MFS Massachusetts Investors Growth Stock Fund (MIGHX) N-CSRS Certified semi-annual shareholder report (management investment company)

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 811-00859

MASSACHUSETTS INVESTORS GROWTH STOCK FUND

(Exact name of registrant as specified in charter)

500 Boylston Street, Boston, Massachusetts 02116

(Address of principal executive offices) (Zip code)

Susan S. Newton

Massachusetts Financial Services Company

500 Boylston Street

Boston, Massachusetts 02116

(Name and address of agents for service)

Registrant’s telephone number, including area code: (617) 954-5000

Date of fiscal year end: November 30

Date of reporting period: May 31, 2011

ITEM 1. REPORTS TO STOCKHOLDERS.

Massachusetts Investors

Growth Stock Fund

SEMIANNUAL REPORT

May 31, 2011

MIG-SEM

MASSACHUSETTS INVESTORS

GROWTHSTOCK FUND

Letter from the CEO	1
Portfolio composition	2
Expense table	3
Portfolio of investments	5
Statement of assets and liabilities	9
Statement of operations	11
Statements of changes in net assets	12
Financial highlights	13
Notes to financial statements	24
Board review of investment advisory agreement	37
Proxy voting policies and information	37
Quarterly portfolio disclosure	37
Further information	37
MFS® privacy notice	38
Contact information    back cover

The report is prepared for the general information of shareholders.

It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.

NOT FDIC INSURED Ÿ MAY LOSE VALUE Ÿ NO BANK GUARANTEE

LETTER FROM THE CEO

Dear Shareholders:

After an extended rebound in the financial markets, uncertainty returned in 2010 as investors began to question the durability of the recovery for global economies and markets. That uncertainty led to increased risk aversion, especially as investors saw the eurozone struggle with the debt woes of many of its members and amid a weakening trend in the global macroeconomic data. Last September, the U.S. Federal Reserve Board’s promises to further loosen monetary policy helped assuage market fears and drive asset prices off their recent lows. A combination of solid earnings and improving economic data gave an additional boost to investor sentiment. For the remainder of 2011, we are cautiously optimistic that economic growth will continue to improve and that the global economies will recover from the shocks of the past few years. We expect the pace of recovery worldwide to be uneven and volatile and acknowledge the elevated uncertainty created by events in Japan, Europe, and the Middle East.

As always, we continue to be mindful of the many economic challenges faced at the local, national, and international levels. It is in times such as these that we want to remind investors of the merits of maintaining a long-term view, adhering to basic investing principles such as asset allocation and diversification, and working closely with their advisors to research and identify appropriate investment opportunities.

Respectfully,

Robert J. Manning

Chairman and Chief Executive Officer

MFS Investment Management®

July 15, 2011

The opinions expressed in this letter are subject to change, may not be relied upon for investment advice, and no forecasts can be guaranteed.

1

PORTFOLIO COMPOSITION

Portfolio structure

Top ten holdings
Danaher Corp.	4.7%
Oracle Corp.	4.7%
Apple, Inc.	3.6%
International Business Machines Corp.	3.5%
Colgate-Palmolive Co.	3.3%
Accenture Ltd., “A”	3.1%
United Technologies Corp.	3.0%
Schlumberger Ltd.	2.8%
PepsiCo, Inc.	2.4%
Google, Inc., “A”	2.3%

Equity sectors
Technology	25.8%
Consumer Staples	12.0%
Health Care	11.7%
Industrial Goods & Services	10.9%
Special Products & Services	8.8%
Financial Services	7.9%
Retailing	7.8%
Energy	6.9%
Basic Materials	3.2%
Leisure	1.5%
Autos & Housing	1.4%
Transportation	0.6%

Percentages are based on net assets as of 5/31/11.

The portfolio is actively managed and current holdings may be different.

2

EXPENSE TABLE

Fund expenses borne by the shareholders during the period, December 1, 2010 through May 31, 2011

As a shareholder of the fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on certain purchase or redemption payments, and (2) ongoing costs, including management fees; distribution and service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period December 1, 2010 through May 31, 2011.

Actual Expenses

The first line for each share class in the following 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.

Hypothetical Example for Comparison Purposes

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

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

3

Expense Table – continued

Share Class		Annualized Expense Ratio		Beginning Account Value 12/01/10		Ending Account Value 5/31/11		Expenses Paid During Period (p) 12/01/10-5/31/11
A	Actual		0.83%		$1,000.00		$1,144.55		$4.44
	Hypothetical (h)		0.83%		$1,000.00		$1,020.79		$4.18
B	Actual		1.57%		$1,000.00		$1,140.87		$8.38
	Hypothetical (h)		1.57%		$1,000.00		$1,017.10		$7.90
C	Actual		1.57%		$1,000.00		$1,140.75		$8.38
	Hypothetical (h)		1.57%		$1,000.00		$1,017.10		$7.90
I	Actual		0.57%		$1,000.00		$1,147.05		$3.05
	Hypothetical (h)		0.57%		$1,000.00		$1,022.09		$2.87
R1	Actual		1.57%		$1,000.00		$1,140.30		$8.38
	Hypothetical (h)		1.57%		$1,000.00		$1,017.10		$7.90
R2	Actual		1.07%		$1,000.00		$1,143.74		$5.72
	Hypothetical (h)		1.07%		$1,000.00		$1,019.60		$5.39
R3	Actual		0.82%		$1,000.00		$1,145.05		$4.39
	Hypothetical (h)		0.82%		$1,000.00		$1,020.84		$4.13
R4	Actual		0.57%		$1,000.00		$1,146.53		$3.05
	Hypothetical (h)		0.57%		$1,000.00		$1,022.09		$2.87
529A	Actual		0.93%		$1,000.00		$1,144.59		$4.97
	Hypothetical (h)		0.93%		$1,000.00		$1,020.29		$4.68
529B	Actual		1.67%		$1,000.00		$1,140.05		$8.91
	Hypothetical (h)		1.67%		$1,000.00		$1,016.60		$8.40
529C	Actual		1.67%		$1,000.00		$1,139.81		$8.91
	Hypothetical (h)		1.67%		$1,000.00		$1,016.60		$8.40

(h) 5% class return per year before expenses.

(p) Expenses paid is equal to each class’ annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by the number of days in the period, divided by the number of days in the year. Expenses paid do not include any applicable sales charges (loads). If these transaction costs had been included, your costs would have been higher.

Expense Changes Impacting the Table

Changes to the fund’s fee arrangements occurred during the six month period or will occur during the fund’s fiscal year. Had these fee changes been in effect throughout the entire six month period, the annualized expense ratios would have been 0.81%, 0.86%, 1.62%, and 1.62% for Class A, Class 529A, Class 529B, and 529C shares, respectively; the actual expenses paid during the period would have been approximately $4.33, $4.60, $8.65, and $8.64 for Class A, Class 529A, Class 529B, and 529C shares, respectively; and the hypothetical expenses paid during the period would have been approximately $4.08, $4.33, $8.15, and $8.15 for Class A, Class 529A, Class 529B, and Class 529C shares, respectively. For further information about the fund’s fee arrangements and changes to those fee arrangements, please see Note 3 in the Notes to Financial Statements.

4

PORTFOLIO OF INVESTMENTS

5/31/11 (unaudited)

The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.

Common Stocks - 98.5%
Issuer	Shares/Par		Value ($)
Aerospace - 3.4%
Precision Castparts Corp.		81,700	$	12,835,067
United Technologies Corp.		1,110,620		97,479,117
			$	110,314,184
Alcoholic Beverages - 1.3%
Diageo PLC		1,991,279	$	42,448,338
Apparel Manufacturers - 3.3%
LVMH Moet Hennessy Louis Vuitton S.A.		243,537	$	42,613,968
NIKE, Inc., “B”		771,630		65,164,154
			$	107,778,122
Automotive - 1.4%
Johnson Controls, Inc.		1,102,400	$	43,655,040
Broadcasting - 0.4%
Omnicom Group, Inc.		234,000	$	10,944,180
Brokerage & Asset Managers - 4.0%
Charles Schwab Corp.		2,064,970	$	37,190,110
CME Group, Inc.		141,430		40,415,037
Franklin Resources, Inc.		401,360		52,008,229
			$	129,613,376
Business Services - 8.8%
Accenture Ltd., “A”		1,719,980	$	98,709,652
Dun & Bradstreet Corp.		900,580		72,235,522
MSCI, Inc., “A” (a)		1,737,431		65,622,769
Verisk Analytics, Inc., “A” (a)		1,424,710		48,511,376
			$	285,079,319
Cable TV - 1.1%
DIRECTV, “A” (a)		671,980	$	33,773,715
Chemicals - 0.7%
Monsanto Co.		320,640	$	22,778,266

5

Portfolio of Investments (unaudited) – continued

Issuer	Shares/Par		Value ($)
Common Stocks - continued
Computer Software - 6.3%
Autodesk, Inc. (a)		491,060	$	21,105,759
Check Point Software Technologies Ltd. (a)		595,960		32,730,123
Oracle Corp.		4,400,040		150,569,369
			$	204,405,251
Computer Software - Systems - 10.1%
Apple, Inc. (a)		337,170	$	117,277,841
EMC Corp. (a)		1,889,878		53,804,827
Hewlett-Packard Co.		1,096,210		40,976,330
International Business Machines Corp.		678,930		114,691,645
			$	326,750,643
Consumer Products - 6.3%
Church & Dwight Co., Inc.		369,910	$	31,109,431
Colgate-Palmolive Co.		1,220,420		106,823,363
Procter & Gamble Co.		1,000,776		67,051,992
			$	204,984,786
Electrical Equipment - 7.5%
Amphenol Corp., “A”		465,080	$	25,142,225
Danaher Corp.		2,773,470		151,237,319
Sensata Technologies Holding B.V. (a)		1,446,080		52,463,782
W.W. Grainger, Inc.		97,350		14,706,665
			$	243,549,991
Electronics - 4.9%
ASML Holding N.V.		423,530	$	16,521,905
Microchip Technology, Inc. (l)		1,799,870		71,148,861
Taiwan Semiconductor Manufacturing Co. Ltd., ADR		5,256,621		71,805,443
			$	159,476,209
Energy - Integrated - 2.4%
Chevron Corp.		234,810	$	24,633,917
Exxon Mobil Corp.		415,220		34,658,413
Hess Corp.		223,149		17,635,465
			$	76,927,795
Food & Beverages - 4.4%
Groupe Danone		658,157	$	48,257,483
Mead Johnson Nutrition Co., “A”		242,000		16,405,180
PepsiCo, Inc.		1,070,128		76,107,503
			$	140,770,166

6

Portfolio of Investments (unaudited) – continued

Issuer	Shares/Par		Value ($)
Common Stocks - continued
Food & Drug Stores - 0.5%
CVS Caremark Corp.		444,946	$	17,214,961
General Merchandise - 2.9%
Kohl’s Corp.		767,530	$	40,863,297
Target Corp.		1,087,400		53,858,922
			$	94,722,219
Internet - 2.9%
eBay, Inc. (a)		565,370	$	17,622,583
Google, Inc., “A” (a)		142,100		75,173,742
			$	92,796,325
Major Banks - 0.6%
Bank of New York Mellon Corp.		635,902	$	17,875,205
Medical & Health Technology & Services - 2.0%
Medco Health Solutions, Inc. (a)		323,240	$	19,349,146
Patterson Cos., Inc.		1,330,338		46,009,740
			$	65,358,886
Medical Equipment - 6.7%
Becton, Dickinson & Co.		608,850	$	53,304,818
DENTSPLY International, Inc.		1,194,780		46,883,167
Medtronic, Inc.		384,165		15,635,516
St. Jude Medical, Inc.		340,210		17,238,441
Thermo Fisher Scientific, Inc. (a)		906,330		59,319,299
Waters Corp. (a)		236,620		23,321,267
			$	215,702,508
Metals & Mining - 0.8%
BHP Billiton Ltd., ADR (l)		268,680	$	25,637,446
Network & Telecom - 1.6%
Cisco Systems, Inc.		3,039,390	$	51,061,752
Oil Services - 4.5%
National Oilwell Varco, Inc.		792,883	$	57,547,448
Schlumberger Ltd.		1,040,720		89,210,518
			$	146,757,966
Other Banks & Diversified Financials - 3.3%
MasterCard, Inc., “A”		131,100	$	37,632,255
Visa, Inc., “A”		833,870		67,593,502
			$	105,225,757

7

Portfolio of Investments (unaudited) – continued

Issuer	Shares/Par		Value ($)
Common Stocks - continued
Pharmaceuticals - 3.0%
Abbott Laboratories		498,240	$	26,033,040
Allergan, Inc.		282,860		23,401,008
Johnson & Johnson		723,220		48,665,474
			$	98,099,522
Railroad & Shipping - 0.6%
Kuehne & Nagel International AG		125,460	$	19,768,766
Specialty Chemicals - 1.7%
Praxair, Inc.		522,000	$	55,248,480
Specialty Stores - 1.1%
Industria de Diseno Textil S.A.		218,741	$	19,885,295
Staples, Inc.		1,004,530		16,896,195
			$	36,781,490
Total Common Stocks (Identified Cost, $2,621,716,825)			$	3,185,500,664
Money Market Funds (v) - 1.6%
MFS Institutional Money Market Portfolio, 0.13%, at Cost and Net Asset Value		50,725,191	$	50,725,191
Collateral for Securities Loaned - 0.7%
Goldman Sachs Repurchase Agreement, 0.11%, dated 5/31/11, due 6/01/11, total to be received $23,152,071 (secured by U.S. Treasury and Federal Agency obligations valued at $23,615,063 in an individually traded account), at Cost and Value	$	23,152,000	$	23,152,000
Total Investments (Identified Cost, $2,695,594,016)			$	3,259,377,855
Other Assets, Less Liabilities - (0.8)%				(24,476,927	)
Net Assets - 100.0%			$	3,234,900,928

(a) Non-income producing security.

(l) A portion of this security is on loan.

(v) Underlying affiliated fund that is available only to investment companies managed by MFS. The rate quoted is the annualized seven-day yield of the fund at period end.

The following abbreviations are used in this report and are defined:

ADR American Depository Receipt

PLC Public Limited Company

See Notes to Financial Statements

8

Financial Statements

STATEMENT OF ASSETS AND LIABILITIES

At 5/31/11 (unaudited)

This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.

Assets
Investments-
Non-affiliated issuers, at value (identified cost, $2,644,868,825)	$3,208,652,664
Underlying affiliated funds, at cost and value	50,725,191
Total investments, at value, including $22,890,739 of securities on loan (identified cost, $2,695,594,016)	$3,259,377,855
Receivables for
Fund shares sold	883,905
Interest and dividends	4,138,187
Other assets	70,646
Total assets	$3,264,470,593
Liabilities
Payable for fund shares reacquired	$4,422,624
Collateral for securities loaned, at value	23,152,000
Payable to affiliates
Investment adviser	151,033
Shareholder servicing costs	1,278,529
Distribution and service fees	145,140
Program manager fees	104
Payable for independent Trustees’ compensation	235,648
Accrued expenses and other liabilities	184,587
Total liabilities	$29,569,665
Net assets	$3,234,900,928
Net assets consist of
Paid-in capital	$3,221,868,002
Unrealized appreciation (depreciation) on investments and translation of assets and liabilities in foreign currencies	563,898,247
Accumulated net realized gain (loss) on investments and foreign currency transactions	(557,521,427	)
Undistributed net investment income	6,656,106
Net assets	$3,234,900,928
Shares of beneficial interest outstanding	200,005,589

9

Statement of Assets and Liabilities (unaudited) – continued

	Net assets		Shares outstanding		Net asset value per share (a)
Class A		$2,531,640,765		154,431,365		$16.39
Class B		156,348,978		10,608,503		14.74
Class C		218,971,936		14,922,081		14.67
Class I		93,921,574		5,608,630		16.75
Class R1		6,853,740		468,453		14.63
Class R2		69,806,140		4,341,928		16.08
Class R3		71,369,664		4,382,102		16.29
Class R4		78,326,778		4,751,253		16.49
Class 529A		5,107,967		314,580		16.24
Class 529B		759,051		52,386		14.49
Class 529C		1,794,335		124,308		14.43

(a) Maximum offering price per share was equal to the net asset value per share for all share classes, except for Classes A and 529A, for which the maximum offering prices per share were $17.39 [100 / 94.25 x $16.39] and $17.23 [100 / 94.25 x $16.24], respectively. On sales of $50,000 or more, the maximum offering prices of Class A and Class 529A shares are reduced. A contingent deferred sales charge may be imposed on redemptions of Class A, Class B, Class C, Class 529B, and Class 529C shares. Redemption price per share was equal to the net asset value per share for Classes I, R1, R2, R3, R4, and 529A.

See Notes to Financial Statements

10

Financial Statements

STATEMENT OF OPERATIONS

Six months ended 5/31/11 (unaudited)

This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.

Net investment income
Income
Dividends	$21,473,979
Interest	182,617
Dividends from underlying affiliated funds	32,526
Foreign taxes withheld	(354,658	)
Total investment income	$21,334,464
Expenses
Management fee	$5,207,041
Distribution and service fees	5,488,890
Program manager fees	3,569
Shareholder servicing costs	3,071,644
Administrative services fee	221,735
Independent Trustees’ compensation	50,568
Custodian fee	93,272
Shareholder communications	135,747
Auditing fees	28,434
Legal fees	27,179
Miscellaneous	126,907
Total expenses	$14,454,986
Fees paid indirectly	(250	)
Reduction of expenses by investment adviser	(7,482	)
Net expenses	$14,447,254
Net investment income	$6,887,210
Realized and unrealized gain (loss) on investments and foreign currency transactions
Realized gain (loss) (identified cost basis)
Investment transactions	$74,388,104
Foreign currency transactions	123,804
Net realized gain (loss) on investments and foreign currency transactions	$74,511,908
Change in unrealized appreciation (depreciation)
Investments	$339,332,866
Translation of assets and liabilities in foreign currencies	(13,997	)
Net unrealized gain (loss) on investments and foreign currency translation	$339,318,869
Net realized and unrealized gain (loss) on investments and foreign currency	$413,830,777
Change in net assets from operations	$420,717,987

See Notes to Financial Statements

11

Financial Statements

STATEMENTS OF CHANGES IN NET ASSETS

These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.

Change in net assets	Six months ended 5/31/11 (unaudited)			Year ended 11/30/10
From operations
Net investment income		$6,887,210			$13,801,073
Net realized gain (loss) on investments and foreign currency transactions		74,511,908			264,695,594
Net unrealized gain (loss) on investments and foreign currency translation		339,318,869			24,504,981
Change in net assets from operations		$420,717,987			$303,001,648
Distributions declared to shareholders
From net investment income		$(13,651,584	)		$(11,001,496	)
Change in net assets from fund share transactions		$(131,067,887	)		$(292,119,883	)
Total change in net assets		$275,998,516			$(119,731	)
Net assets
At beginning of period		2,958,902,412			2,959,022,143
At end of period (including undistributed net investment income of $6,656,106 and $13,420,480, respectively)		$3,234,900,928			$2,958,902,412

See Notes to Financial Statements

12

Financial Statements

FINANCIAL HIGHLIGHTS

The financial highlights table is intended to help you understand the fund’s financial performance for the semiannual period and the past 5 fiscal years. Certain information reflects financial results for a single fund share. The total returns in the table represent the rate by which an investor would have earned (or lost) on an investment in the fund share class (assuming reinvestment of all distributions) held for the entire period.

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class A				2010			2009			2008			2007		2006
Net asset value, beginning of period		$14.39			$13.01			$9.60			$15.49			$13.79		$12.77
Income (loss) from investment operations
Net investment income (d)		$0.04			$0.07			$0.06			$0.06			$0.06		$0.02
Net realized and unrealized gain (loss) on investments and foreign currency		2.03			1.37			3.41			(5.89	)		1.64		1.00
Total from investment operations		$2.07			$1.44			$3.47			$(5.83	)		$1.70		$1.02
Less distributions declared to shareholders
From net investment income		$(0.07	)		$(0.06	)		$(0.06	)		$(0.06	)		$—		$—
Net asset value, end of period		$16.39			$14.39			$13.01			$9.60			$15.49		$13.79
Total return (%) (r)(s)(t)		14.45	(n)		11.08			36.44			(37.79	)		12.33		7.99
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		0.83	(a)		0.95			0.99			0.93			0.90		0.93
Expenses after expense reductions (f)		0.83	(a)		0.95			0.99			0.93			0.90		0.93
Net investment income		0.52	(a)		0.55			0.53			0.45			0.43		0.17
Portfolio turnover		16			46			58			35			49		91
Net assets at end of period (000 omitted)		$2,531,641			$2,354,751			$2,345,636			$1,919,938			$4,019,277		$3,937,421

See Notes to Financial Statements

13

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class B				2010			2009			2008			2007			2006
Net asset value, beginning of period		$12.92			$11.71			$8.64			$13.98			$12.52			$11.68
Income (loss) from investment operations
Net investment loss (d)		$(0.02	)		$(0.01	)		$(0.01	)		$(0.03	)		$(0.03	)		$(0.06	)
Net realized and unrealized gain (loss) on investments and foreign currency		1.84			1.22			3.08			(5.31	)		1.49			0.90
Total from investment operations		$1.82			$1.21			$3.07			$(5.34	)		$1.46			$0.84
Net asset value, end of period		$14.74			$12.92			$11.71			$8.64			$13.98			$12.52
Total return (%) (r)(s)(t)		14.09	(n)		10.33			35.53			(38.20	)		11.66			7.19
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		1.57	(a)		1.60			1.65			1.58			1.55			1.58
Expenses after expense reductions (f)		1.57	(a)		1.60			1.65			1.58			1.55			1.58
Net investment loss		(0.23	)(a)		(0.12	)		(0.13	)		(0.21	)		(0.20	)		(0.48	)
Portfolio turnover		16			46			58			35			49			91
Net assets at end of period (000 omitted)		$156,349			$168,679			$233,635			$295,657			$857,628			$1,389,908

See Notes to Financial Statements

14

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class C				2010			2009			2008			2007			2006
Net asset value, beginning of period		$12.86			$11.66			$8.60			$13.91			$12.47			$11.62
Income (loss) from investment operations
Net investment loss (d)		$(0.02	)		$(0.01	)		$(0.01	)		$(0.02	)		$(0.03	)		$(0.06	)
Net realized and unrealized gain (loss) on investments and foreign currency		1.83			1.21			3.07			(5.29	)		1.47			0.91
Total from investment operations		$1.81			$1.20			$3.06			$(5.31	)		$1.44			$0.85
Net asset value, end of period		$14.67			$12.86			$11.66			$8.60			$13.91			$12.47
Total return (%) (r)(s)(t)		14.07	(n)		10.29			35.58			(38.17	)		11.55			7.31
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		1.57	(a)		1.60			1.64			1.58			1.55			1.58
Expenses after expense reductions (f)		1.57	(a)		1.60			1.64			1.58			1.55			1.58
Net investment loss		(0.22	)(a)		(0.10	)		(0.12	)		(0.20	)		(0.20	)		(0.48	)
Portfolio turnover		16			46			58			35			49			91
Net assets at end of period (000 omitted)		$218,972			$203,860			$213,483			$183,334			$368,616			$451,097

See Notes to Financial Statements

15

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class I				2010			2009			2008			2007		2006
Net asset value, beginning of period		$14.72			$13.30			$9.83			$15.87			$14.07		$12.99
Income (loss) from investment operations
Net investment income (d)		$0.06			$0.13			$0.10			$0.11			$0.12		$0.07
Net realized and unrealized gain (loss) on investments and foreign currency		2.09			1.39			3.49			(6.04	)		1.68		1.01
Total from investment operations		$2.15			$1.52			$3.59			$(5.93	)		$1.80		$1.08
Less distributions declared to shareholders
From net investment income		$(0.12	)		$(0.10	)		$(0.12	)		$(0.11	)		$—		$—
Net asset value, end of period		$16.75			$14.72			$13.30			$9.83			$15.87		$14.07
Total return (%) (r)(s)		14.71	(n)		11.46			36.92			(37.62	)		12.79		8.31
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		0.57	(a)		0.60			0.63			0.58			0.56		0.58
Expenses after expense reductions (f)		0.57	(a)		0.60			0.63			0.58			0.56		0.58
Net investment income		0.81	(a)		0.91			0.89			0.81			0.82		0.51
Portfolio turnover		16			46			58			35			49		91
Net assets at end of period (000 omitted)		$93,922			$70,064			$63,052			$37,680			$57,139		$86,309

See Notes to Financial Statements

16

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class R1				2010			2009			2008			2007			2006
Net asset value, beginning of period		$12.83			$11.62			$8.57			$13.92			$12.48			$11.66
Income (loss) from investment operations
Net investment loss (d)		$(0.02	)		$(0.01	)		$(0.01	)		$(0.03	)		$(0.05	)		$(0.07	)
Net realized and unrealized gain (loss) on investments and foreign currency		1.82			1.22			3.06			(5.28	)		1.49			0.89
Total from investment operations		$1.80			$1.21			$3.05			$(5.31	)		$1.44			$0.82
Less distributions declared to shareholders
From net investment income		$—			$0.00	(w)		$—			$(0.04	)		$—			$—
Net asset value, end of period		$14.63			$12.83			$11.62			$8.57			$13.92			$12.48
Total return (%) (r)(s)		14.03	(n)		10.42			35.59			(38.25	)		11.54			7.03
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		1.57	(a)		1.60			1.64			1.61			1.66			1.77
Expenses after expense reductions (f)		1.57	(a)		1.60			1.63			1.61			1.64			1.67
Net investment loss		(0.22	)(a)		(0.10	)		(0.12	)		(0.23	)		(0.37	)		(0.56	)
Portfolio turnover		16			46			58			35			49			91
Net assets at end of period (000 omitted)		$6,854			$6,555			$6,696			$4,891			$8,623			$2,495

See Notes to Financial Statements

17

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class R2				2010			2009			2008			2007		2006
Net asset value, beginning of period		$14.12			$12.77			$9.43			$15.24			$13.61		$12.64
Income (loss) from investment operations
Net investment income (loss) (d)		$0.02			$0.06			$0.04			$0.04			$0.01		$(0.01	)
Net realized and unrealized gain (loss) on investments and foreign currency		2.00			1.33			3.35			(5.79	)		1.62		0.98
Total from investment operations		$2.02			$1.39			$3.39			$(5.75	)		$1.63		$0.97
Less distributions declared to shareholders						��
From net investment income		$(0.06	)		$(0.04	)		$(0.05	)		$(0.06	)		$—		$—
Net asset value, end of period		$16.08			$14.12			$12.77			$9.43			$15.24		$13.61
Total return (%) (r)(s)		14.37	(n)		10.90			36.21			(37.87	)		11.98		7.67
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		1.07	(a)		1.10			1.14			1.10			1.21		1.32
Expenses after expense reductions (f)		1.07	(a)		1.10			1.14			1.10			1.19		1.22
Net investment income (loss)		0.31	(a)		0.44			0.38			0.29			0.10		(0.11	)
Portfolio turnover		16			46			58			35			49		91
Net assets at end of period (000 omitted)		$69,806			$36,420			$27,249			$23,419			$31,371		$8,091

See Notes to Financial Statements

18

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class R3				2010			2009			2008			2007		2006
Net asset value, beginning of period		$14.32			$12.94			$9.59			$15.47			$13.78		$12.77
Income (loss) from investment operations
Net investment income (d)		$0.04			$0.09			$0.06			$0.07			$0.05		$0.02
Net realized and unrealized gain (loss) on investments and foreign currency		2.03			1.36			3.39			(5.88	)		1.64		0.99
Total from investment operations		$2.07			$1.45			$3.45			$(5.81	)		$1.69		$1.01
Less distributions declared to shareholders
From net investment income		$(0.10	)		$(0.07	)		$(0.10	)		$(0.07	)		$—		$—
Net asset value, end of period		$16.29			$14.32			$12.94			$9.59			$15.47		$13.78
Total return (%) (r)(s)		14.50	(n)		11.25			36.39			(37.74	)		12.26		7.91
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		0.82	(a)		0.85			0.89			0.85			0.95		0.96
Expenses after expense reductions (f)		0.82	(a)		0.85			0.89			0.85			0.95		0.96
Net investment income		0.53	(a)		0.70			0.61			0.53			0.38		0.15
Portfolio turnover		16			46			58			35			49		91
Net assets at end of period (000 omitted)		$71,370			$50,795			$30,110			$10,813			$21,016		$11,375

See Notes to Financial Statements

19

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class R4				2010			2009			2008			2007		2006
Net asset value, beginning of period		$14.50			$13.10			$9.68			$15.60			$13.85		$12.80
Income (loss) from investment operations
Net investment income (d)		$0.06			$0.13			$0.09			$0.11			$0.11		$0.06
Net realized and unrealized gain (loss) on investments and foreign currency		2.05			1.37			3.45			(5.94	)		1.64		0.99
Total from investment operations		$2.11			$1.50			$3.54			$(5.83	)		$1.75		$1.05
Less distributions declared to shareholders
From net investment income		$(0.12	)		$(0.10	)		$(0.12	)		$(0.09	)		$—		$—
Net asset value, end of period		$16.49			$14.50			$13.10			$9.68			$15.60		$13.85
Total return (%) (r)(s)		14.65	(n)		11.49			36.98			(37.60	)		12.64		8.20
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		0.57	(a)		0.60			0.64			0.59			0.66		0.68
Expenses after expense reductions (f)		0.57	(a)		0.60			0.64			0.59			0.66		0.68
Net investment income		0.80	(a)		0.96			0.88			0.78			0.74		0.43
Portfolio turnover		16			46			58			35			49		91
Net assets at end of period (000 omitted)		$78,327			$61,376			$33,525			$27,798			$114,715		$136,104

See Notes to Financial Statements

20

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class 529A				2010			2009		2008			2007		2006
Net asset value, beginning of period		$14.25			$12.89			$9.46		$15.27			$13.63		$12.66
Income (loss) from investment operations
Net investment income (loss) (d)		$0.03			$0.06			$0.05		$0.04			$0.03		$(0.01	)
Net realized and unrealized gain (loss) on investments and foreign currency		2.02			1.35			3.38		(5.81	)		1.61		0.98
Total from investment operations		$2.05			$1.41			$3.43		$(5.77	)		$1.64		$0.97
Less distributions declared to shareholders
From net investment income		$(0.06	)		$(0.05	)		$—		$(0.04	)		$—		$—
Net asset value, end of period		$16.24			$14.25			$12.89		$9.46			$15.27		$13.63
Total return (%) (r)(s)(t)		14.46	(n)		10.97			36.26		(37.87	)		12.03		7.66
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		0.93	(a)		1.05			1.09		1.10			1.15		1.18
Expenses after expense reductions (f)		0.93	(a)		1.05			1.08		1.10			1.15		1.18
Net investment income (loss)		0.43	(a)		0.46			0.44		0.31			0.18		(0.07	)
Portfolio turnover		16			46			58		35			49		91
Net assets at end of period (000 omitted)		$5,108			$4,117			$3,657		$2,560			$7,986		$3,791

See Notes to Financial Statements

21

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class 529B				2010			2009			2008			2007			2006
Net asset value, beginning of period		$12.71			$11.53			$8.51			$13.80			$12.40			$11.59
Income (loss) from investment operations
Net investment loss (d)		$(0.02	)		$(0.02	)		$(0.02	)		$(0.04	)		$(0.06	)		$(0.09	)
Net realized and unrealized gain (loss) on investments and foreign currency		1.80			1.20			3.04			(5.25	)		1.46			0.90
Total from investment operations		$1.78			$1.18			$3.02			$(5.29	)		$1.40			$0.81
Net asset value, end of period		$14.49			$12.71			$11.53			$8.51			$13.80			$12.40
Total return (%) (r)(s)(t)		14.00	(n)		10.23			35.49			(38.33	)		11.29			6.99
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		1.67	(a)		1.70			1.74			1.75			1.80			1.83
Expenses after expense reductions (f)		1.67	(a)		1.70			1.74			1.75			1.80			1.83
Net investment loss		(0.31	)(a)		(0.19	)		(0.22	)		(0.36	)		(0.45	)		(0.73	)
Portfolio turnover		16			46			58			35			49			91
Net assets at end of period (000 omitted)		$759			$712			$658			$560			$992			$587

See Notes to Financial Statements

22

Financial Highlights – continued

	Six months ended 5/31/11 (unaudited)			Years ended 11/30
Class 529C				2010			2009			2008			2007			2006
Net asset value, beginning of period		$12.66			$11.48			$8.48			$13.74			$12.34			$11.54
Income (loss) from investment operations
Net investment loss (d)		$(0.02	)		$(0.02	)		$(0.02	)		$(0.04	)		$(0.06	)		$(0.09	)
Net realized and unrealized gain (loss) on investments and foreign currency		1.79			1.20			3.02			(5.22	)		1.46			0.89
Total from investment operations		$1.77			$1.18			$3.00			$(5.26	)		$1.40			$0.80
Net asset value, end of period		$14.43			$12.66			$11.48			$8.48			$13.74			$12.34
Total return (%) (r)(s)(t)		13.98	(n)		10.28			35.38			(38.28	)		11.35			6.93
Ratios (%) (to average net assets) and Supplemental data:
Expenses before expense reductions (f)		1.67	(a)		1.70			1.73			1.75			1.80			1.83
Expenses after expense reductions (f)		1.67	(a)		1.70			1.73			1.75			1.80			1.83
Net investment loss		(0.31	)(a)		(0.18	)		(0.21	)		(0.36	)		(0.46	)		(0.72	)
Portfolio turnover		16			46			58			35			49			91
Net assets at end of period (000 omitted)		$1,794			$1,574			$1,322			$906			$1,424			$996

(a) Annualized.

(d) Per share data is based on average shares outstanding.

(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.

(n) Not annualized.

(r) Certain expenses have been reduced without which performance would have been lower.

(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower. Excluding the effect of the proceeds received from a non-recurring litigation settlement against Tyco International Ltd., the Class A, Class B, Class C, Class I, Class R1, Class R2, Class R3, Class R4, Class 529A, Class 529B, and Class 529C total returns for the year ended November 30, 2010 would have been lower by 0.73%, 0.72%, 0.72%, 0.73%, 0.72%, 0.72%, 0.73%, 0.73%, 0.72%, 0.72%, and 0.72%, respectively. Excluding the effect of the proceeds received from a non-recurring administrative proceeding concerning market timing, the Class A, Class B, Class C, Class I, Class R1, Class R2, Class R3, Class R4, Class 529A, Class 529B, and Class 529C total returns for the year ended November 30, 2010 would have been lower by 1.14%, 1.13%, 1.13%, 1.14%, 1.13%, 1.14%, 1.14%, 1.14%, 1.14%, 1.13%, and 1.13%, respectively.

(t) Total returns do not include any applicable sales charges.

(w) Per share amount was less than $0.01.

See Notes to Financial Statements

23

NOTES TO FINANCIAL STATEMENTS

(unaudited)

(1) Business and Organization

Massachusetts Investors Growth Stock Fund (the fund) is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.

(2) Significant Accounting Policies

General – The preparation of financial statements in conformity with U.S. generally accepted accounting principles 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 reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued.

Investment Valuations – Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Equity securities held short, for which there were no sales reported for that day, are generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market

24

Notes to Financial Statements (unaudited) – continued

quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk).

25

Notes to Financial Statements (unaudited) – continued

Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. The following is a summary of the levels used as of May 31, 2011 in valuing the fund’s assets or liabilities:

Investments at Value	Level 1		Level 2		Level 3		Total
Equity Securities:
United States		$2,865,831,897		$—		$—		$2,865,831,897
France		48,257,483		42,613,968		—		90,871,451
Taiwan		71,805,443		—		—		71,805,443
United Kingdom		—		42,448,338		—		42,448,338
Israel		32,730,123		—		—		32,730,123
Australia		25,637,446		—		—		25,637,446
Spain		19,885,295		—		—		19,885,295
Switzerland		—		19,768,766		—		19,768,766
Netherlands		16,521,905		—		—		16,521,905
Short Term Securities		—		23,152,000		—		23,152,000
Mutual Funds		50,725,191		—		—		50,725,191
Total Investments		$3,131,394,783		$127,983,072		$—		$3,259,377,855

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

Repurchase Agreements – The fund entered into repurchase agreements with approved counterparties. Each repurchase agreement is recorded at cost. The fund requires that the securities collateral in a repurchase transaction be transferred to a custodian. The fund monitors, on a daily basis, the value of the collateral to ensure that its value, including accrued interest, is greater than amounts owed to the fund under each such repurchase agreement.

Foreign Currency Translation – Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.

Security Loans – JPMorgan Chase and Co. (“Chase”), as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the

26

Notes to Financial Statements (unaudited) – continued

market value of the securities loaned. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. Chase provides the fund with indemnification against Borrower default. The fund bears the risk of loss with respect to the investment of cash collateral. On loans collateralized by cash, the cash collateral is invested in short-term securities. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is included in interest income on the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income.

Indemnifications – Under the fund’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund’s maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.

Investment Transactions and Income – Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date.

The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.

Fees Paid Indirectly – The fund’s custody fee may be reduced according to an arrangement that measures the value of cash deposited with the custodian by the fund. This amount, for the six months ended May 31, 2011, is shown as a reduction of total expenses on the Statement of Operations.

27

Notes to Financial Statements (unaudited) – continued

Tax Matters and Distributions – The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements.

Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future. Distributions in excess of net investment income or net realized gains are temporary overdistributions for financial statement purposes resulting from differences in the recognition or classification of income or distributions for financial statement and tax purposes.

Book/tax differences primarily relate to expiration of capital loss carryforwards and wash sale loss deferrals.

The tax character of distributions made during the current period will be determined at fiscal year end. The tax character of distributions declared to shareholders for the last fiscal year is as follows:

	11/30/10
Ordinary income (including any short-term capital gains)		$11,001,496

The federal tax cost and the tax basis components of distributable earnings were as follows:

As of 5/31/11
Cost of investments	$2,724,163,160
Gross appreciation	604,327,118
Gross depreciation	(69,112,423	)
Net unrealized appreciation (depreciation)	$535,214,695
As of 11/30/10
Undistributed ordinary income	13,608,183
Capital loss carryforwards	(603,464,191	)
Other temporary differences	(47,111	)
Net unrealized appreciation (depreciation)	195,869,642

28

Notes to Financial Statements (unaudited) – continued

The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.

As of November 30, 2010, the fund had capital loss carryforwards available to offset future realized gains. Such losses expire as follows:

11/30/16	$(58,868,015	)
11/30/17	(544,596,176	)
	$(603,464,191	)

The availability of a portion of the capital loss carryforwards, which were acquired on June 22, 2007 in connection with the MFS Growth Opportunities Fund merger, may be limited in a given year.

Multiple Classes of Shares of Beneficial Interest – The fund offers multiple classes of shares, which differ in their respective distribution, service, and program manager fees. The fund’s income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. Class B and Class 529B shares will convert to Class A and Class 529A shares, respectively, approximately eight years after purchase. The fund’s distributions declared to shareholders as reported on the Statements of Changes in Net Assets are presented by class as follows:

	From net investment income
	Six months ended 5/31/11		Year ended 11/30/10
Class A		$11,976,935		$10,046,213
Class I		586,558		444,451
Class R1		—		219
Class R2		163,858		82,279
Class R3		373,689		170,211
Class R4		531,515		244,183
Class 529A		19,029		13,940
Total		$13,651,584		$11,001,496

(3) Transactions with Affiliates

Investment Adviser – The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at an annual rate of 0.33% of the fund’s average daily net assets.

Distributor – MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, as distributor, received $61,314 and $2,712 for the six months ended May 31, 2011, as its portion of the initial sales charge on sales of Class A and Class 529A shares of the fund, respectively.

29

Notes to Financial Statements (unaudited) – continued

The Board of Trustees has adopted a distribution plan for certain class shares pursuant to Rule 12b-1 of the Investment Company Act of 1940.

The fund’s distribution plan provides that the fund will pay MFD for services provided by MFD and financial intermediaries in connection with the distribution and servicing of certain share classes. One component of the plan is a distribution fee paid to MFD and another component of the plan is a service fee paid to MFD. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.

Distribution Plan Fee Table:

	Distribution Fee Rate (d)		Service Fee Rate (d)		Total Distribution Plan (d)		Annual Effective Rate (e)		Distribution and Service Fee
Class A		—		0.25%		0.25%		0.27%		$3,328,255
Class B		0.75%		0.25%		1.00%		1.00%		838,636
Class C		0.75%		0.25%		1.00%		1.00%		1,080,719
Class R1		0.75%		0.25%		1.00%		1.00%		34,505
Class R2		0.25%		0.25%		0.50%		0.50%		104,576
Class R3		—		0.25%		0.25%		0.25%		83,747
Class 529A		—		0.25%		0.25%		0.27%		6,242
Class 529B		0.75%		0.25%		1.00%		1.00%		3,766
Class 529C		0.75%		0.25%		1.00%		1.00%		8,444
Total Distribution and Service Fees										$5,488,890

(d) In accordance with the distribution plan for certain classes, the fund pays distribution and/or service fees equal to these annual percentage rates of each class’ average daily net assets. The distribution and service fee rates disclosed by class represent the current rates in effect at the end of the reporting period. Any rate changes, if applicable, are detailed below.

(e) The annual effective rates represent actual fees incurred under the distribution plan for the six months ended May 31, 2011 based on each class’ average daily net assets. Assets attributable to Class A shares sold prior to March 1, 1991 were subject to a service fee of 0.15% annually. This agreement terminated on January 1, 2011. Effective January 1, 2011, all Class A assets are subject to the full service fee of 0.25%. Effective January 1, 2011, the 0.10% Class A and Class 529A distribution fees were eliminated.

Certain Class A shares are subject to a contingent deferred sales charge (CDSC) in the event of a shareholder redemption within 24 months of purchase. Class C and Class 529C shares are subject to a CDSC in the event of a shareholder redemption within 12 months of purchase. Class B and Class 529B shares are subject to a CDSC in the event of a shareholder redemption within six years of purchase. All contingent deferred sales charges are paid to MFD and during the six months ended May 31, 2011, were as follows:

	Amount
Class A		$33,763
Class B		80,594
Class C		2,331
Class 529B		4

30

Notes to Financial Statements (unaudited) – continued

The fund has entered into and may from time to time enter into contracts with program managers and other parties which administer the tuition programs through which an investment in the fund’s 529 share classes is made. The fund has entered into an agreement with MFD pursuant to which MFD receives an annual fee of up to 0.10% of the average daily net assets attributable to each 529 share class. Effective July 1, 2011, MFD has agreed to waive 0.05% of this annual fee. This waiver agreement will continue until modified by the fund’s Board of Trustees but such agreement will continue at least until March 31, 2013, after which MFD may eliminate this waiver without a vote of the fund’s Board of Trustees. The services provided by MFD, or a third party with which MFD contracts, include recordkeeping and tax reporting and account services, as well as services designed to maintain the program’s compliance with the Internal Revenue Code and other regulatory requirements. Program manager fees for the six months ended May 31, 2011, were as follows:

	Amount
Class 529A		$2,348
Class 529B		377
Class 529C		844
Total Program Manager Fees		$3,569

Shareholder Servicing Agent – MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent calculated as a percentage of the average daily net assets of the fund as determined periodically under the supervision of the fund’s Board of Trustees. For the six months ended May 31, 2011, the fee was $1,168,364, which equated to 0.0740% annually of the fund’s average daily net assets. MFSC also receives payment from the fund for out-of-pocket expenses, sub-accounting and other shareholder servicing costs which may be paid to affiliated and unaffiliated service providers. For the six months ended May 31, 2011, these out-of-pocket expenses, sub-accounting and other shareholder servicing costs amounted to $1,903,280.

Administrator – MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund partially reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended May 31, 2011 was equivalent to an annual effective rate of 0.0140% of the fund’s average daily net assets.

Trustees’ and Officers’ Compensation – The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay

31

Notes to Financial Statements (unaudited) – continued

compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration for their services to the fund from MFS. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.

Prior to December 31, 2001, the fund had an unfunded defined benefit plan (“DB plan”) for independent Trustees. As of December 31, 2001, the Board took action to terminate the DB plan with respect to then-current and any future independent Trustees, such that the DB plan covers only certain of those former independent Trustees who retired on or before December 31, 2001. Effective January 1, 2002, accrued benefits under the DB plan for then-current independent Trustees who continued were credited to an unfunded retirement deferral plan (the “Retirement Deferral plan”), which was established for and exists solely with respect to these credited amounts, and is not available for other deferrals by these or other independent Trustees. Although the Retirement Deferral plan is unfunded, amounts deferred under the plan are periodically adjusted for investment experience as if they had been invested in shares of the fund. The DB plan resulted in a pension expense of $5,078 and the Retirement Deferral plan resulted in an expense of $16,158. Both amounts are included in independent Trustees’ compensation for the six months ended May 31, 2011. The liability for deferred retirement benefits payable to certain independent Trustees under both plans amounted to $179,442 at May 31, 2011, and is included in payable for independent Trustees’ compensation on the Statement of Assets and Liabilities.

Deferred Trustee Compensation – Under a Deferred Compensation Plan (the “Plan”), independent Trustees previously were allowed to elect to defer receipt of all or a portion of their annual compensation. Effective January 1, 2005, the Board elected to no longer allow Trustees to defer receipt of future compensation under the Plan. Amounts deferred under the Plan are invested in shares of certain MFS Funds selected by the independent Trustees as notional investments. Deferred amounts represent an unsecured obligation of the fund until distributed in accordance with the Plan. Included in other assets and payable for independent Trustees’ compensation on the Statement of Assets and Liabilities is $54,985 of deferred Trustees’ compensation. There is no current year expense associated with the Plan.

Other – This fund and certain other funds managed by MFS (the funds) have entered into services agreements (the Agreements) which provide for payment of fees by the funds to Tarantino LLC and Griffin Compliance LLC in return for the provision of services of an Independent Chief Compliance Officer (ICCO) and Assistant ICCO, respectively, for the funds. The ICCO and Assistant ICCO are officers of the funds and the sole members of Tarantino LLC and Griffin Compliance LLC, respectively. The funds can terminate the Agreements with

32

Notes to Financial Statements (unaudited) – continued

Tarantino LLC and Griffin Compliance LLC at any time under the terms of the Agreements. For the six months ended May 31, 2011, the aggregate fees paid by the fund to Tarantino LLC and Griffin Compliance LLC were $16,898 and are included in miscellaneous expense on the Statement of Operations. MFS has agreed to reimburse the fund for a portion of the payments made by the fund in the amount of $7,482, which is shown as a reduction of total expenses in the Statement of Operations. Additionally, MFS has agreed to bear all expenses associated with office space, other administrative support, and supplies provided to the ICCO and Assistant ICCO.

The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks a high level of current income consistent with preservation of capital and liquidity. Income earned on this investment is included in dividends from underlying affiliated funds on the Statement of Operations. This money market fund does not pay a management fee to MFS.

(4) Portfolio Securities

Purchases and sales of investments, other than U.S. Government securities, purchased option transactions, and short-term obligations, aggregated $486,838,088 and $634,413,693, respectively.

(5) Shares of Beneficial Interest

The fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:

	Six months ended 5/31/11				Year ended 11/30/10
	Shares		Amount		Shares		Amount
Shares sold
Class A		4,936,791		$77,169,285		12,363,375		$166,008,523
Class B		374,388		5,284,898		1,031,531		12,478,700
Class C		373,860		5,241,649		743,590		8,991,198
Class I		1,303,741		20,933,800		1,091,560		15,108,780
Class R1		42,003		590,865		77,158		922,362
Class R2		2,308,212		36,219,748		1,029,277		13,828,230
Class R3		1,439,720		21,914,837		1,811,904		24,580,292
Class R4		1,114,415		17,467,638		2,226,015		31,159,637
Class 529A		32,353		503,502		47,936		630,867
Class 529B		1,822		25,759		5,566		66,285
Class 529C		11,379		158,029		23,052		279,312
		11,938,684		$185,510,010		20,450,964		$274,054,186

33

Notes to Financial Statements (unaudited) – continued

	Six months ended 5/31/11						Year ended 11/30/10
	Shares			Amount			Shares			Amount
Shares issued to shareholders in reinvestment of distributions
Class A		655,199			$9,880,434			637,903			$8,362,900
Class I		26,513			408,029			23,978			320,594
Class R1		—			—			19			219
Class R2		10,003			148,149			5,858			75,452
Class R3		24,946	��		373,689			13,063			170,211
Class R4		35,027			530,658			18,483			243,419
Class 529A		1,273			19,029			1,072			13,940
		752,961			$11,359,988			700,376			$9,186,735
Shares reacquired
Class A		(14,813,816	)		$(232,444,483	)		(29,678,891	)		$(399,292,543	)
Class B		(2,821,573	)		(39,695,671	)		(7,934,217	)		(96,401,864	)
Class C		(1,298,911	)		(18,253,942	)		(3,213,188	)		(38,648,922	)
Class I		(479,924	)		(7,680,096	)		(1,097,026	)		(15,121,624	)
Class R1		(84,579	)		(1,190,440	)		(142,345	)		(1,692,256	)
Class R2		(555,419	)		(8,535,767	)		(590,155	)		(7,739,348	)
Class R3		(630,245	)		(9,866,174	)		(603,499	)		(7,967,232	)
Class R4		(631,726	)		(9,916,612	)		(570,198	)		(7,676,439	)
Class 529A		(7,908	)		(122,225	)		(43,840	)		(577,420	)
Class 529B		(5,473	)		(75,798	)		(6,614	)		(79,157	)
Class 529C		(11,408	)		(156,677	)		(13,846	)		(163,999	)
		(21,340,982	)		$(327,937,885	)		(43,893,819	)		$(575,360,804	)
Net change
Class A		(9,221,826	)		$(145,394,764	)		(16,677,613	)		$(224,921,120	)
Class B		(2,447,185	)		(34,410,773	)		(6,902,686	)		(83,923,164	)
Class C		(925,051	)		(13,012,293	)		(2,469,598	)		(29,657,724	)
Class I		850,330			13,661,733			18,512			307,750
Class R1		(42,576	)		(599,575	)		(65,168	)		(769,675	)
Class R2		1,762,796			27,832,130			444,980			6,164,334
Class R3		834,421			12,422,352			1,221,468			16,783,271
Class R4		517,716			8,081,684			1,674,300			23,726,617
Class 529A		25,718			400,306			5,168			67,387
Class 529B		(3,651	)		(50,039	)		(1,048	)		(12,872	)
Class 529C		(29	)		1,352			9,206			115,313
		(8,649,337	)		$(131,067,887	)		(22,742,479	)		$(292,119,883	)

(6) Line of Credit

The fund and certain other funds managed by MFS participate in a $1.1 billion unsecured committed line of credit, subject to a $1 billion sublimit, provided by a syndication of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its

34

Notes to Financial Statements (unaudited) – continued

borrowings, generally at a rate equal to the higher of the Federal Reserve funds rate or one month LIBOR plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds at the end of each calendar quarter. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at a rate equal to the Federal Reserve funds rate plus an agreed upon spread. For the six months ended May 31, 2011, the fund’s commitment fee and interest expense were $14,802 and $0, respectively, and are included in miscellaneous expense on the Statement of Operations.

(7) Gain Contingency

The fund’s investment adviser, MFS, was the subject of an administrative proceeding concerning market timing which resulted in the Securities and Exchange Commission (the “SEC”) entering an order approving a settlement with MFS and two of its former officers (the “Settlement Order”). Under the terms of the Settlement Order, MFS transferred $175 million in disgorgement and $50 million in penalty (the “Payments”) to the SEC, which established a Fair Fund from which settlement funds have been, or will be, distributed to eligible current and former shareholders of the fund and certain other affected MFS retail funds. The Payments, along with additional amounts from a third-party settlement, have been distributed to eligible shareholders in accordance with a plan developed by an independent distribution consultant (the “IDC”) in consultation with MFS and the Board of Trustees of the MFS retail funds. The plan was approved in July 2007 by the SEC. Pursuant to the distribution plan, after the distributions to eligible shareholders have been made, any undistributed amounts could be designated “residual” and distributed to the fund and certain other affected MFS retail funds for the benefit of fund shareholders. In November 2010, the SEC issued an order designating certain undistributed amounts residual and ordering that such amounts be distributed to the affected MFS retail funds. The SEC order designated other undistributed amounts for use in funding certain additional distribution efforts to eligible shareholders. As a result of the SEC’s approval of the residual payments, the fund received $31,127,903 in November 2010. Additional residual amounts may be received by the fund in the future. Certain procedural conditions of the distribution plan (as modified by the November 2010 SEC order) have not been met to date and, as such, the ultimate timing and amount of any payment of additional residual amounts is not known at this time.

35

Notes to Financial Statements (unaudited) – continued

(8) Transactions in Underlying Affiliated Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Affiliated Funds	Beginning Shares/Par Amount		Acquisitions Shares/Par Amount		Dispositions Shares/Par Amount			Ending Shares/Par Amount
MFS Institutional Money Market Portfolio		36,783,635		203,979,538		(190,037,982	)		50,725,191
Underlying Affiliated Funds	Realized Gain (Loss)		Capital Gain Distributions		Dividend Income			Ending Value
MFS Institutional Money Market Portfolio		$—		$—		$ 32,526			$50,725,191

36

BOARD REVIEW OF INVESTMENT ADVISORY AGREEMENT

A discussion regarding the Board’s most recent review and renewal of the fund’s Investment Advisory Agreement with MFS is available by clicking on the fund’s name under “Mutual Funds” in the “Products and Performance” section of the MFS Web site (mfs.com).

PROXY VOTING POLICIES AND INFORMATION

A general description of the MFS funds’ proxy voting policies and procedures is available without charge, upon request, by calling
1-800-225-2606, by visiting the Proxy Voting section of mfs.com or by visiting the SEC’s Web site at http://www.sec.gov.

Information regarding how the fund voted proxies relating to portfolio securities during the twelve-month period ended June 30, 2010 is available without charge by visiting the Proxy Voting section of mfs.com or by visiting the SEC’s Web site at http://www.sec.gov.

QUARTERLY PORTFOLIO DISCLOSURE

The fund will file a complete schedule of portfolio holdings with the Securities and Exchange Commission (the Commission) for the first and third quarters of each fiscal year on Form N-Q. The fund’s Form N-Q may be reviewed and copied at the:

Public Reference Room

Securities and Exchange Commission

100 F Street, NE, Room 1580

Washington, D.C. 20549

Information on the operation of the Public Reference Room may be obtained by calling the Commission at 1-800-SEC-0330. The fund’s Form N-Q is available on the EDGAR database on the Commission’s Internet Web site at http://www.sec.gov, and copies of this information may be obtained, upon payment of a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov or by writing the Public Reference Section at the above address.

A shareholder can also obtain the quarterly portfolio holdings report at mfs.com.

FURTHER INFORMATION

From time to time, MFS may post important information about the fund or the MFS funds on the MFS web site (mfs.com). This information is available by visiting the “News & Commentary” section of mfs.com or by clicking on the fund’s name under “Mutual Funds” in the “Products and Performance” section of mfs.com.

37

rev. 3/11

FACTS WHAT DOES MFS DO WITH YOUR PERSONAL INFORMATION?

Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.

What? The types of personal information we collect and share depend on the product or service you have with us. This information can include:   •Social Security number and account balances •Account transactions and transaction history •Checking account information and wire transfer instructions   When you are no longer our customer, we continue to share your information as described in this notice.

How? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons MFS chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MFS share?	Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes – to offer our products and services to you	No	We don’t share
For joint marketing with other financial companies	No	We don’t share
For our affiliates’ everyday business purposes – information about your transactions and experiences	No	We don’t share
For our affiliates’ everyday business purposes – information about your creditworthiness	No	We don’t share
For nonaffiliates to market to you	No	We don’t share

Questions? Call 800-225-2606 or go to mfs.com.

38

Page 2

Who we are
Who is providing this notice?	MFS Funds, MFS Investment Management, MFS Institutional Advisors, Inc., MFS Fund Distributors, Inc., MFS Heritage Trust Company, and MFS Service Center, Inc.

What we do
How does MFS protect my personal information?	To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include procedural, electronic, and physical safeguards for the protection of the personal information we collect about you.
How does MFS collect my personal information?	We collect your personal information, for example, when you •open an account or provide account information •direct us to buy securities or direct us to sell your securities •make a wire transfer We also collect your personal information from others, such as credit bureaus, affiliates and other companies.
Why can’t I limit all sharing?	Federal law gives you the right to limit only •sharing for affiliates’ everyday business purposes – information about your creditworthiness •affiliates from using your information to market to you •sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.

Definitions
Affiliates	Companies related by common ownership or control. They can be financial and nonfinancial companies. •MFS does not share personal information with affiliates, except for everyday business purposes as described on page one of this notice.
Nonaffiliates	Companies not related by common ownership or control. They can be financial and nonfinancial companies. •MFS does not share with nonaffiliates so they can market to you.
Joint Marketing	A formal agreement between nonaffiliated financial companies that together market financial products or services to you. •MFS doesn’t jointly market.

Other important information

If you own an MFS product or receive an MFS service in the name of a third party such as a bank or broker-dealer, their privacy policy may apply to you instead of ours.

39

Save paper with eDelivery.

MFS® will send you prospectuses, reports, and proxies directly via e-mail so you will get information faster with less mailbox clutter.

To sign up:

1. Go to mfs.com.

2. Log in via MFS® Access.

3. Select eDelivery.

If you own your MFS fund shares through a financial institution or a retirement plan, MFS® TALK, MFS® Access, or eDelivery may not be available to you.

Web site

mfs.com

MFS TALK

1-800-637-8255

24 hours a day

Account service and literature

Shareholders

1-800-225-2606

Financial advisors

1-800-343-2829

Retirement plan services

1-800-637-1255

Mailing address

MFS Service Center, Inc.

P.O. Box 55824

Boston, MA 02205-5824

Overnight mail

MFS Service Center, Inc.

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

ITEM 2. CODE OF ETHICS.

During the period covered by this report, the Registrant has not amended any provision in its Code of Ethics (the “Code”) that relates to an element of the Code’s definitions enumerated in paragraph (b) of Item 2 of this Form N-CSR. During the period covered by this report, the Registrant did not grant a waiver, including an implicit waiver, from any provision of the Code.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable for semi-annual reports.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable for semi-annual reports.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable to the Registrant.

ITEM 6. INVESTMENTS

A schedule of investments for each series of the Registrant is included as part of the report to shareholders of such series under Item 1 of this Form N-CSR.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable to the Registrant.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There were no material changes to the procedures by which shareholders may send recommendations to the Board for nominees to the Registrant’s Board since the Registrant last provided disclosure as to such procedures in response to the requirements of Item 407 (c)(2)(iv) of Regulation S-K or this Item.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Based upon their evaluation of the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as conducted within 90 days of the filing date of this report on Form N-CSR, the registrant’s principal financial officer and principal executive officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b) There were no changes in the registrant’s internal controls 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 the report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12. EXHIBITS.

(a) File the exhibits listed below as part of this form. Letter or number the exhibits in the sequence indicated.

(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 the Item 2 requirements through filing of an exhibit.

(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2): Attached hereto.

(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for the purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference: Attached hereto.

Notice

A copy of the Amended and Restated Declaration of Trust, as amended, of the Registrant is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and the obligations of or arising out of this instrument are not binding upon any of the Trustees or shareholders individually, but are binding only upon the assets and property of the respective constituent series of the Registrant.

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) MASSACHUSETTS INVESTORS GROWTH STOCK FUND

By (Signature and Title)*	MARIA F. DIORIODWYER
	Maria F. DiOrioDwyer, President

Date: July 15, 2011

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)*	MARIA F. DIORIODWYER
	Maria F. DiOrioDwyer, President (Principal Executive Officer)

Date: July 15, 2011

By (Signature and Title)*	JOHN M. CORCORAN
	John M. Corcoran, Treasurer (Principal Financial Officer and Accounting Officer)

Date: July 15, 2011

* Print name and title of each signing officer under his or her signature.