

The Funds file their complete schedules of portfolio holdings with the SEC for their first and third fiscal quarters on Form N-Q. Once filed, the Funds’ Form N-Q is available without charge, upon request on the SEC’s website (http://www.sec.gov) and is available by calling (888) 278-5809. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, D.C. (information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330); (ii) sending your request and a duplicating fee to the SEC’s Public Reference Room, Washington, D.C. 20549-0102; or (iii) sending your request electronically to publicinfo@sec.gov.

6.	Statement Regarding the Basis for Approval of Investment Advisory Agreement and Sub-Advisory Agreements (Unaudited)

GPS FUNDS I and GPS FUNDS II:

At the meeting of the Board of Trustees (the “Board” or the “Trustees”) of GPS Funds I and GPS Funds II (collectively, the “Trusts”) held on December 2, 2014 (the “Meeting”), the Board considered the renewal of the investment advisory agreements between AssetMark, Inc. (the “Advisor” or “AssetMark”) and each Trust on behalf of the series of each Trust (collectively, the “Funds”) (the “Advisory Agreements”). Additionally, the Board considered the renewal of the investment sub-advisory agreements between (i) Wellington Management Company (“Wellington”) and AssetMark, on behalf of the GuideMark^SMLarge Cap Growth Fund, GuideMark^SMSmall/Mid Cap Core Fund, and GuideMark^SMCore Fixed Income Fund; (ii) Barrow, Hanley, Mewhinney & Strauss, LLC (“Barrow Hanley”) and AssetMark, on behalf of the GuideMark^SMLarge Cap Value Fund and GuideMark^SMCore Fixed Income Fund; (iii) Pyramis Global Advisers, LLC (“Pyramis”) and AssetMark, on behalf of the GuideMark^SMWorld ex-US Fund; (iv) Diamond Hill Capital Management, Inc. (“Diamond Hill”) and AssetMark, on behalf of the GuideMark^SMOpportunistic Equity Fund; (v) River Road Asset Management, LLC (“River Road”) and AssetMark, on behalf of the GuideMark^SMOpportunistic Equity Fund; (vi) Westfield Capital Management, L.P. (“Westfield”) and AssetMark, on behalf of the GuideMark^SMOpportunistic Equity Fund; (vii) Delaware Management Company (“Delaware”) and AssetMark, on behalf of the GuideMark^SMTax-Exempt Fixed Income Fund; (viii) SSgA Funds Management, Inc. (“SSgA”) and AssetMark, on behalf of the GuideMark^SMGlobal Real Return Fund; (ix) Franklin Advisers, Inc. (“Franklin Advisers”) and AssetMark, on behalf of the GuideMark^SMOpportunistic Fixed Income Fund; (x) Loomis, Sayles and Company, L.P. (“Loomis Sayles”) and AssetMark, on behalf of the GuideMark^SMOpportunistic Fixed Income Fund; (xi) DoubleLine Capital LP (“DoubleLine”) and AssetMark, on behalf of the GuideMark^SMOpportunistic Fixed Income Fund; and (xii) Altegris Advisors, LLC (“Altegris”) and AssetMark, on behalf of the GuidePath^SMAltegris Diversified Alternatives Allocation Fund (collectively, the “Sub-Advisory Agreements”). Hereinafter, Wellington, Barrow Hanley, Pyramis, Diamond Hill, River Road, Westfield, Delaware, SSgA, Franklin, Loomis Sayles, DoubleLine, and Altegris are collectively referred to as the “Sub-Advisors” and the above-listed Funds are collectively referred to as the “Sub-Advised Funds.” The Advisory Agreements and Sub-Advisory Agreements are collectively referred to herein as the “Agreements.”

The Sub-Advised Funds are managed using a “manager-of-managers” structure that generally involves the use of one or more sub-advisors to manage allocated portions of the Sub-Advised Funds’ portfolios. For those Sub-Advised Funds, AssetMark is responsible for evaluating and selecting sub-advisors on an ongoing basis and making any decisions to recommend hiring,

219

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

retaining, or replacing sub-advisors. The Board is engaged in monitoring this process in connection with its meetings held throughout the year, and under the manager-of-managers structure, all parties understand that sub-advisors are being monitored and evaluated, and are subject to replacement, at all times.

The Board – including a majority of the independent Trustees – determined to approve the continuance of the Advisory Agreements and the Sub-Advisory Agreements. The material factors considered and the conclusions that formed the basis of the Board’s approval of the renewal of the Agreements are described below. This summary describes the most significant, but not all, of the factors evaluated by the Board. Prior to considering the approval of the renewal of the Agreements, the Trustees requested, received, and reviewed information relevant to their consideration of the Agreements. The Trustees also received assistance and advice regarding legal and industry standards from independent legal counsel to the independent Trustees (“Independent Counsel”). The determination to approve the renewal of the Agreements was based on a comprehensive evaluation of all of the information available to the Trustees and was not the result of any particular information or any single factor. Moreover, each Trustee may have afforded different weight to various information and factors in reaching his conclusions with respect to the renewal of the Agreements.

The Advisory Agreements

Materials Reviewed and the Review Process

Prior to voting to approve the renewal of the Agreements, the Trustees – assisted by Independent Counsel – specifically requested and were furnished with materials for purposes of their review of each Advisory Agreement. The materials provided to the Board with regard to the Funds related to, among other things: (l) the terms and conditions of each Advisory Agreement, including confirmation from the Advisor that no change to the existing terms of any Advisory Agreement were proposed; (2) a copy of the Advisor’s Form ADV disclosure document; (3) information describing each Fund’s performance compared to the Fund’s peer group of other investment companies with investment objectives similar to the investment objective(s) of the Fund; (4) information describing the nature, quality and extent of the services that the Advisor provides to the Funds, and the fees the Advisor charges to the Funds for such services, and a comparison of those fees to the fees paid by a peer group of other investment companies having investment objectives similar to the investment objectives of the Funds and that were identified as competitors; (5) information regarding the Advisor’s business and operations, investment team, compliance program and internal procedures; (6) information describing each Fund’s expense ratios compared to the Fund’s peer group of other registered investment companies with investment objectives similar to the investment objective(s) of the Fund; (7) information regarding the financial condition of the Advisor and its parent company; (8) information regarding the Advisor’s profitability in managing each Fund; (9) reports on AssetMark’s evaluation of Sub-Advisors, including reports relating to the monitoring of each Sub?Advisor’s trading and brokerage practices; (10) reports relating to the distribution, sales and redemptions of Fund shares and related shareholder services; (11) reports relating to the monitoring of the other service providers: and (12) other information relevant to an evaluation of the nature, extent and quality of the services provided by the Advisor in response to a series of detailed questions posed by Independent Counsel. The Trustees met with representatives of the Advisor. The Trustees also considered their discussions with representatives of the Advisor throughout the course of the Meeting, at other meetings of the Board and its committees and other communications throughout the year.

The Trustees received assistance and advice regarding legal and industry standards from both Independent Counsel and from counsel to the Trusts, which included detailed memoranda that described the Trustees’ legal duties and obligations in considering whether to approve the Advisory Agreements. The independent Trustees discussed the Advisory Agreements in communications prior to their meeting and during the course of their meeting in executive session with Independent Counsel, at which no representatives of the Advisor were present.

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

Factors Considered

The Trustees considered and reached conclusions on a number of factors in making the decision to approve the Advisory Agreement. These factors and conclusions are described below.

Nature, Quality and Extent of Services

The Trustees considered the nature, extent and quality of the services that the Advisor provides to the Funds. With respect to the Sub-Advised Funds, the Board considered the fact that, as an investment advisor operating within a manager-of-managers structure, the Advisor maintains a primary focus on the selection, evaluation and oversight of the Funds’ various Sub-Advisors and considered the Advisory Agreements in this context. In this regard, the Trustees considered the information provided to them throughout the course of the year during regular meetings of the Board, which included meetings with the Trust’s CCO at which the Trustees are provided with details regarding the Advisor’s compliance functions.

The Trustees considered the Advisor’s investment team and its capabilities, including with respect to the responsibilities that the Advisor has for the Funds that pursue their investment objectives through investments in other funds (each a “Fund-of-Funds”). The Trustees also considered the Advisor’s capabilities with respect to the administrative and compliance services provided to the Funds. The Trustees considered the experience, capability and integrity of the Advisor’s management and other personnel, the role of the Advisor’s senior management and the extent of its involvement with the Funds, and the Advisor’s willingness to add personnel over time in order to ensure that appropriate staffing levels are maintained. With respect to the Sub-Advised Funds, the Trustees noted the responsibilities that the Advisor has under the Trusts’ manager-of-managers structure, including: selecting and oversight of the Funds’ Sub-Advisors; maintaining a comprehensive compliance and administration program; and implementing Fund policies.

The Trustees also considered (a) the financial position of the Advisor; (b) the quality of the Advisor’s regulatory and legal compliance policies, procedures and systems; (c) the nature, extent and quality of administrative and shareholder services provided by the Advisor to the Funds; and (d) the Advisor’s supervision of the Funds’ third-party service providers.

The Board considered the breadth and quality of services that the Advisor provides to the Funds. The Trustees also considered that the Funds are an integral part of the Advisor’s program of asset allocation and shareholder services. Additionally, with respect to the Sub-Advised Funds, the Trustees considered AssetMark’s ability to provide administrative and compliance-related services in connection with the Advisor’s (a) oversight of the Sub-Advisors’ compliance with the Funds’ respective investment objectives, policies, and restrictions; (b) review of trading and brokerage matters; and (c) other oversight activities.

Based on the factors described above, among other factors, as well as the information provided to the Board throughout the year, the Trustees concluded that it was satisfied with the nature, extent and quality of the services provided by the Advisor, which will continue to be provided to each Fund.

Investment Performance of the Funds

The Trustees considered the overall investment performance of the Funds, and, with respect to the Sub-Advised Funds, evaluated the Funds’ performance in the context of the manager-of-managers structure. The Trustees considered whether the Funds operated within their investment objectives and styles and considered each Fund’s record of compliance with its respective investment restrictions.

The Trustees also considered each Fund’s investment performance relative to its respective benchmark index and relative to the performance of funds with comparable investment strategies selected by a third-party information provider. The Trustees also considered performance-related data received throughout the past year at and in connection with meetings of the Board. With respect to each Fund-of-Funds, the Trustees reviewed the performance of the Advisor in selecting the underlying funds for the Fund.

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

The Trustees considered that, as applicable, the Advisor continued to be proactive in seeking to replace and/or add sub-advisors or underlying funds, to reallocate assets among sub-advisors or underlying funds and to implement new investment strategies, with a view to improving Fund performance over the long term.

The Trustees concluded that AssetMark’s performance record in managing each of the Funds was satisfactory and supported a decision to approve the renewal of the Advisory Agreements.

Advisory Fees and Total Expenses

The Trustees considered a detailed analysis of each Fund’s fees and expenses. The materials provided to the Board included (i) a comparison of the advisory fees and total expenses of each Fund (as a percentage of average net assets) with the fees and expenses of a group of funds selected by a third-party information provider; (ii) comparisons of each Fund’s expenses to industry averages; and (iii) fee schedules for the Funds’ Sub-Advisors, as applicable.

The Trustees considered expense limitation arrangements under which AssetMark has agreed to limit the Funds’ expenses. With respect to each Fund-of-Funds, the Trustees considered the indirect expenses borne by the Funds as shareholders of certain underlying funds. The Trustees also considered other efforts by the Advisor to reduce overall Fund expenses, including attempts to improve asset flows, implementing programs such as securities lending and negotiating strategic contracts with service providers.

In analyzing the Funds’ fee levels as compared to other similar funds, the Trustees considered the Funds’ fee levels in light of the Funds’ special distribution structure, under which the Funds were distributed as part of a suite of products and services with asset allocation modeling, full performance reporting and other services that are not typically provided with mutual funds.

After comparing each Fund’s anticipated fees with other comparable funds and industry averages, and in light of the nature, extent and quality of services provided to the Funds by AssetMark, as well as the costs incurred by AssetMark in rendering those services, the Trustees concluded that the level of fees paid to AssetMark with respect to each Fund was reasonable.

Profitability, Economies of Scale and Ancillary Benefits

The Trustees reviewed and discussed the financial information presented by the Advisor, including information relating to the financial stability of the Advisor and its historical and anticipated profitability with respect to its management of the Funds. The Trustees discussed the methods used by the Advisor to allocate expenses to the Funds under its profitability analysis, and the Trustees considered the individual profitability of the Advisor with respect to each Fund under this methodology.

In evaluating the Advisor’s profitability, the Trustees acknowledged that the Funds are distributed connection with the Advisor providing a package of administrative and other services as the sponsor of the Advisor’s investment platform and considered the benefits that flow to Fund shareholders as a result of these services. Additionally, the Trustees considered the Advisor’s existing agreements to waive advisory fees received from certain Funds and/or pay certain Fund expenses to the extent necessary to ensure that the Funds’ overall expenses do not exceed certain levels.

The Trustees considered ancillary benefits received by the Advisor as a result of its relationship with the Funds, including the benefits of offering an integrated set of investment options as an integral part of the Advisor’s asset allocation investment programs and the related marketing rebates received by the Advisor. The Trustees concluded that these benefits were reasonable.

The Trustees considered AssetMark’s profitability in managing each Fund, the anticipated effect of asset growth on each Fund’s expenses, and other information that might suggest the potential for realizing economies of scale that could be shared with Fund shareholders. The Trustees considered the fee waiver agreement under which AssetMark had agreed to waive expenses based upon the achievement of certain breakpoints listed in the agreement.

222

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

The Trustees concluded, in light of the foregoing factors, that the Advisor’s level of profitability is reasonable. Additionally, the Trustees concluded that the economies of scale being realized by AssetMark, if any, do not mandate the implementation of new or amended breakpoints or other changes in the fee structure for any Fund at this time.

Conclusion

After consideration of the foregoing factors, and such other matters as were deemed relevant, and with no single factor being determinative to their decision, the Trustees, including all of the independent Trustees, concluded to approve the renewal of the Advisory Agreements with, and the fee to be paid to, the Advisor for each of the Funds.

The Sub-Advisory Agreements

Materials Reviewed and the Review Process

Assisted by Independent Counsel, the Trustees specifically requested and were furnished with materials for purposes of their review of each Sub-Advisory Agreement. The materials provided to the Board related to, among other things: (1) the terms and conditions of each Sub-Advisory Agreement, including confirmation from the Advisor that no change to the existing terms of any Sub-Advisory Agreement were proposed; (2) a copy of each Sub-Advisor’s Form ADV disclosure document; (3) the nature, quality and scope of the services to be provided by the Sub-Advisors, as well as the schedule of fees charged for such services; (4) the investment performance of each Sub-Advisor in managing their respective Fund compared to an industry peer group as well as other sub-advisor client accounts; (5) the fee paid to each Sub-Advisor by AssetMark; (6) AssetMark’s evaluation of the nature, extent and quality of the services provided by each Sub-Advisor; (7) benefits to each Sub-Advisor, such as receipt of research from brokers, that might result from the Sub-Advisor’s relationship with a Fund; (8) information concerning each Sub-Advisor’s personnel, business, operations and investment team, including biographical information for the investment professionals that are responsible for the day-to-day management of the applicable Fund’s portfolio; (9) information regarding each Sub-Advisor’s compliance policies and other internal procedures, including the Sub-Advisor’s brokerage procedures and practices; (10) information regarding the financial condition of each Sub-Advisor or its parent company; and (11) other information relevant to an evaluation of the nature, extent and quality of the services provided by each Sub-Advisor in response to a series of detailed questions posed by Independent Counsel on behalf of the independent Trustees. The Trustees also considered the recommendations of the Advisor with respect to each Sub-Advisor and the methods and resources the Advisor utilized in its efforts to identify and engage Sub-Advisors for the Funds.

The Trustees received assistance and advice regarding legal and industry standards from both Independent Counsel and from counsel to the Trusts, which included detailed memoranda that described the Trustees’ legal duties and obligations in considering the renewal of the Sub-Advisory Agreements. The Trustees discussed the approval of the Sub-Advisory Agreements in communications prior to their meeting and, during the course of their meeting, in executive session with Independent Counsel at which no representatives of AssetMark or the Sub-Advisors were present.

Factors Considered

The Trustees considered and reached conclusions on a number of factors in making the decision to approve the Sub-Advisory Agreements. In so doing, the Trustees considered AssetMark’s role as a “manager-of-managers,” which includes, among other functions, monitoring and evaluating the performance of the Sub-Advisors, recommending that any Sub-Advisor not performing as expected be replaced, and negotiating advantageous fee arrangements that could permit the Funds to realize economies of scale without compromising the quality of services. These factors and the Board’s conclusions are set forth below.

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

Nature, Quality and Extent of Services

The Trustees considered each Sub-Advisor’s investment management process, including (a) the experience, capability and integrity of the Sub-Advisor’s management, investment professionals and other personnel; (b) the financial position of the Sub-Advisor; (c) the quality and commitment of the Sub-Advisor’s regulatory and legal compliance policies, procedures and systems; (d) the Sub-Advisor’s brokerage and trading practices; and (e) and AssetMark’s evaluation of the nature, quality and extent of services performed by each Sub-Advisor.

The Trustees specifically considered the qualifications, experience and track record of the individuals and portfolio management teams at each Sub-Advisor that are responsible for the day-to-day management of each Fund’s portfolio. The Trustees also considered, with respect to each Sub-Advisor, the specific investment approach and level of expertise within its particular asset class. The Trustees considered whether each Sub-Advisor operated within its respective Fund’s investment objective and style and considered each Sub-Advisor’s record of compliance with applicable investment restrictions. The Trustees also considered each Sub-Advisor’s performance record with respect to the relevant benchmark(s).

The Trustees concluded that the nature, extent and quality of the services provided by each Sub-Advisor to its respective Sub-Advised Fund is satisfactory.

Sub-Advisor Investment Performance

The Trustees considered whether each Sub-Advisor operated within its respective Sub?Advised Fund’s investment objective and style and considered each Sub-Advisor’s record of compliance with applicable investment restrictions. The Trustees also considered each Sub-Advisor’s investment performance relative to benchmark indices.

The Trustees considered that they had reviewed each Sub-Advisor, including the primary contributors to and detractors from performance, with the Advisor and concluded that each Sub-Advisor’s performance record is satisfactory.

Sub-Advisory Fees, Economies of Scale, Profitability and Ancillary Benefits

The Trustees considered the fee paid to each Sub-Advisor by the Advisor for providing services to its relevant Sub-Advised Fund. The Trustees considered management’s representation that AssetMark’s focus in negotiating sub-advisory arrangements is on negotiating the best possible fee structures for each Fund, and that the sub-advisory fees are paid by the Advisor out of the investment advisory fees received. The Trustees also considered individual reports prepared with regard to each Sub-Advisor, containing comparative information regarding fees. The Trustees noted that each Sub-Advisor’s fees were generally similar to the fees charged by each Sub-Advisor to other comparable funds and accounts.

The Trustees considered each Sub-Advisor’s fee schedule, the anticipated effect of asset growth on each Fund’s expenses, and other information that might suggest the potential for realizing economies of scale that could be shared with Fund shareholders. In this regard, the Trustees noted that certain of the Sub-Advisory Agreements’ fee schedules contain breakpoints that present potential economies of scale that could be shared with the Sub-Advised Funds’ shareholders as assets of the Sub-Advised Fund grow.

The Trustees concluded that the fees to be paid to each Sub-Advisor by the Advisor are reasonable in light of the services performed for the Sub-Advised Funds by the Sub-Advisors and that the economies of scale being realized by the Sub-Advisors, if any, do not mandate the implementation of any new or amended breakpoints or other changes in the fee structure for any Sub-Advised Fund at this time.

The Trustees did not consider the profitability of the Sub-Advisors to be a material factor based on representations from AssetMark that it negotiates sub-advisory fees with the Sub-Advisors on an arm’s-length basis.

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ADDITIONAL INFORMATION (Continued)

March 31, 2015

The Trustees considered the allocation (if any) of Fund brokerage to brokers affiliated with a Sub-Advisor and benefits to the Sub-Advisors from the use of “soft dollar” commissions (if any) to pay for research and brokerage services. The Trustees also considered any other ancillary benefits that accrue to a Sub-Advisor or any affiliate by virtue of the Sub-Advisor’s relationship with the Fund, and concluded that such benefits, if any, were reasonable.

Conclusion

After consideration of the foregoing factors, and such other matters as were deemed relevant, and with no single factor being determinative to their decision, the Trustees, including all of the independent Trustees, concluded to approve the renewal of the Sub-Advisory Agreements with, and the fees to be paid to, each of the Sub-Advisors for each of the relevant Sub-Advised Funds.

225

GuideMark^®Funds

GuidePath^®Funds


GuideMark^®Funds & GuidePath^®Funds


GuideMark^®Large Cap Growth Fund
GuideMark^®Large Cap Value Fund
GuideMark^®Small/Mid Cap Core Fund
GuideMark^®World ex-US Fund
GuideMark^®Opportunistic Equity Fund
GuideMark^®Global Real Return Fund
GuideMark^®Core Fixed Income Fund
GuideMark^®Tax-Exempt Fixed Income Fund
GuideMark^®Opportunistic Fixed Income Fund
GuidePath^®Strategic Asset Allocation Fund
GuidePath^®Tactical Constrained^®Asset Allocation Fund
GuidePath^®Tactical Unconstrained^®Asset Allocation Fund
GuidePath^®Absolute Return Asset Allocation Fund
GuidePath^®Multi-Asset Income Asset Allocation Fund
GuidePath^®Fixed Income Allocation Fund
GuidePath^®Altegris^®Diversified Alternatives Allocation Fund
Investment Advisor
AssetMark, Inc.
1655 Grant Street, 10th Floor
Concord, CA 94520
Legal Counsel
Stradley Ronon Stevens & Young, LLP		This document must be
2005 Market Street, Suite 2600		preceded or accompanied by a
Philadelphia, PA 19103		free prospectus. Investors should
Independent Registered Public Accounting Firm		consider the Fund’s investment
Cohen Fund Audit Services, Ltd.		objectives, risks, charges and
1350 Euclid Avenue, Suite 800		expenses carefully before
Cleveland, OH 44115		investing. The prospectus
Transfer Agent, Fund Accountant		contains this and other
and Fund Administrator		important information about
U.S. Bancorp Fund Services, LLC		the Fund. Please read the
615 East Michigan Street		prospectus carefully before you
Milwaukee, WI 53202		invest or send money.
Custodians
U.S. Bank, N.A.	BNY Mellon Asset Servicing
1555 North RiverCenter Drive, Suite 302	One Wall Street
Milwaukee, WI 53212	New York, NY 10286
Distributor
AssetMark Brokerage^TM, LLC
1655 Grant Street, 10th Floor
Concord, CA 94520		Annual Report
		March 31, 2015

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

A copy of the registrant’s Code of Ethics is filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant’s board of trustees has determined that there is at least one audit committee financial expert serving on its audit committee. Dennis Schmal is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) Audit Fees

For the fiscal year ended March 31, 2015, the registrant’s principal accountant billed the registrant $113,000 for professional services rendered for the audit of the registrant’s annual financial statements or services that are normally provided by the principal accountant in connection with statutory and regulatory filings or engagements.

For the fiscal year ended March 31, 2014, the registrant’s principal accountant billed the registrant $132,585 for professional services rendered for the audit of the registrant’s annual financial statements or services that are normally provided by the principal accountant in connection with statutory and regulatory filings or engagements.

(b) Audit-Related Fees

None.

c) Tax Fees

For the fiscal year ended March 31, 2015, the registrant’s principal accountant billed the registrant $29,000 for professional services rendered for tax compliance, tax advice and tax planning.

For the fiscal year ended March 31, 2014, the registrant’s principal accountant billed the registrant $39,794 for professional services rendered for tax compliance, tax advice and tax planning.

(d) All Other Fees

None.

(e)(1)

The registrant’s audit committee charter provides that the audit committee is responsible for the approval, prior to appointment, of the engagement of auditors annually to audit and to provide their opinion on the registrant’s financial statements. The audit committee charter also provides that the audit committee is responsible for the approval, prior to appointment, of the engagement of the auditor to provide other audit services to the registrant or to provide non-audit services to the registrant, its investment adviser or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant, if the engagement relates directly to the operations and financial reporting of the registrant.

(e)(2)

There were no services in paragraphs (b) through (d) above (including services required to be approved by the audit committee pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X) that were approved pursuant to the waiver provision of paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f)

None of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the fiscal year ended March 31, 2015 were attributable to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g)

The aggregate non-audit fees billed by the registrant’s principal accountant for services rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant for the fiscal year ended March 31, 2015 and March 31, 2014 were $0 and $0, respectively.

(h)

The registrant’s audit committee has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant, that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

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

Not applicable to open-end investment companies.

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

Not applicable to open-end investment companies.

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

Not applicable to open-end investment companies.

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

None.

Item 11. Controls and Procedures.

(a)

The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)

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

Item 12. Exhibits.

(a)

(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Filed herewith.

(2) A separate certification for each principal executive and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c-1 under the Investment Company Act of 1940 sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

(b)

Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith.

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.

(Registrant) GPS Funds II

By (Signature and Title) /s/ Carrie E. Hansen

Carrie E. Hansen, Principal Executive Officer/President

Date 05/28/2015

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title) /s/ Carrie E. Hansen

Carrie E. Hansen, Principal Executive Officer/President

Date 05/28/2015

By (Signature and Title) /s/ Patrick R. Young

Patrick R. Young, Principal Financial Officer/Treasurer

Date 05/28/2015

GPS Funds II N-CSRCertified annual shareholder report (management investment company)