##### Table of Contents





UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549





FORM 10-Q







|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
|- | ----------------------------------------------------------------------------------------

For the quarterly period ended March 31, 2009.



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
|- | -----------------------------------------------------------------------------------------

For the transition period from  to

Commission file number 33-50080





AMERICAN BAR ASSOCIATION MEMBERS/

STATE STREET COLLECTIVE TRUST

(Exact Name of Registrant as Specified in its Charter)







|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|New Hampshire                                                  |  | 04-6691601                          
|(State or Other Jurisdiction of Incorporation or Organization) |  | (I.R.S. Employer Identification No.)
|                                                               | 
|20 Trafalgar Square, Suite 449 Nashua, New Hampshire           |  | 03063                               
|(Address of Principal Executive Offices)                       |  | (Zip Code)                          

(603) 589-4097

(Registrants Telephone Number, Including Area Code)

(Former Name, Former Address and Former
Fiscal Year, if Changed Since Last Report)





Indicate by check mark whether
the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No   ̈

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File
required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).    Yes   ̈    No   ̈

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):



|                             |  |                        |  |                                               |  |                               
|---------------------------- |  | ---------------------- |  | --------------------------------------------- |  | ------------------------------
|Large accelerated filer     ̈ |  | Accelerated filer     ̈ |  | Non-accelerated filer    x                    |  | Smaller reporting company     ̈
|                             |  |                        |  | (Do not check if a smaller reporting company) |  |                               

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).    Yes   ̈    No  x









---

##### Table of Contents

TABLE OF CONTENTS



|        |  |                                          |  |   
|------- |  | ---------------------------------------- |  | --
|PART I. |  | FINANCIAL INFORMATION                    |  | 1 
|        |  |                                         
|        |  | Item 1. Financial Statements (Unaudited) |  | 1 
|        |  |                                         
|        |  | Stable Asset Return Fund                 |  | 1 
|        |  | Statement of Assets and Liabilities      |  | 1 
|        |  | Statement of Operations                  |  | 2 
|        |  | Statement of Changes in Net Assets       |  | 3 
|        |  | Financial Highlights                     |  | 4 
|        |  |                                         
|        |  | Intermediate Bond Fund                   |  | 5 
|        |  | Statement of Assets and Liabilities      |  | 5 
|        |  | Statement of Operations                  |  | 6 
|        |  | Statement of Changes in Net Assets       |  | 7 
|        |  | Financial Highlights                     |  | 8 
|        |  |                                         
|        |  | Balanced Fund                            |  | 9 
|        |  | Statement of Assets and Liabilities      |  | 9 
|        |  | Statement of Operations                  |  | 10
|        |  | Statement of Changes in Net Assets       |  | 11
|        |  | Financial Highlights                     |  | 12
|        |  |                                         
|        |  | Large-Cap Value Equity Fund              |  | 13
|        |  | Statement of Assets and Liabilities      |  | 13
|        |  | Statement of Operations                  |  | 14
|        |  | Statement of Changes in Net Assets       |  | 15
|        |  | Financial Highlights                     |  | 16
|        |  |                                         
|        |  | Large-Cap Growth Equity Fund             |  | 17
|        |  | Statement of Assets and Liabilities      |  | 17
|        |  | Statement of Operations                  |  | 18
|        |  | Statement of Changes in Net Assets       |  | 19
|        |  | Financial Highlights                     |  | 20
|        |  |                                         
|        |  | Mid-Cap Value Equity Fund                |  | 21
|        |  | Statement of Assets and Liabilities      |  | 21
|        |  | Statement of Operations                  |  | 22
|        |  | Statement of Changes in Net Assets       |  | 23
|        |  | Financial Highlights                     |  | 24
|        |  |                                         
|        |  | Mid-Cap Growth Equity Fund               |  | 25
|        |  | Statement of Assets and Liabilities      |  | 25
|        |  | Statement of Operations                  |  | 26
|        |  | Statement of Changes in Net Assets       |  | 27
|        |  | Financial Highlights                     |  | 28
|        |  |                                         
|        |  | Small-Cap Equity Fund                    |  | 29
|        |  | Statement of Assets and Liabilities      |  | 29
|        |  | Statement of Operations                  |  | 30
|        |  | Statement of Changes in Net Assets       |  | 31
|        |  | Financial Highlights                     |  | 32



---

##### Table of Contents

| |  |                                      |  |   
| |  | ------------------------------------ |  | --
| |  | International Equity Fund            |  | 33
| |  | Statement of Assets and Liabilities  |  | 33
| |  | Statement of Operations              |  | 34
| |  | Statement of Changes in Net Assets   |  | 35
| |  | Financial Highlights                 |  | 36
| |  |                                     
| |  | Bond Index Fund                      |  | 37
| |  | Statement of Assets and Liabilities  |  | 37
| |  | Statement of Operations              |  | 38
| |  | Statement of Changes in Net Assets   |  | 39
| |  | Financial Highlights                 |  | 40
| |  |                                     
| |  | Large-Cap Index Equity Fund          |  | 41
| |  | Statement of Assets and Liabilities  |  | 41
| |  | Statement of Operations              |  | 42
| |  | Statement of Changes in Net Assets   |  | 43
| |  | Financial Highlights                 |  | 44
| |  |                                     
| |  | Index Equity Fund                    |  | 45
| |  | Statement of Assets and Liabilities  |  | 45
| |  | Statement of Operations              |  | 46
| |  | Statement of Changes in Net Assets   |  | 47
| |  | Financial Highlights                 |  | 48
| |  |                                     
| |  | Mid-Cap Index Equity Fund            |  | 49
| |  | Statement of Assets and Liabilities  |  | 49
| |  | Statement of Operations              |  | 50
| |  | Statement of Changes in Net Assets   |  | 51
| |  | Financial Highlights                 |  | 52
| |  |                                     
| |  | Small-Cap Index Equity Fund          |  | 53
| |  | Statement of Assets and Liabilities  |  | 53
| |  | Statement of Operations              |  | 54
| |  | Statement of Changes in Net Assets   |  | 55
| |  | Financial Highlights                 |  | 56
| |  |                                     
| |  | International Index Equity Fund      |  | 57
| |  | Statement of Assets and Liabilities  |  | 57
| |  | Statement of Operations              |  | 58
| |  | Statement of Changes in Net Assets   |  | 59
| |  | Financial Highlights                 |  | 60
| |  |                                     
| |  | Lifetime Income Retirement Date Fund |  | 61
| |  | Statement of Assets and Liabilities  |  | 61
| |  | Statement of Operations              |  | 62
| |  | Statement of Changes in Net Assets   |  | 63
| |  | Financial Highlights                 |  | 64



---

##### Table of Contents

|           |  |                                                                                               |  |    
|---------- |  | --------------------------------------------------------------------------------------------- |  | ---
|           |  | 2010 Retirement Date Fund                                                                     |  | 65 
|           |  | Statement of Assets and Liabilities                                                           |  | 65 
|           |  | Statement of Operations                                                                       |  | 66 
|           |  | Statement of Changes in Net Assets                                                            |  | 67 
|           |  | Financial Highlights                                                                          |  | 68 
|           |  |                                                                                              
|           |  | 2020 Retirement Date Fund                                                                     |  | 69 
|           |  | Statement of Assets and Liabilities                                                           |  | 69 
|           |  | Statement of Operations                                                                       |  | 70 
|           |  | Statement of Changes in Net Assets                                                            |  | 71 
|           |  | Financial Highlights                                                                          |  | 72 
|           |  |                                                                                              
|           |  | 2030 Retirement Date Fund                                                                     |  | 73 
|           |  | Statement of Assets and Liabilities                                                           |  | 73 
|           |  | Statement of Operations                                                                       |  | 74 
|           |  | Statement of Changes in Net Assets                                                            |  | 75 
|           |  | Financial Highlights                                                                          |  | 76 
|           |  |                                                                                              
|           |  | 2040 Retirement Date Fund                                                                     |  | 77 
|           |  | Statement of Assets and Liabilities                                                           |  | 77 
|           |  | Statement of Operations                                                                       |  | 78 
|           |  | Statement of Changes in Net Assets                                                            |  | 79 
|           |  | Financial Highlights                                                                          |  | 80 
|           |  |                                                                                              
|           |  | Notes to Unaudited Financial Statements                                                       |  | 81 
|           |  |                                                                                              
|           |  | Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations |  | 109
|           |  |                                                                                              
|           |  | Item 4. Controls and Procedures                                                               |  | 134
|           |  |                                                                                              
|PART II.   |  | OTHER INFORMATION                                                                             |  | 134
|           |  |                                                                                              
|           |  | Item 2. Unregistered Sales of Equity Securities and Use of Proceeds                           |  | 134
|           |  |                                                                                              
|           |  | Item 6. Exhibits                                                                              |  | 134
|           | 
|SIGNATURES |  | 135                                                                                          



---

##### Table of Contents

PART I. FINANCIAL INFORMATION.



|Item 1. | FINANCIAL STATEMENTS (UNAUDITED).
|------- | ---------------------------------

American Bar Association Members/ State Street Collective Trust

Stable Asset Return Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                          |  |                |               |  
|----------------------------------------------------------------------------------------- |  | -------------- | ------------- | -
|                                                                                          |  | March 31, 2009 |              
|Assets                                                                                    |  |                |               |  
|American Bar Association Members/State Street Collective Trust investment fund, at value: |  |                |               |  
|Stable Asset Fund Trust (cost $1,013,139,229 and units of 1,013,139,229)                  |  | $              | 1,022,937,370 |  
|Receivable for fund units sold                                                            |  |                | 449,893       |  
|                                                                                          |  |                |               |  
|Total assets                                                                              |  |                | 1,023,387,263 |  
|                                                                                          |  |                |               |  
|Liabilities                                                                               |  |                |               |  
|Payable for fund units redeemed                                                           |  |                | 444,172       |  
|State Street Bank and Trust Companyprogram fee payable                                   |  |                | 284,531       |  
|Trustee, management and administration fees payable                                       |  |                | 99,902        |  
|ABA Retirement Fundsprogram fee payable                                                  |  |                | 42,442        |  
|Payable for legal and audit services                                                      |  |                | 165,914       |  
|Payable for compliance consultant fees                                                    |  |                | 147,992       |  
|Payable for reports to unitholders                                                        |  |                | 139,648       |  
|Other accruals                                                                            |  |                | 81,098        |  
|                                                                                          |  |                |               |  
|Total liabilities                                                                         |  |                | 1,405,699     |  
|                                                                                          |  |                |               |  
|Net Assets at fair value                                                                  |  |                | 1,021,981,564 |  
|                                                                                          |  |                |               |  
|Adjustment from fair value to contract value for fully benefit responsive contracts       |  |                | (9,798,141    | )
|                                                                                          |  |                |               |  
|                                                                                          | 
|Net Assets (equivalent to $34.75 per unit based on 29,128,232 units outstanding)          |  | $              | 1,012,183,423 |  
|                                                                                          |  |                |               |  

The accompanying notes are an integral part of these financial statements.



1



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Stable Asset Return Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |          
|--------------------------------------------------------------- |  | ---------------------------------------------- | ---------
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009
|Investment income                                               |  | $                                              | 7,878,786
|                                                                |  |                                                |          
|                                                                | 
|Expenses                                                        |  |                                                |          
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 952,406  
|Trustee, management and administration fees                     |  |                                                | 283,345  
|ABA Retirement Fundsprogram fee                                |  |                                                | 123,894  
|Legal and audit fees                                            |  |                                                | 159,160  
|Compliance consultant fees                                      |  |                                                | 143,907  
|Reports to unitholders                                          |  |                                                | 121,227  
|Registration fees                                               |  |                                                | 20,359   
|Other fees                                                      |  |                                                | 61,013   
|                                                                |  |                                                |          
|Total expenses                                                  |  |                                                | 1,865,311
|                                                                |  |                                                |          
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | 6,013,475
|                                                                |  |                                                |          

The accompanying notes are an integral part of these financial statements.



2



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Stable Asset Return Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |               |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ------------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |              
|From operations                                                    |  |                                                |               |  
|Net investment income (loss)                                       |  | $                                              | 6,013,475     |  
|                                                                   |  |                                                |               |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | 6,013,475     |  
|                                                                   |  |                                                |               |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |               |  
|Proceeds from units issued                                         |  |                                                | 99,020,082    |  
|Cost of units redeemed                                             |  |                                                | (59,941,736   | )
|                                                                   |  |                                                |               |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | 39,078,346    |  
|                                                                   |  |                                                |               |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | 45,091,821    |  
|                                                                   | 
|Net Assets                                                         |  |                                                |               |  
|Beginning of period                                                |  |                                                | 967,091,602   |  
|                                                                   |  |                                                |               |  
|End of period                                                      |  | $                                              | 1,012,183,423 |  
|                                                                   |  |                                                |               |  
|                                                                   | 
|Number of units                                                    |  |                                                |               |  
|Outstanding-beginning of period                                    |  |                                                | 28,000,795    |  
|Issued                                                             |  |                                                | 2,857,609     |  
|Redeemed                                                           |  |                                                | (1,730,172    | )
|                                                                   |  |                                                |               |  
|Outstanding-end of period                                          |  |                                                | 29,128,232    |  
|                                                                   |  |                                                |               |  

The accompanying notes are an integral part of these financial statements.



3



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Stable Asset Return Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |           |  
|------------------------------------------------------------ |  | ---------------------------------------------- | --------- | -
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |          
|Investment income                                           |  | $                                              | 0.28      |  
|Expenses()                                                |  |                                                | (0.07     | )
|                                                             |  |                                                |           |  
|Net investment income (loss)                                 |  |                                                | 0.21      |  
|                                                             |  |                                                |           |  
|Net increase (decrease) in unit value                        |  |                                                | 0.21      |  
|Net asset value at beginning of period                       |  |                                                | 34.54     |  
|                                                             |  |                                                |           |  
|Net asset value at end of period                             |  | $                                              | 34.75     |  
|                                                             |  |                                                |           |  
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |           |  
|Ratio of expenses to average net assets*                   |  |                                                | 0.77      | %
|Ratio of net investment income (loss) to average net assets* |  |                                                | 2.47      | %
|Total return**                                               |  |                                                | 0.61      | %
|Net assets at end of period (in thousands)                   |  | $                                              | 1,012,183 |  



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



4



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Intermediate Bond Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                  |  |                |             |    
|--------------------------------------------------------------------------------- |  | -------------- | ----------- | ---
|                                                                                  |  | March 31, 2009 |            
|Assets                                                                            |  |                |             |    
|Investments, at value (cost $536,733,355)                                         |  | $              | 513,026,780 | (a)
|Investments in affiliated issuers, at value (cost $39,446,841)                    |  |                | 37,598,072  |    
|Foreign currency, at value (cost $1,718,218)                                      |  |                | 1,705,277   |    
|Deposit with broker for open futures contracts                                    |  |                | 1,404,500   |    
|Deposit with broker for open swap contracts                                       |  |                | 25,060,000  |    
|Deposit with broker for open forward currency exchange contracts                  |  |                | 292,000     |    
|Deposit with broker for investments purchased or sold on a delayed delivery basis |  |                | 290,000     |    
|Receivable for investments sold on delayed delivery basis                         |  |                | 266,436,016 |    
|Receivable for investments sold                                                   |  |                | 30,400,469  |    
|Receivable for fund units sold                                                    |  |                | 55,982      |    
|Interest and dividends receivable                                                 |  |                | 3,008,408   |    
|Receivable for futures variation margin                                           |  |                | 315,969     |    
|Gross unrealized appreciation of forward currency exchange contracts              |  |                | 52,289      |    
|Tax reclaims receivable                                                           |  |                | 17,269      |    
|Swap contracts, at value (cost $3,522,980)                                        |  |                | 13,740,030  |    
|                                                                                  |  |                |             |    
|Total assets                                                                      |  |                | 893,403,061 |    
|                                                                                  |  |                |             |    
|Liabilities                                                                       |  |                |             |    
|Due to custodian                                                                  |  |                | 8,412,767   |    
|Payable for cash collateral received on securities loaned                         |  |                | 31,662,417  |    
|Payable for investments purchased on a delayed delivery basis                     |  |                | 344,013,008 |    
|Net payable for closed swap contracts                                             |  |                | 1,059,233   |    
|Payable for investments purchased                                                 |  |                | 80,667,273  |    
|Payable for fund units redeemed                                                   |  |                | 36,694      |    
|Swap contracts, at value (proceeds $11,080,847)                                   |  |                | 36,857,596  |    
|Due to broker for open forward currency exchange contracts                        |  |                | 1,581,000   |    
|Due to broker for open swap contracts                                             |  |                | 1,730,000   |    
|Due to broker for investments purchased or sold on a delayed delivery basis       |  |                | 300,000     |    
|Interest payable for closed swaps                                                 |  |                | 210,081     |    
|Gross unrealized depreciation of forward currency exchange contracts              |  |                | 291,847     |    
|Investment advisory fee payable                                                   |  |                | 89,211      |    
|State Street Bank and Trust Companyprogram fee payable                           |  |                | 107,510     |    
|Trustee, management and administration fees payable                               |  |                | 37,940      |    
|ABA Retirement Fundsprogram fee payable                                          |  |                | 16,114      |    
|Other liabilities                                                                 |  |                | 46,354      |    
|Other accruals                                                                    |  |                | 216,388     |    
|                                                                                  |  |                |             |    
|Total liabilities                                                                 |  |                | 507,335,433 |    
|                                                                                  |  |                |             |    
|                                                                                  | 
|Net Assets (equivalent to $22.00 per unit based on 17,551,820 units outstanding)  |  | $              | 386,067,628 |    
|                                                                                  |  |                |             |    



|(a) | Includes securities on loan with a value of $31,012,271 (see Note 6).
|--- | ---------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



5



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Intermediate Bond Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |             |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|Investment income                                               |  |                                                |             |  
|Dividends                                                       |  | $                                              | 74,859      |  
|Dividendsaffiliated issuers                                    |  |                                                | 18,760      |  
|Interestunaffiliated issuers                                   |  |                                                | 5,075,761   |  
|Securities lending net income                                   |  |                                                | 28,228      |  
|                                                                |  |                                                |             |  
|Total investment income                                         |  |                                                | 5,197,608   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Expenses                                                        |  |                                                |             |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 377,883     |  
|Investment advisory fee                                         |  |                                                | 263,971     |  
|Trustee, management and administration fees                     |  |                                                | 112,163     |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 49,035      |  
|Legal and audit fees                                            |  |                                                | 63,395      |  
|Compliance consultant fees                                      |  |                                                | 57,319      |  
|Reports to unitholders                                          |  |                                                | 48,286      |  
|Registration fees                                               |  |                                                | 8,109       |  
|Other fees                                                      |  |                                                | 24,301      |  
|                                                                |  |                                                |             |  
|Total expenses                                                  |  |                                                | 1,004,462   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | 4,193,146   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |             |  
|Net realized gain (loss) on:                                    |  |                                                |             |  
|Investments                                                     |  |                                                | 386,551     |  
|Foreign currency transactions                                   |  |                                                | (195,990    | )
|Futures contracts                                               |  |                                                | 2,393,064   |  
|Swap contracts                                                  |  |                                                | 2,682,232   |  
|                                                                |  |                                                |             |  
|Net realized gain (loss)                                        |  |                                                | 5,265,857   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Change in net unrealized appreciation (depreciation) on:        |  |                                                |             |  
|Investments                                                     |  |                                                | (12,587,882 | )
|Foreign currency transactions                                   |  |                                                | 255,333     |  
|Futures contracts                                               |  |                                                | (2,592,436  | )
|Swap contracts                                                  |  |                                                | 5,578,159   |  
|                                                                |  |                                                |             |  
|Change in net unrealized appreciation (depreciation)            |  |                                                | (9,346,826  | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (4,080,969  | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | 112,177     |  
|                                                                |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



6



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Intermediate Bond Fund

Statement of Changes in Net Assets

Unaudited



|                                                                            |  |                                                |             |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                            |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|From operations                                                             |  |                                                |             |  
|Net investment income (loss)                                                |  | $                                              | 4,193,146   |  
|Net realized gain (loss) from investments and foreign currency transactions |  |                                                | 5,265,857   |  
|Change in net unrealized appreciation (depreciation)                        |  |                                                | (9,346,826  | )
|                                                                            |  |                                                |             |  
|Net increase (decrease) in net assets resulting from operations             |  |                                                | 112,177     |  
|                                                                            |  |                                                |             |  
|From unitholder transactions                                                |  |                                                |             |  
|Proceeds from units issued                                                  |  |                                                | 17,010,793  |  
|Cost of units redeemed                                                      |  |                                                | (29,779,020 | )
|                                                                            |  |                                                |             |  
|Net increase (decrease) in net assets from unitholder transactions          |  |                                                | (12,768,227 | )
|                                                                            |  |                                                |             |  
|                                                                            | 
|Net increase (decrease) in net assets                                       |  |                                                | (12,656,050 | )
|                                                                            | 
|Net Assets                                                                  |  |                                                |             |  
|Beginning of period                                                         |  |                                                | 398,723,678 |  
|                                                                            |  |                                                |             |  
|End of period                                                               |  | $                                              | 386,067,628 |  
|                                                                            |  |                                                |             |  
|                                                                            | 
|Number of units                                                             |  |                                                |             |  
|Outstanding-beginning of period                                             |  |                                                | 18,136,087  |  
|Issued                                                                      |  |                                                | 780,652     |  
|Redeemed                                                                    |  |                                                | (1,364,919  | )
|                                                                            |  |                                                |             |  
|Outstanding-end of period                                                   |  |                                                | 17,551,820  |  
|                                                                            |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



7



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Intermediate Bond Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |         |  
|------------------------------------------------------------ |  | ---------------------------------------------- | ------- | -
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |        
|Investment income                                           |  | $                                              | 0.29    |  
|Expenses()                                                |  |                                                | (0.06   | )
|                                                             |  |                                                |         |  
|Net investment income (loss)                                 |  |                                                | 0.23    |  
|Net realized and unrealized gain (loss)                      |  |                                                | (0.22   | )
|                                                             |  |                                                |         |  
|Net increase (decrease) in unit value                        |  |                                                | 0.01    |  
|Net asset value at beginning of period                       |  |                                                | 21.99   |  
|                                                             |  |                                                |         |  
|Net asset value at end of period                             |  | $                                              | 22.00   |  
|                                                             |  |                                                |         |  
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |         |  
|Ratio of expenses to average net assets*                   |  |                                                | 1.04    | %
|Ratio of net investment income (loss) to average net assets* |  |                                                | 4.35    | %
|Portfolio turnover**                                         |  |                                                | 332     | %
|Total return**                                               |  |                                                | 0.05    | %
|Net assets at end of period (in thousands)                   |  | $                                              | 386,068 |  



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



8



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Balanced Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                          |  |                |             |    
|----------------------------------------------------------------------------------------- |  | -------------- | ----------- | ---
|                                                                                          |  | March 31, 2009 |            
|Assets                                                                                    |  |                |             |    
|Investments, at value (cost $171,022,324)                                                 |  | $              | 129,822,491 | (a)
|Investments in affiliated issuers, at value (cost $26,284,811)                            |  |                | 25,170,607  |    
|American Bar Association Members/State Street Collective Trust investment fund, at value: |  |                |             |    
|Intermediate Bond Fund (cost $103,755,443 and units of 5,571,910)                         |  |                | 122,559,030 | (b)
|Cash                                                                                      |  |                | 761         |    
|Receivable for investments sold                                                           |  |                | 641,456     |    
|Receivable for fund units sold                                                            |  |                | 73,215      |    
|Dividends receivable                                                                      |  |                | 334,481     |    
|Tax reclaims receivable                                                                   |  |                | 11,709      |    
|                                                                                          |  |                |             |    
|Total assets                                                                              |  |                | 278,613,750 |    
|                                                                                          |  |                |             |    
|Liabilities                                                                               |  |                |             |    
|Payable for cash collateral received on securities loaned                                 |  |                | 19,082,109  |    
|Payable for investments purchased                                                         |  |                | 633,095     |    
|Payable for fund units redeemed                                                           |  |                | 46,101      |    
|Investment advisory fee payable                                                           |  |                | 88,129      |    
|State Street Bank and Trust Companyprogram fee payable                                   |  |                | 35,569      |    
|Trustee, management and administration fees payable                                       |  |                | 12,750      |    
|ABA Retirement Fundsprogram fee payable                                                  |  |                | 5,408       |    
|Other accruals                                                                            |  |                | 78,807      |    
|                                                                                          |  |                |             |    
|Total liabilities                                                                         |  |                | 19,981,968  |    
|                                                                                          |  |                |             |    
|                                                                                          | 
|Net Assets(equivalent to $64.85 per unit based on 3,988,246 units outstanding)            |  | $              | 258,631,782 |    
|                                                                                          |  |                |             |    



|(a) | Includes securities on loan with a value of $18,613,248 (see Note 6).
|--- | ---------------------------------------------------------------------

|(b) | Indicates an affiliated issuer.
|--- | -------------------------------

The accompanying notes
are an integral part of these financial statements.



9



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Balanced Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |             |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|Investment income                                               |  |                                                |             |  
|Dividends (net of foreign tax expense of $566)                  |  | $                                              | 1,198,284   |  
|Dividendsaffiliated issuers                                    |  |                                                | 22,000      |  
|Securities lending net income                                   |  |                                                | 35,245      |  
|                                                                |  |                                                |             |  
|Total investment income                                         |  |                                                | 1,255,529   |  
|                                                                |  |                                                |             |  
|Expenses                                                        |  |                                                |             |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 131,853     |  
|Investment advisory fee                                         |  |                                                | 88,108      |  
|Trustee, management and administration fees                     |  |                                                | 39,104      |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 17,083      |  
|Legal and audit fees                                            |  |                                                | 22,129      |  
|Compliance consultant fees                                      |  |                                                | 20,009      |  
|Reports to unitholders                                          |  |                                                | 16,855      |  
|Registration fees                                               |  |                                                | 2,831       |  
|Other fees                                                      |  |                                                | 8,483       |  
|                                                                |  |                                                |             |  
|Total expenses                                                  |  |                                                | 346,455     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | 909,074     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |             |  
|Net realized gain (loss) on:                                    |  |                                                |             |  
|Investments                                                     |  |                                                | (13,061,070 | )
|Intermediate Bond Fund                                          |  |                                                | 1,508,683   |  
|                                                                |  |                                                |             |  
|Net realized gain (loss)                                        |  |                                                | (11,552,387 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                | (2,817,731  | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (14,370,118 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | (13,461,044 | )
|                                                                |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



10



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Balanced Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |             |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ----------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|From operations                                                    |  |                                                |             |  
|Net investment income (loss)                                       |  | $                                              | 909,074     |  
|Net realized gain (loss)                                           |  |                                                | (11,552,387 | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | (2,817,731  | )
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (13,461,044 | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |             |  
|Proceeds from units issued                                         |  |                                                | 10,768,608  |  
|Cost of units redeemed                                             |  |                                                | (16,628,692 | )
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | (5,860,084  | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (19,321,128 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |             |  
|Beginning of period                                                |  |                                                | 277,952,910 |  
|                                                                   |  |                                                |             |  
|End of period                                                      |  | $                                              | 258,631,782 |  
|                                                                   |  |                                                |             |  
|                                                                   | 
|Number of units                                                    |  |                                                |             |  
|Outstanding-beginning of period                                    |  |                                                | 4,081,965   |  
|Issued                                                             |  |                                                | 165,855     |  
|Redeemed                                                           |  |                                                | (259,574    | )
|                                                                   |  |                                                |             |  
|Outstanding-end of period                                          |  |                                                | 3,988,246   |  
|                                                                   |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



11



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Balanced Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                                |  |                                                |         |   
|--------------------------------------------------------------- |  | ---------------------------------------------- | ------- | --
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |        
|Investment income                                              |  | $                                              | 0.31    |   
|Expenses()                                                   |  |                                                | (0.09   | ) 
|                                                                |  |                                                |         |   
|Net investment income (loss)                                    |  |                                                | 0.22    |   
|Net realized and unrealized gain (loss)                         |  |                                                | (3.46   | ) 
|                                                                |  |                                                |         |   
|Net increase (decrease) in unit value                           |  |                                                | (3.24   | ) 
|Net asset value at beginning of period                          |  |                                                | 68.09   |   
|                                                                |  |                                                |         |   
|Net asset value at end of period                                |  | $                                              | 64.85   |   
|                                                                |  |                                                |         |   
|                                                                | 
|Ratios/Supplemental Data:                                       |  |                                                |         |   
|Ratio of expenses to average net assets*                      |  |                                                | 0.53    | % 
|Ratio of net investment income (loss) to average net assets*(a) |  |                                                | 1.40    | % 
|Portfolio turnover**                                         |  |                                                | 8       | % 
|Total return**                                                  |  |                                                | (4.76   | )%
|Net assets at end of period (in thousands)                      |  | $                                              | 258,632 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to either the collective investment funds or the Intermediate Bond Fund in
which the Fund invests a portion of its assets.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | With respect to the portion of the Funds assets invested in the Intermediate Bond Fund, portfolio turnover reflects purchases and sales of the Intermediate Bond Fund in which
the Fund invests a portion of its assets, rather than portfolio turnover of the underlying portfolio of the Intermediate Bond Fund.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(a) | Does not reflect net investment income from the portion of the Fund invested in the Intermediate Bond Fund which retains all net investment income and makes no distributions.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



12



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Value Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                |  |                |             |    
|------------------------------------------------------------------------------- |  | -------------- | ----------- | ---
|                                                                                |  | March 31, 2009 |            
|Assets                                                                          |  |                |             |    
|Investments, at value (cost $171,713,483)                                       |  | $              | 124,000,072 | (a)
|Investments in affiliated issuers, at value (cost $78,971,357)                  |  |                | 60,548,941  |    
|Cash                                                                            |  |                | 8,468       |    
|Receivable for investments sold                                                 |  |                | 775,187     |    
|Receivable for fund units sold                                                  |  |                | 104,373     |    
|Dividends receivable                                                            |  |                | 311,350     |    
|Tax reclaims receivable                                                         |  |                | 20,636      |    
|                                                                                |  |                |             |    
|Total assets                                                                    |  |                | 185,769,027 |    
|                                                                                |  |                |             |    
|Liabilities                                                                     |  |                |             |    
|Payable for cash collateral received on securities loaned                       |  |                | 15,277,265  |    
|Payable for fund units redeemed                                                 |  |                | 26,849      |    
|Investment advisory fee payable                                                 |  |                | 67,222      |    
|State Street Bank and Trust Companyprogram fee payable                         |  |                | 44,421      |    
|Trustee, management and administration fees payable                             |  |                | 16,002      |    
|ABA Retirement Fundsprogram fee payable                                        |  |                | 6,766       |    
|Other accruals                                                                  |  |                | 107,095     |    
|                                                                                |  |                |             |    
|Total liabilities                                                               |  |                | 15,545,620  |    
|                                                                                |  |                |             |    
|                                                                                | 
|Net Assets (equivalent to $21.55 per unit based on 7,899,763 units outstanding) |  | $              | 170,223,407 |    
|                                                                                |  |                |             |    



|(a) | Includes securities on loan with a value of $14,848,901 (see Note 6).
|--- | ---------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



13



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Value Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |             |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|Investment income                                               |  |                                                |             |  
|Dividends                                                       |  | $                                              | 1,193,917   |  
|Dividendsaffiliated issuers                                    |  |                                                | 14,328      |  
|Securities lending net income                                   |  |                                                | 35,895      |  
|                                                                |  |                                                |             |  
|Total investment income                                         |  |                                                | 1,244,140   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Expenses                                                        |  |                                                |             |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 173,555     |  
|Investment advisory fee                                         |  |                                                | 109,675     |  
|Trustee, management and administration fees                     |  |                                                | 51,389      |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 22,432      |  
|Legal and audit fees                                            |  |                                                | 29,202      |  
|Compliance consultant fees                                      |  |                                                | 26,404      |  
|Reports to unitholders                                          |  |                                                | 22,242      |  
|Registration fees                                               |  |                                                | 3,735       |  
|Other fees                                                      |  |                                                | 11,195      |  
|                                                                |  |                                                |             |  
|Total expenses                                                  |  |                                                | 449,829     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | 794,311     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |             |  
|Net realized gain (loss) on:                                    |  |                                                |             |  
|Investments                                                     |  |                                                | (42,927,849 | )
|Investmentsaffiliated issuers                                  |  |                                                | (216,385    | )
|                                                                |  |                                                |             |  
|Net realized gain (loss)                                        |  |                                                | (43,144,234 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                | 7,834,172   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (35,310,062 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | (34,515,751 | )
|                                                                |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



14



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Value Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |             |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ----------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|From operations                                                    |  |                                                |             |  
|Net investment income (loss)                                       |  | $                                              | 794,311     |  
|Net realized gain (loss)                                           |  |                                                | (43,144,234 | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | 7,834,172   |  
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (34,515,751 | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |             |  
|Proceeds from units issued                                         |  |                                                | 12,415,804  |  
|Cost of units redeemed                                             |  |                                                | (14,512,977 | )
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | (2,097,173  | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (36,612,924 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |             |  
|Beginning of period                                                |  |                                                | 206,836,331 |  
|                                                                   |  |                                                |             |  
|End of period                                                      |  | $                                              | 170,223,407 |  
|                                                                   |  |                                                |             |  
|                                                                   | 
|Number of units                                                    |  |                                                |             |  
|Outstanding-beginning of period                                    |  |                                                | 8,022,135   |  
|Issued                                                             |  |                                                | 559,154     |  
|Redeemed                                                           |  |                                                | (681,526    | )
|                                                                   |  |                                                |             |  
|Outstanding-end of period                                          |  |                                                | 7,899,763   |  
|                                                                   |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



15



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Value Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |         |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------- | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |        
|Investment income                                           |  | $                                              | 0.16    |   
|Expenses()                                                |  |                                                | (0.06   | ) 
|                                                             |  |                                                |         |   
|Net investment income (loss)                                 |  |                                                | 0.10    |   
|Net realized and unrealized gain (loss)                      |  |                                                | (4.33   | ) 
|                                                             |  |                                                |         |   
|Net increase (decrease) in unit value                        |  |                                                | (4.23   | ) 
|Net asset value at beginning of period                       |  |                                                | 25.78   |   
|                                                             |  |                                                |         |   
|Net asset value at end of period                             |  | $                                              | 21.55   |   
|                                                             |  |                                                |         |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |         |   
|Ratio of expenses to average net assets*                   |  |                                                | 1.02    | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | 1.80    | % 
|Portfolio turnover**                                      |  |                                                | 13      | % 
|Total return**                                               |  |                                                | (16.41  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 170,223 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | With respect to a portion of the Fund's assets invested in a collective investment fund, portfolio turnover reflects purchases and sales of such collective investment fund, rather
than portfolio turnover of the underlying portfolio of such collective investment fund.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an
integral part of these financial statements.



16



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Growth Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                 |  |                |             |    
|-------------------------------------------------------------------------------- |  | -------------- | ----------- | ---
|                                                                                 |  | March 31, 2009 |            
|Assets                                                                           |  |                |             |    
|Investments, at value (cost $295,251,580)                                        |  | $              | 223,694,619 | (a)
|Investments in affiliated issuers, at value (cost $173,047,874)                  |  |                | 162,335,153 |    
|Cash                                                                             |  |                | 14,934      |    
|Receivable for investments sold                                                  |  |                | 281,107     |    
|Receivable for fund units sold                                                   |  |                | 109,068     |    
|Dividends receivable                                                             |  |                | 249,767     |    
|Tax reclaims receivable                                                          |  |                | 4,317       |    
|                                                                                 |  |                |             |    
|Total assets                                                                     |  |                | 386,688,965 |    
|                                                                                 |  |                |             |    
|Liabilities                                                                      |  |                |             |    
|Payable for cash collateral received on securities loaned                        |  |                | 42,276,015  | (b)
|Payable for investments purchased                                                |  |                | 938,207     |    
|Payable for fund units redeemed                                                  |  |                | 159,511     |    
|Investment advisory fee payable                                                  |  |                | 154,257     |    
|State Street Bank and Trust Companyprogram fee payable                          |  |                | 90,782      |    
|Trustee, management and administration fees payable                              |  |                | 32,583      |    
|ABA Retirement Fundsprogram fee payable                                         |  |                | 13,794      |    
|Other accruals                                                                   |  |                | 202,751     |    
|                                                                                 |  |                |             |    
|Total liabilities                                                                |  |                | 43,867,900  |    
|                                                                                 |  |                |             |    
|                                                                                 | 
|Net Assets (equivalent to $33.48 per unit based on 10,240,002 units outstanding) |  | $              | 342,821,065 |    
|                                                                                 |  |                |             |    



|(a) | Includes securities on loan with a value of $41,287,331 (see Note 6).
|--- | ---------------------------------------------------------------------

|(b) | Excludes non-cash collateral of $93,975 (see Note 6).
|--- | -----------------------------------------------------

The
accompanying notes are an integral part of these financial statements.



17



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Growth Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |             |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|Investment income                                               |  |                                                |             |  
|Dividends (net of foreign tax expense of $574)                  |  | $                                              | 1,172,516   |  
|Dividendsaffiliated issuers                                    |  |                                                | 22,875      |  
|Securities lending net income                                   |  |                                                | 108,301     |  
|                                                                |  |                                                |             |  
|Total investment income                                         |  |                                                | 1,303,692   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Expenses                                                        |  |                                                |             |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 335,124     |  
|Investment advisory fee                                         |  |                                                | 200,375     |  
|Trustee, management and administration fees                     |  |                                                | 99,341      |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 43,417      |  
|Legal and audit fees                                            |  |                                                | 56,321      |  
|Compliance consultant fees                                      |  |                                                | 50,924      |  
|Reports to unitholders                                          |  |                                                | 42,898      |  
|Registration fees                                               |  |                                                | 7,204       |  
|Other fees                                                      |  |                                                | 21,590      |  
|                                                                |  |                                                |             |  
|Total expenses                                                  |  |                                                | 857,194     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | 446,498     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |             |  
|Net realized gain (loss) on:                                    |  |                                                |             |  
|Investments                                                     |  |                                                | (34,546,168 | )
|Investmentsaffiliated issuers                                  |  |                                                | (112,038    | )
|Foreign currency transactions                                   |  |                                                | 80          |  
|                                                                |  |                                                |             |  
|Net realized gain (loss)                                        |  |                                                | (34,658,126 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                | 23,491,431  |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (11,166,695 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | (10,720,197 | )
|                                                                |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



18



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Growth Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                            |  |                                                |             |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                            |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|From operations                                                             |  |                                                |             |  
|Net investment income (loss)                                                |  | $                                              | 446,498     |  
|Net realized gain (loss) from investments and foreign currency transactions |  |                                                | (34,658,126 | )
|Change in net unrealized appreciation (depreciation)                        |  |                                                | 23,491,431  |  
|                                                                            |  |                                                |             |  
|Net increase (decrease) in net assets resulting from operations             |  |                                                | (10,720,197 | )
|                                                                            |  |                                                |             |  
|                                                                            | 
|From unitholder transactions                                                |  |                                                |             |  
|Proceeds from units issued                                                  |  |                                                | 13,077,020  |  
|Cost of units redeemed                                                      |  |                                                | (22,473,506 | )
|                                                                            |  |                                                |             |  
|Net increase (decrease) in net assets from unitholder transactions          |  |                                                | (9,396,486  | )
|                                                                            |  |                                                |             |  
|                                                                            | 
|Net increase (decrease) in net assets                                       |  |                                                | (20,116,683 | )
|                                                                            | 
|Net Assets                                                                  |  |                                                |             |  
|Beginning of period                                                         |  |                                                | 362,937,748 |  
|                                                                            |  |                                                |             |  
|End of period                                                               |  | $                                              | 342,821,065 |  
|                                                                            |  |                                                |             |  
|                                                                            | 
|Number of units                                                             |  |                                                |             |  
|Outstanding-beginning of period                                             |  |                                                | 10,547,465  |  
|Issued                                                                      |  |                                                | 392,766     |  
|Redeemed                                                                    |  |                                                | (700,229    | )
|                                                                            |  |                                                |             |  
|Outstanding-end of period                                                   |  |                                                | 10,240,002  |  
|                                                                            |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



19



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Growth Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |         |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------- | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |        
|Investment income                                           |  | $                                              | 0.13    |   
|Expenses()                                                |  |                                                | (0.08   | ) 
|                                                             |  |                                                |         |   
|Net investment income (loss)                                 |  |                                                | 0.05    |   
|Net realized and unrealized gain (loss)                      |  |                                                | (0.98   | ) 
|                                                             |  |                                                |         |   
|Net increase (decrease) in unit value                        |  |                                                | (0.93   | ) 
|Net asset value at beginning of period                       |  |                                                | 34.41   |   
|                                                             |  |                                                |         |   
|Net asset value at end of period                             |  | $                                              | 33.48   |   
|                                                             |  |                                                |         |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |         |   
|Ratio of expenses to average net assets*                   |  |                                                | 1.00    | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | 0.52    | % 
|Portfolio turnover**                                      |  |                                                | 11      | % 
|Total return**                                               |  |                                                | (2.70   | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 342,821 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | With respect to a portion of the Funds assets invested in a collective investment fund, portfolio turnover reflects purchases and sales of such collective investment fund,
rather than portfolio turnover of the underlying portfolio of such collective investment fund.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an
integral part of these financial statements.



20



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Value Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                               |  |                |            |    
|------------------------------------------------------------------------------ |  | -------------- | ---------- | ---
|                                                                               |  | March 31, 2009 |           
|Assets                                                                         |  |                |            |    
|Investments, at value (cost $61,436,332)                                       |  | $              | 39,350,418 | (a)
|Investments in affiliated issuers, at value (cost $18,112,819)                 |  |                | 17,257,609 |    
|Foreign currency, at value (cost $18)                                          |  |                | 19         |    
|Receivable for investments sold                                                |  |                | 123,649    |    
|Receivable for fund units sold                                                 |  |                | 34,353     |    
|Dividends receivable                                                           |  |                | 51,396     |    
|Tax reclaims receivable                                                        |  |                | 76         |    
|                                                                               |  |                |            |    
|Total assets                                                                   |  |                | 56,817,520 |    
|                                                                               |  |                |            |    
|Liabilities                                                                    |  |                |            |    
|Due to custodian                                                               |  |                | 2,453,255  |    
|Payable for cash collateral received on securities loaned                      |  |                | 14,646,517 |    
|Payable for investments purchased                                              |  |                | 296,675    |    
|Payable for fund units redeemed                                                |  |                | 4,294      |    
|Investment advisory fee payable                                                |  |                | 70,956     |    
|State Street Bank and Trust Companyprogram fee payable                        |  |                | 10,299     |    
|Trustee, management and administration fees payable                            |  |                | 3,675      |    
|ABA Retirement Fundsprogram fee payable                                       |  |                | 1,548      |    
|Other accruals                                                                 |  |                | 22,813     |    
|                                                                               |  |                |            |    
|Total liabilities                                                              |  |                | 17,510,032 |    
|                                                                               |  |                |            |    
|                                                                               | 
|Net Assets (equivalent to $8.84 per unit based on 4,446,257 units outstanding) |  | $              | 39,307,488 |    
|                                                                               |  |                |            |    



|(a) | Includes securities on loan with a value of $14,209,225 (see Note 6).
|--- | ---------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



21



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Value Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |            |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|Investment income                                               |  |                                                |            |  
|Dividends                                                       |  | $                                              | 210,560    |  
|Dividendsaffiliated issuers                                    |  |                                                | 2,915      |  
|Securities lending net income                                   |  |                                                | 25,443     |  
|                                                                |  |                                                |            |  
|Total investment income                                         |  |                                                | 238,918    |  
|                                                                |  |                                                |            |  
|                                                                | 
|Expenses                                                        |  |                                                |            |  
|Investment advisory fee                                         |  |                                                | 70,956     |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 39,145     |  
|Trustee, management and administration fees                     |  |                                                | 11,599     |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 5,066      |  
|Legal and audit fees                                            |  |                                                | 6,564      |  
|Compliance consultant fees                                      |  |                                                | 5,935      |  
|Reports to unitholders                                          |  |                                                | 4,999      |  
|Registration fees                                               |  |                                                | 840        |  
|Other fees                                                      |  |                                                | 2,516      |  
|                                                                |  |                                                |            |  
|Total expenses                                                  |  |                                                | 147,620    |  
|                                                                |  |                                                |            |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | 91,298     |  
|                                                                |  |                                                |            |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |            |  
|Net realized gain (loss) on:                                    |  |                                                |            |  
|Investments                                                     |  |                                                | (3,322,588 | )
|Foreign currency transactions                                   |  |                                                | (16,765    | )
|                                                                |  |                                                |            |  
|Net realized gain (loss)                                        |  |                                                | (3,339,353 | )
|                                                                |  |                                                |            |  
|                                                                | 
|Change in net unrealized appreciation (depreciation) on:        |  |                                                |            |  
|Investments                                                     |  |                                                | (1,292,440 | )
|Foreign currency transactions                                   |  |                                                | (15        | )
|                                                                |  |                                                |            |  
|Change in net unrealized appreciation (depreciation)            |  |                                                | (1,292,455 | )
|                                                                |  |                                                |            |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (4,631,808 | )
|                                                                |  |                                                |            |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | (4,540,510 | )
|                                                                |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



22



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Value Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                            |  |                                                |            |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | -
|                                                                            |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|From operations                                                             |  |                                                |            |  
|Net investment income (loss)                                                |  | $                                              | 91,298     |  
|Net realized gain (loss) from investments and foreign currency transactions |  |                                                | (3,339,353 | )
|Change in net unrealized appreciation (depreciation)                        |  |                                                | (1,292,455 | )
|                                                                            |  |                                                |            |  
|Net increase (decrease) in net assets resulting from operations             |  |                                                | (4,540,510 | )
|                                                                            |  |                                                |            |  
|                                                                            | 
|From unitholder transactions                                                |  |                                                |            |  
|Proceeds from units issued                                                  |  |                                                | 4,824,505  |  
|Cost of units redeemed                                                      |  |                                                | (4,718,181 | )
|                                                                            |  |                                                |            |  
|Net increase (decrease) in net assets from unitholder transactions          |  |                                                | 106,324    |  
|                                                                            |  |                                                |            |  
|                                                                            | 
|Net increase (decrease) in net assets                                       |  |                                                | (4,434,186 | )
|                                                                            | 
|Net Assets                                                                  |  |                                                |            |  
|Beginning of period                                                         |  |                                                | 43,741,674 |  
|                                                                            |  |                                                |            |  
|End of period                                                               |  | $                                              | 39,307,488 |  
|                                                                            |  |                                                |            |  
|                                                                            | 
|Number of units                                                             |  |                                                |            |  
|Outstanding-beginning of period                                             |  |                                                | 4,457,993  |  
|Issued                                                                      |  |                                                | 530,737    |  
|Redeemed                                                                    |  |                                                | (542,473   | )
|                                                                            |  |                                                |            |  
|Outstanding-end of period                                                   |  |                                                | 4,446,257  |  
|                                                                            |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



23



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Value Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |        |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------ | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |       
|Investment income                                           |  | $                                              | 0.05   |   
|Expenses()                                                |  |                                                | (0.03  | ) 
|                                                             |  |                                                |        |   
|Net investment income (loss)                                 |  |                                                | 0.02   |   
|Net realized and unrealized gain (loss)                      |  |                                                | (0.99  | ) 
|                                                             |  |                                                |        |   
|Net increase (decrease) in unit value                        |  |                                                | (0.97  | ) 
|Net asset value at beginning of period                       |  |                                                | 9.81   |   
|                                                             |  |                                                |        |   
|Net asset value at end of period                             |  | $                                              | 8.84   |   
|                                                             |  |                                                |        |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |        |   
|Ratio of expenses to average net assets*                   |  |                                                | 1.48   | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | 0.92   | % 
|Portfolio turnover**                                         |  |                                                | 13     | % 
|Total return**                                               |  |                                                | (9.89  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 39,307 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



24



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Growth Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                |  |                |            |    
|------------------------------------------------------------------------------- |  | -------------- | ---------- | ---
|                                                                                |  | March 31, 2009 |           
|Assets                                                                          |  |                |            |    
|Investments, at value (cost $69,554,077)                                        |  | $              | 58,441,587 | (a)
|Investments in affiliated issuers, at value (cost $27,138,276)                  |  |                | 25,618,536 |    
|Cash                                                                            |  |                | 127        |    
|Receivable for fund units sold                                                  |  |                | 121,906    |    
|Dividends receivable                                                            |  |                | 43,067     |    
|Tax reclaims receivable                                                         |  |                | 689        |    
|                                                                                |  |                |            |    
|Total assets                                                                    |  |                | 84,225,912 |    
|                                                                                |  |                |            |    
|Liabilities                                                                     |  |                |            |    
|Payable for cash collateral received on securities loaned                       |  |                | 26,027,404 |    
|Payable for investments purchased                                               |  |                | 141,782    |    
|Payable for fund units redeemed                                                 |  |                | 15,943     |    
|Investment advisory fee payable                                                 |  |                | 94,456     |    
|State Street Bank and Trust Companyprogram fee payable                         |  |                | 15,600     |    
|Trustee, management and administration fees payable                             |  |                | 5,557      |    
|ABA Retirement Fundsprogram fee payable                                        |  |                | 2,353      |    
|Other accruals                                                                  |  |                | 35,367     |    
|                                                                                |  |                |            |    
|Total liabilities                                                               |  |                | 26,338,462 |    
|                                                                                |  |                |            |    
|                                                                                | 
|Net Assets (equivalent to $13.29 per unit based on 4,356,826 units outstanding) |  | $              | 57,887,450 |    
|                                                                                |  |                |            |    



|(a) | Includes securities on loan with a value of $25,418,174 (see Note 6).
|--- | ---------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



25



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Growth Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |            |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|Investment income                                               |  |                                                |            |  
|Dividends                                                       |  | $                                              | 132,735    |  
|Dividendsaffiliated issuers                                    |  |                                                | 1,191      |  
|Securities lending net income                                   |  |                                                | 44,701     |  
|                                                                |  |                                                |            |  
|Total investment income                                         |  |                                                | 178,627    |  
|                                                                |  |                                                |            |  
|                                                                | 
|Expenses                                                        |  |                                                |            |  
|Investment advisory fee                                         |  |                                                | 94,456     |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 57,744     |  
|Trustee, management and administration fees                     |  |                                                | 17,124     |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 7,481      |  
|Legal and audit fees                                            |  |                                                | 9,674      |  
|Compliance consultant fees                                      |  |                                                | 8,747      |  
|Reports to unitholders                                          |  |                                                | 7,369      |  
|Registration fees                                               |  |                                                | 1,238      |  
|Other fees                                                      |  |                                                | 3,708      |  
|                                                                |  |                                                |            |  
|Total expenses                                                  |  |                                                | 207,541    |  
|                                                                |  |                                                |            |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | (28,914    | )
|                                                                |  |                                                |            |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |            |  
|Net realized gain (loss)                                        |  |                                                | (7,743,679 | )
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                | 4,779,751  |  
|                                                                |  |                                                |            |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (2,963,928 | )
|                                                                |  |                                                |            |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | (2,992,842 | )
|                                                                |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



26



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Growth Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |            |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ---------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|From operations                                                    |  |                                                |            |  
|Net investment income (loss)                                       |  | $                                              | (28,914    | )
|Net realized gain (loss)                                           |  |                                                | (7,743,679 | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | 4,779,751  |  
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (2,992,842 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |            |  
|Proceeds from units issued                                         |  |                                                | 5,430,126  |  
|Cost of units redeemed                                             |  |                                                | (7,697,811 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | (2,267,685 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (5,260,527 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |            |  
|Beginning of period                                                |  |                                                | 63,147,977 |  
|                                                                   |  |                                                |            |  
|End of period                                                      |  | $                                              | 57,887,450 |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Number of units                                                    |  |                                                |            |  
|Outstanding-beginning of period                                    |  |                                                | 4,547,205  |  
|Issued                                                             |  |                                                | 404,657    |  
|Redeemed                                                           |  |                                                | (595,036   | )
|                                                                   |  |                                                |            |  
|Outstanding-end of period                                          |  |                                                | 4,356,826  |  
|                                                                   |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



27



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Growth Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |        |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------ | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |       
|Investment income                                           |  | $                                              | 0.04   |   
|Expenses()                                                |  |                                                | (0.05  | ) 
|                                                             |  |                                                |        |   
|Net investment income (loss)                                 |  |                                                | (0.01  | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (0.59  | ) 
|                                                             |  |                                                |        |   
|Net increase (decrease) in unit value                        |  |                                                | (0.60  | ) 
|Net asset value at beginning of period                       |  |                                                | 13.89  |   
|                                                             |  |                                                |        |   
|Net asset value at end of period                             |  | $                                              | 13.29  |   
|                                                             |  |                                                |        |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |        |   
|Ratio of expenses to average net assets*                   |  |                                                | 1.41   | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.20  | )%
|Portfolio turnover**                                         |  |                                                | 32     | % 
|Total return**                                               |  |                                                | (4.32  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 57,887 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



28



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                               |  |                |             |    
|------------------------------------------------------------------------------ |  | -------------- | ----------- | ---
|                                                                               |  | March 31, 2009 |            
|Assets                                                                         |  |                |             |    
|Investments, at value (cost $134,508,198)                                      |  | $              | 101,957,357 | (a)
|Investments in affiliated issuers, at value (cost $67,222,938)                 |  |                | 62,174,969  |    
|Cash                                                                           |  |                | 10,511      |    
|Receivable for investments sold                                                |  |                | 198,177     |    
|Receivable for fund units sold                                                 |  |                | 86,488      |    
|Dividends receivable                                                           |  |                | 70,942      |    
|Tax reclaims receivable                                                        |  |                | 1,003       |    
|                                                                               |  |                |             |    
|Total assets                                                                   |  |                | 164,499,447 |    
|                                                                               |  |                |             |    
|Liabilities                                                                    |  |                |             |    
|Payable for cash collateral received on securities loaned                      |  |                | 46,622,747  | (b)
|Payable for investments purchased                                              |  |                | 790,022     |    
|Payable for fund units redeemed                                                |  |                | 61,364      |    
|Investment advisory fee payable                                                |  |                | 191,238     |    
|State Street Bank and Trust Companyprogram fee payable                        |  |                | 31,013      |    
|Trustee, management and administration fees payable                            |  |                | 11,192      |    
|ABA Retirement Fundsprogram fee payable                                       |  |                | 4,730       |    
|Other accruals                                                                 |  |                | 74,843      |    
|                                                                               |  |                |             |    
|Total liabilities                                                              |  |                | 47,787,149  |    
|                                                                               |  |                |             |    
|                                                                               | 
|Net Assets(equivalent to $37.94 per unit based on 3,075,900 units outstanding) |  | $              | 116,712,298 |    
|                                                                               |  |                |             |    



|(a) | Includes securities on loan with a value of $45,288,986 (see Note 6).
|--- | ---------------------------------------------------------------------

|(b) | Excludes non-cash collateral of $9,632 (see Note 6).
|--- | ----------------------------------------------------

The
accompanying notes are an integral part of these financial statements.



29



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |             |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|Investment income                                               |  |                                                |             |  
|Dividends                                                       |  | $                                              | 310,383     |  
|Dividendsaffiliated issuers                                    |  |                                                | 9,431       |  
|Securities lending net income                                   |  |                                                | 124,817     |  
|                                                                |  |                                                |             |  
|Total investment income                                         |  |                                                | 444,631     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Expenses                                                        |  |                                                |             |  
|Investment advisory fee                                         |  |                                                | 226,707     |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 121,546     |  
|Trustee, management and administration fees                     |  |                                                | 35,941      |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 15,704      |  
|Legal and audit fees                                            |  |                                                | 20,501      |  
|Compliance consultant fees                                      |  |                                                | 18,536      |  
|Reports to unitholders                                          |  |                                                | 15,615      |  
|Registration fees                                               |  |                                                | 2,622       |  
|Other fees                                                      |  |                                                | 7,858       |  
|                                                                |  |                                                |             |  
|Total expenses                                                  |  |                                                | 465,030     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | (20,399     | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |             |  
|Net realized gain (loss) on:                                    |  |                                                |             |  
|Investments                                                     |  |                                                | (22,534,588 | )
|Investmentsaffiliated issuers                                  |  |                                                | (1,439,990  | )
|                                                                |  |                                                |             |  
|Net realized gain (loss)                                        |  |                                                | (23,974,578 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                | 5,654,573   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (18,320,005 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | (18,340,404 | )
|                                                                |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



30



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |             |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ----------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|From operations                                                    |  |                                                |             |  
|Net investment income (loss)                                       |  | $                                              | (20,399     | )
|Net realized gain (loss)                                           |  |                                                | (23,974,578 | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | 5,654,573   |  
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (18,340,404 | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |             |  
|Proceeds from units issued                                         |  |                                                | 6,487,449   |  
|Cost of units redeemed                                             |  |                                                | (8,357,218  | )
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | (1,869,769  | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (20,210,173 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |             |  
|Beginning of period                                                |  |                                                | 136,922,471 |  
|                                                                   |  |                                                |             |  
|End of period                                                      |  | $                                              | 116,712,298 |  
|                                                                   |  |                                                |             |  
|                                                                   | 
|Number of units                                                    |  |                                                |             |  
|Outstanding-beginning of period                                    |  |                                                | 3,129,124   |  
|Issued                                                             |  |                                                | 162,195     |  
|Redeemed                                                           |  |                                                | (215,419    | )
|                                                                   |  |                                                |             |  
|Outstanding-end of period                                          |  |                                                | 3,075,900   |  
|                                                                   |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



31



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |         |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------- | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |        
|Investment income                                           |  | $                                              | 0.14    |   
|Expenses()                                                |  |                                                | (0.15   | ) 
|                                                             |  |                                                |         |   
|Net investment income (loss)                                 |  |                                                | (0.01   | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (5.81   | ) 
|                                                             |  |                                                |         |   
|Net increase (decrease) in unit value                        |  |                                                | (5.82   | ) 
|Net asset value at beginning of period                       |  |                                                | 43.76   |   
|                                                             |  |                                                |         |   
|Net asset value at end of period                             |  | $                                              | 37.94   |   
|                                                             |  |                                                |         |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |         |   
|Ratio of expenses to average net assets*                   |  |                                                | 1.51    | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.07   | )%
|Portfolio turnover**                                      |  |                                                | 33      | % 
|Total return**                                               |  |                                                | (13.30  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 116,712 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | With respect to a portion of the Funds assets invested in a collective investment fund, portfolio turnover reflects purchases and sales of such collective investment fund,
rather than portfolio turnover of the underlying portfolio of such collective investment fund.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an
integral part of these financial statements.



32



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                               |  |                |             |    
|------------------------------------------------------------------------------ |  | -------------- | ----------- | ---
|                                                                               |  | March 31, 2009 |            
|Assets                                                                         |  |                |             |    
|Investments, at value (cost $165,155,682)                                      |  | $              | 114,048,732 | (a)
|Investments in affiliated issuers, at value (cost $20,960,497)                 |  |                | 19,856,530  |    
|Foreign currency, at value (cost $200,697)                                     |  |                | 202,194     |    
|Cash                                                                           |  |                | 205         |    
|Receivable for investments sold                                                |  |                | 362,836     |    
|Receivable for fund units sold                                                 |  |                | 85,728      |    
|Dividends receivable                                                           |  |                | 515,160     |    
|Tax reclaims receivable                                                        |  |                | 475,955     |    
|                                                                               |  |                |             |    
|Total assets                                                                   |  |                | 135,547,340 |    
|                                                                               |  |                |             |    
|Liabilities                                                                    |  |                |             |    
|Payable for cash collateral received on securities loaned                      |  |                | 18,906,778  |    
|Payable for investments purchased                                              |  |                | 669,095     |    
|Payable for fund units redeemed                                                |  |                | 12,207      |    
|Investment advisory fee payable                                                |  |                | 149,914     |    
|State Street Bank and Trust Companyprogram fee payable                        |  |                | 30,515      |    
|Trustee, management and administration fees payable                            |  |                | 10,942      |    
|ABA Retirement Fundsprogram fee payable                                       |  |                | 4,618       |    
|Other accruals                                                                 |  |                | 71,609      |    
|                                                                               |  |                |             |    
|Total liabilities                                                              |  |                | 19,855,678  |    
|                                                                               |  |                |             |    
|                                                                               | 
|Net Assets(equivalent to $16.36 per unit based on 7,072,314 units outstanding) |  | $              | 115,691,662 |    
|                                                                               |  |                |             |    



|(a) | Includes securities on loan with a value of $18,045,883 (see Note 6).
|--- | ---------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



33



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                |             |  
|--------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|Investment income                                               |  |                                                |             |  
|Dividends (net of foreign tax expense of $10,631)               |  | $                                              | 684,814     |  
|Dividendsaffiliated issuers                                    |  |                                                | 5,172       |  
|Securities lending net income                                   |  |                                                | 35,478      |  
|                                                                |  |                                                |             |  
|Total investment income                                         |  |                                                | 725,464     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Expenses                                                        |  |                                                |             |  
|Investment advisory fee                                         |  |                                                | 156,783     |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                | 115,639     |  
|Trustee, management and administration fees                     |  |                                                | 34,281      |  
|ABA Retirement Fundsprogram fee                                |  |                                                | 14,968      |  
|Legal and audit fees                                            |  |                                                | 19,404      |  
|Compliance consultant fees                                      |  |                                                | 17,545      |  
|Reports to unitholders                                          |  |                                                | 14,779      |  
|Registration fees                                               |  |                                                | 2,482       |  
|Other fees                                                      |  |                                                | 7,439       |  
|                                                                |  |                                                |             |  
|Total expenses                                                  |  |                                                | 383,320     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                | 342,144     |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                |             |  
|Net realized gain (loss) on:                                    |  |                                                |             |  
|Investments                                                     |  |                                                | (22,506,179 | )
|Foreign currency transactions                                   |  |                                                | (30,945     | )
|                                                                |  |                                                |             |  
|Net realized gain (loss)                                        |  |                                                | (22,537,124 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Change in net unrealized appreciation (depreciation) on:        |  |                                                |             |  
|Investments                                                     |  |                                                | 6,597,374   |  
|Foreign currency transactions                                   |  |                                                | (11,842     | )
|                                                                |  |                                                |             |  
|Change in net unrealized appreciation (depreciation)            |  |                                                | 6,585,532   |  
|                                                                |  |                                                |             |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                | (15,951,592 | )
|                                                                |  |                                                |             |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                              | (15,609,448 | )
|                                                                |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



34



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                            |  |                                                |             |  
|--------------------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                            |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|From operations                                                             |  |                                                |             |  
|Net investment income (loss)                                                |  | $                                              | 342,144     |  
|Net realized gain (loss) from investments and foreign currency transactions |  |                                                | (22,537,124 | )
|Change in net unrealized appreciation (depreciation)                        |  |                                                | 6,585,532   |  
|                                                                            |  |                                                |             |  
|Net increase (decrease) in net assets resulting from operations             |  |                                                | (15,609,448 | )
|                                                                            |  |                                                |             |  
|                                                                            | 
|From unitholder transactions                                                |  |                                                |             |  
|Proceeds from units issued                                                  |  |                                                | 7,494,917   |  
|Cost of units redeemed                                                      |  |                                                | (10,154,190 | )
|                                                                            |  |                                                |             |  
|Net increase (decrease) in net assets from unitholder transactions          |  |                                                | (2,659,273  | )
|                                                                            |  |                                                |             |  
|                                                                            | 
|Net increase (decrease) in net assets                                       |  |                                                | (18,268,721 | )
|                                                                            | 
|Net Assets                                                                  |  |                                                |             |  
|Beginning of period                                                         |  |                                                | 133,960,383 |  
|                                                                            |  |                                                |             |  
|End of period                                                               |  | $                                              | 115,691,662 |  
|                                                                            |  |                                                |             |  
|                                                                            | 
|Number of units                                                             |  |                                                |             |  
|Outstanding-beginning of period                                             |  |                                                | 7,265,059   |  
|Issued                                                                      |  |                                                | 449,165     |  
|Redeemed                                                                    |  |                                                | (641,910    | )
|                                                                            |  |                                                |             |  
|Outstanding-end of period                                                   |  |                                                | 7,072,314   |  
|                                                                            |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



35



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |         |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------- | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |        
|Investment income                                           |  | $                                              | 0.10    |   
|Expenses()                                                |  |                                                | (0.05   | ) 
|                                                             |  |                                                |         |   
|Net investment income (loss)                                 |  |                                                | 0.05    |   
|Net realized and unrealized gain (loss)                      |  |                                                | (2.13   | ) 
|                                                             |  |                                                |         |   
|Net increase (decrease) in unit value                        |  |                                                | (2.08   | ) 
|Net asset value at beginning of period                       |  |                                                | 18.44   |   
|                                                             |  |                                                |         |   
|Net asset value at end of period                             |  | $                                              | 16.36   |   
|                                                             |  |                                                |         |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |         |   
|Ratio of expenses to average net assets*                   |  |                                                | 1.30    | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | 1.16    | % 
|Portfolio turnover**                                         |  |                                                | 12      | % 
|Total return**                                               |  |                                                | (11.28  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 115,692 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



36



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Bond Index Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                      |  |                |          
|--------------------------------------------------------------------------------------------------------------------- |  | -------------- | ---------
|                                                                                                                      |  | March 31, 2009
|Assets                                                                                                                |  |                |          
|Investments in affiliated fund, at value:                                                                             |  |                |          
|State Street Bank and Trust Company Passive Bond Market Index Non-Lending Fund (cost $7,679,054 and units of 362,179) |  | $              | 7,743,757
|Cash                                                                                                                  |  |                | 31       
|Receivable for fund units sold                                                                                        |  |                | 149,513  
|                                                                                                                      |  |                |          
|Total assets                                                                                                          |  |                | 7,893,301
|                                                                                                                      |  |                |          
|Liabilities                                                                                                           |  |                |          
|Payable for fund units redeemed                                                                                       |  |                | 428      
|Investment advisory fee payable                                                                                       |  |                | 230      
|State Street Bank and Trust Companyprogram fee payable                                                               |  |                | 1,918    
|Trustee, management and administration fees payable                                                                   |  |                | 668      
|ABA Retirement Fundsprogram fee payable                                                                              |  |                | 283      
|Payable for legal and audit services                                                                                  |  |                | 292      
|Payable for compliance consultant fees                                                                                |  |                | 260      
|Payable for reports to unitholders                                                                                    |  |                | 245      
|Other accruals                                                                                                        |  |                | 143      
|                                                                                                                      |  |                |          
|Total liabilities                                                                                                     |  |                | 4,467    
|                                                                                                                      |  |                |          
|                                                                                                                      | 
|Net Assets(equivalent to $11.10 per unit based on 710,963 units outstanding)                                          |  | $              | 7,888,834
|                                                                                                                      |  |                |          

The accompanying notes are an integral part of these financial statements.



37



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Bond Index Fund

Statement of Operations

Unaudited



|                                                                |  |                                                    |        |  
|--------------------------------------------------------------- |  | -------------------------------------------------- | ------ | -
|                                                                |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |       
|Investment income                                               |  | $                                                  |       |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Expenses                                                        |  |                                                    |        |  
|Investment advisory fee                                         |  |                                                    | 281    |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                    | 2,454  |  
|Trustee, management and administration fees                     |  |                                                    | 816    |  
|ABA Retirement Fundsprogram fee                                |  |                                                    | 355    |  
|Legal and audit fees                                            |  |                                                    | 297    |  
|Compliance consultant fees                                      |  |                                                    | 269    |  
|Reports to unitholders                                          |  |                                                    | 226    |  
|Registration fees                                               |  |                                                    | 38     |  
|Other fees                                                      |  |                                                    | 114    |  
|                                                                |  |                                                    |        |  
|Total expenses                                                  |  |                                                    | 4,850  |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                    | (4,850 | )
|                                                                |  |                                                    |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    |        |  
|Net realized gain (loss)                                        |  |                                                    | 343    |  
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                    | 64,703 |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    | 65,046 |  
|                                                                |  |                                                    |        |  
|Net increase (decrease) in net assets resulting from operations |  | $                                                  | 60,196 |  
|                                                                |  |                                                    |        |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



38



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Bond Index Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                    |           |  
|------------------------------------------------------------------ |  | -------------------------------------------------- | --------- | -
|                                                                   |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |          
|From operations                                                    |  |                                                    |           |  
|Net investment income (loss)                                       |  | $                                                  | (4,850    | )
|Net realized gain (loss)                                           |  |                                                    | 343       |  
|Change in net unrealized appreciation (depreciation)               |  |                                                    | 64,703    |  
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                    | 60,196    |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                    |           |  
|Proceeds from units issued                                         |  |                                                    | 8,384,464 |  
|Cost of units redeemed                                             |  |                                                    | (555,826  | )
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                    | 7,828,638 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                    | 7,888,834 |  
|                                                                   | 
|Net Assets                                                         |  |                                                    |           |  
|Beginning of period                                                |  |                                                    | 0         |  
|                                                                   |  |                                                    |           |  
|End of period                                                      |  | $                                                  | 7,888,834 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Number of units                                                    |  |                                                    |           |  
|Issued                                                             |  |                                                    | 761,240   |  
|Redeemed                                                           |  |                                                    | (50,277   | )
|                                                                   |  |                                                    |           |  
|Outstanding-end of period                                          |  |                                                    | 710,963   |  
|                                                                   |  |                                                    |           |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



39



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Bond Index Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                    |       |   
|------------------------------------------------------------ |  | -------------------------------------------------- | ----- | --
|                                                             |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |      
|Investment income                                           |  | $                                                  |      |   
|Expenses()                                                |  |                                                    | (0.01 | ) 
|                                                             |  |                                                    |       |   
|Net investment income (loss)                                 |  |                                                    | (0.01 | ) 
|Net realized and unrealized gain (loss)                      |  |                                                    | 0.11  |   
|                                                             |  |                                                    |       |   
|Net increase (decrease) in unit value                        |  |                                                    | 0.10  |   
|Net asset value at beginning of period                       |  |                                                    | 11.00 |   
|                                                             |  |                                                    |       |   
|Net asset value at end of period                             |  | $                                                  | 11.10 |   
|                                                             |  |                                                    |       |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                    |       |   
|Ratio of expenses to average net assets*                   |  |                                                    | 0.68  | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                    | (0.68 | )%
|Portfolio turnover**                                      |  |                                                    | 1     | % 
|Total return**                                               |  |                                                    | 0.91  | % 
|Net assets at end of period (in thousands)                   |  | $                                                  | 7,889 |   



|(a) | Commencement of operations.
|--- | ---------------------------

|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment fund in which the Fund invests.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of a collective investment fund, rather than portfolio turnover of the underlying portfolio of such collective investment fund. Due
to short period since inception, turnover is calculated using daily average instead of month end average which is utilized in the standard calculation.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



40



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Index Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                            |  |                |          
|----------------------------------------------------------------------------------------------------------- |  | -------------- | ---------
|                                                                                                            |  | March 31, 2009
|Assets                                                                                                      |  |                |          
|Investments in affiliated fund, at value:                                                                   |  |                |          
|State Street Bank and Trust Company S&P 500 Flagship Non-Lending Fund (cost $3,110,812 and units of 20,137) |  | $              | 3,205,002
|Cash                                                                                                        |  |                | 9        
|Receivable for fund units sold                                                                              |  |                | 1,784    
|                                                                                                            |  |                |          
|Total assets                                                                                                |  |                | 3,206,795
|                                                                                                            |  |                |          
|Liabilities                                                                                                 |  |                |          
|Payable for fund units redeemed                                                                             |  |                | 27       
|Investment advisory fee payable                                                                             |  |                | 36       
|State Street Bank and Trust Companyprogram fee payable                                                     |  |                | 599      
|Trustee, management and administration fees payable                                                         |  |                | 209      
|ABA Retirement Fundsprogram fee payable                                                                    |  |                | 88       
|Payable for legal and audit services                                                                        |  |                | 89       
|Payable for compliance consultant fees                                                                      |  |                | 79       
|Payable for reports to unitholders                                                                          |  |                | 75       
|Other accruals                                                                                              |  |                | 43       
|                                                                                                            |  |                |          
|Total liabilities                                                                                           |  |                | 1,245    
|                                                                                                            |  |                |          
|                                                                                                            | 
|Net Assets (equivalent to $11.11 per unit based on 288,459 units outstanding)                               |  | $              | 3,205,550
|                                                                                                            |  |                |          

The accompanying notes are an integral part of these financial statements.



41



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Index Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                    |        |  
|--------------------------------------------------------------- |  | -------------------------------------------------- | ------ | -
|                                                                |  | For the periodFebruary 9, 2009(a) toMarch 31, 2009 |       
|Investment income                                               |  | $                                                  |       |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Expenses                                                        |  |                                                    |        |  
|Investment advisory fee                                         |  |                                                    | 43     |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                    | 748    |  
|Trustee, management and administration fees                     |  |                                                    | 251    |  
|ABA Retirement Fundsprogram fee                                |  |                                                    | 108    |  
|Legal and audit fees                                            |  |                                                    | 90     |  
|Compliance consultant fees                                      |  |                                                    | 82     |  
|Reports to unitholders                                          |  |                                                    | 69     |  
|Registration fees                                               |  |                                                    | 12     |  
|Other fees                                                      |  |                                                    | 34     |  
|                                                                |  |                                                    |        |  
|Total expenses                                                  |  |                                                    | 1,437  |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                    | (1,437 | )
|                                                                |  |                                                    |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    |        |  
|Net realized gain (loss)                                        |  |                                                    | (1,388 | )
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                    | 94,190 |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    | 92,802 |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                                  | 91,365 |  
|                                                                |  |                                                    |        |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



42



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Index Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                    |           |  
|------------------------------------------------------------------ |  | -------------------------------------------------- | --------- | -
|                                                                   |  | For the periodFebruary 9, 2009(a) toMarch 31, 2009 |          
|From operations                                                    |  |                                                    |           |  
|Net investment income (loss)                                       |  | $                                                  | (1,437    | )
|Net realized gain (loss)                                           |  |                                                    | (1,388    | )
|Change in net unrealized appreciation (depreciation)               |  |                                                    | 94,190    |  
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                    | 91,365    |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                    |           |  
|Proceeds from units issued                                         |  |                                                    | 3,201,871 |  
|Cost of units redeemed                                             |  |                                                    | (87,686   | )
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                    | 3,114,185 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                    | 3,205,550 |  
|                                                                   | 
|Net Assets                                                         |  |                                                    |           |  
|Beginning of period                                                |  |                                                    | 0         |  
|                                                                   |  |                                                    |           |  
|End of period                                                      |  | $                                                  | 3,205,550 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Number of units                                                    |  |                                                    |           |  
|Issued                                                             |  |                                                    | 296,424   |  
|Redeemed                                                           |  |                                                    | (7,965    | )
|                                                                   |  |                                                    |           |  
|Outstanding-end of period                                          |  |                                                    | 288,459   |  
|                                                                   |  |                                                    |           |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



43



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Large-Cap Index Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                    |       |     
|------------------------------------------------------------ |  | -------------------------------------------------- | ----- | ----
|                                                             |  | For the periodFebruary 9, 2009(a) toMarch 31, 2009 |      
|Investment income                                           |  | $                                                  |      |     
|Expenses()                                                |  |                                                    | (0.01 | )   
|                                                             |  |                                                    |       |     
|Net investment income (loss)                                 |  |                                                    | (0.01 | )   
|Net realized and unrealized gain (loss)                      |  |                                                    | (0.88 | )(b)
|                                                             |  |                                                    |       |     
|Net increase (decrease) in unit value                        |  |                                                    | (0.89 | )   
|Net asset value at beginning of period                       |  |                                                    | 12.00 |     
|                                                             |  |                                                    |       |     
|Net asset value at end of period                             |  | $                                                  | 11.11 |     
|                                                             |  |                                                    |       |     
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                    |       |     
|Ratio of expenses to average net assets*                   |  |                                                    | 0.65  | %   
|Ratio of net investment income (loss) to average net assets* |  |                                                    | (0.65 | )%  
|Portfolio turnover**                                      |  |                                                    | 2     | %   
|Total return**                                               |  |                                                    | (7.42 | )%  
|Net assets at end of period (in thousands)                   |  | $                                                  | 3,206 |     



|(a) | Commencement of operations.
|--- | ---------------------------

|(b) | The amount shown for a unit outstanding for the period ended March 31, 2009 does not correspond with the aggregate net gain (loss) on investments for the period then ended due
to the timing differences between issuances and redemptions of Fund units and investments made or sold by the Fund in pursuit of the Funds investment objective.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment fund in which the Fund invests.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of a collective investment fund, rather than portfolio turnover of the underlying portfolio of such collective investment fund. Due
to short period since inception, turnover is calculated using daily average instead of month end average which is utilized in the standard calculation.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



44



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Index Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                           |  |                |            
|-------------------------------------------------------------------------------------------------------------------------- |  | -------------- | -----------
|                                                                                                                           |  | March 31, 2009
|Assets                                                                                                                     |  |                |            
|Investments in affiliated fund, at value:                                                                                  |  |                |            
|State Street Bank and Trust Company Russell 3000 Index Securities Lending Fund (cost $245,278,546 and units of 27,618,158) |  | $              | 193,437,576
|Cash                                                                                                                       |  |                | 46,097     
|Receivable for fund units sold                                                                                             |  |                | 130,844    
|                                                                                                                           |  |                |            
|Total assets                                                                                                               |  |                | 193,614,517
|                                                                                                                           |  |                |            
|Liabilities                                                                                                                |  |                |            
|Payable for fund units redeemed                                                                                            |  |                | 28,322     
|Investment advisory fee payable                                                                                            |  |                | 7,816      
|State Street Bank and Trust Companyprogram fee payable                                                                    |  |                | 50,923     
|Trustee, management and administration fees payable                                                                        |  |                | 18,265     
|ABA Retirement Fundsprogram fee payable                                                                                   |  |                | 7,185      
|Payable for legal and audit services                                                                                       |  |                | 36,603     
|Payable for compliance consultant fees                                                                                     |  |                | 32,650     
|Payable for reports to unitholders                                                                                         |  |                | 30,809     
|Other accruals                                                                                                             |  |                | 17,891     
|                                                                                                                           |  |                |            
|Total liabilities                                                                                                          |  |                | 230,464    
|                                                                                                                           |  |                |            
|                                                                                                                           | 
|Net Assets(equivalent to $21.20 per unit based on 9,122,509 units outstanding)                                             |  | $              | 193,384,053
|                                                                                                                           |  |                |            

The accompanying notes are an integral part of these financial statements.



45



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Index Equity Fund

Statement of Operations

Unaudited



|                                                                          |  |                                                |             |  
|------------------------------------------------------------------------- |  | ---------------------------------------------- | ----------- | -
|                                                                          |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|Investment income                                                         |  |                                                |             |  
|Securities lending net income                                             |  | $                                              | 75,924      |  
|                                                                          |  |                                                |             |  
|Total investment income                                                   |  |                                                | 75,924      |  
|                                                                          |  |                                                |             |  
|                                                                          | 
|Expenses                                                                  |  |                                                |             |  
|State Street Bank and Trust Companyprogram fee                           |  |                                                | 193,573     |  
|Trustee, management and administration fees                               |  |                                                | 57,337      |  
|ABA Retirement Fundsprogram fee                                          |  |                                                | 25,042      |  
|Investment advisory fee                                                   |  |                                                | 15,491      |  
|Legal and audit fees                                                      |  |                                                | 32,574      |  
|Compliance consultant fees                                                |  |                                                | 29,452      |  
|Reports to unitholders                                                    |  |                                                | 24,810      |  
|Registration fees                                                         |  |                                                | 4,167       |  
|Other fees                                                                |  |                                                | 12,486      |  
|                                                                          |  |                                                |             |  
|Total expenses                                                            |  |                                                | 394,932     |  
|                                                                          |  |                                                |             |  
|                                                                          | 
|Net investment income (loss)                                              |  |                                                | (319,008    | )
|                                                                          |  |                                                |             |  
|                                                                          | 
|Net realized and unrealized gain (loss) on investments in affiliated fund |  |                                                |             |  
|Net realized gain (loss)                                                  |  |                                                | (1,691,262  | )
|                                                                          | 
|Change in net unrealized appreciation (depreciation)                      |  |                                                | (22,831,739 | )
|                                                                          |  |                                                |             |  
|                                                                          | 
|Net realized and unrealized gain (loss)                                   |  |                                                | (24,523,001 | )
|                                                                          |  |                                                |             |  
|                                                                          | 
|Net increase (decrease) in net assets resulting from operations           |  | $                                              | (24,842,009 | )
|                                                                          |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



46



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Index Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |             |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ----------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |            
|From operations                                                    |  |                                                |             |  
|Net investment income (loss)                                       |  | $                                              | (319,008    | )
|Net realized gain (loss)                                           |  |                                                | (1,691,262  | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | (22,831,739 | )
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (24,842,009 | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |             |  
|Proceeds from units issued                                         |  |                                                | 12,062,970  |  
|Cost of units redeemed                                             |  |                                                | (15,096,716 | )
|                                                                   |  |                                                |             |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | (3,033,746  | )
|                                                                   |  |                                                |             |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (27,875,755 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |             |  
|Beginning of period                                                |  |                                                | 221,259,808 |  
|                                                                   |  |                                                |             |  
|End of period                                                      |  | $                                              | 193,384,053 |  
|                                                                   |  |                                                |             |  
|                                                                   | 
|Number of units                                                    |  |                                                |             |  
|Outstanding-beginning of period                                    |  |                                                | 9,275,049   |  
|Issued                                                             |  |                                                | 551,588     |  
|Redeemed                                                           |  |                                                | (704,128    | )
|                                                                   |  |                                                |             |  
|Outstanding-end of period                                          |  |                                                | 9,122,509   |  
|                                                                   |  |                                                |             |  

The accompanying notes are an integral part of these financial statements.



47



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Index Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |         |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------- | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |        
|Investment income                                           |  | $                                              | 0.01    |   
|Expenses()                                                |  |                                                | (0.04   | ) 
|                                                             |  |                                                |         |   
|Net investment income (loss)                                 |  |                                                | (0.03   | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (2.63   | ) 
|                                                             |  |                                                |         |   
|Net increase (decrease) in unit value                        |  |                                                | (2.66   | ) 
|Net asset value at beginning of period                       |  |                                                | 23.86   |   
|                                                             |  |                                                |         |   
|Net asset value at end of period                             |  | $                                              | 21.20   |   
|                                                             |  |                                                |         |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |         |   
|Ratio of expenses to average net assets*                   |  |                                                | 0.80    | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.65   | )%
|Portfolio turnover**                                      |  |                                                | 2       | % 
|Total return**                                               |  |                                                | (11.15  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 193,384 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment fund in which the Fund invests.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of the Funds assets invested in a collective investment fund, rather than portfolio turnover of the underlying portfolio of
such collective investment fund.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



48



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Index Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                            |  |                |          
|----------------------------------------------------------------------------------------------------------- |  | -------------- | ---------
|                                                                                                            |  | March 31, 2009
|Assets                                                                                                      |  |                |          
|Investments in affiliated fund, at value:                                                                   |  |                |          
|State Street Bank and Trust Company S&P Midcap Index Non-Lending Fund (cost $1,000,970 and units of 17,336) |  | $              | 1,045,111
|Cash                                                                                                        |  |                | 3        
|Receivable for fund units sold                                                                              |  |                | 11,250   
|                                                                                                            |  |                |          
|Total assets                                                                                                |  |                | 1,056,364
|                                                                                                            |  |                |          
|Liabilities                                                                                                 |  |                |          
|Payable for fund units redeemed                                                                             |  |                | 3        
|Investment advisory fee payable                                                                             |  |                | 30       
|State Street Bank and Trust Companyprogram fee payable                                                     |  |                | 198      
|Trustee, management and administration fees payable                                                         |  |                | 69       
|ABA Retirement Fundsprogram fee payable                                                                    |  |                | 29       
|Payable for legal and audit services                                                                        |  |                | 29       
|Payable for compliance consultant fees                                                                      |  |                | 26       
|Payable for reports to unitholders                                                                          |  |                | 25       
|Other accruals                                                                                              |  |                | 14       
|                                                                                                            |  |                |          
|Total liabilities                                                                                           |  |                | 423      
|                                                                                                            |  |                |          
|                                                                                                            | 
|Net Assets(equivalent to $13.19 per unit based on 80,058 units outstanding)                                 |  | $              | 1,055,941
|                                                                                                            |  |                |          

The accompanying notes are an integral part of these financial statements.



49



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Index Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                    |        |  
|--------------------------------------------------------------- |  | -------------------------------------------------- | ------ | -
|                                                                |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |       
|Investment income                                               |  | $                                                  |       |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Expenses                                                        |  |                                                    |        |  
|Investment advisory fee                                         |  |                                                    | 36     |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                    | 244    |  
|Trustee, management and administration fees                     |  |                                                    | 82     |  
|ABA Retirement Fundsprogram fee                                |  |                                                    | 36     |  
|Legal and audit fees                                            |  |                                                    | 30     |  
|Compliance consultant fees                                      |  |                                                    | 27     |  
|Reports to unitholders                                          |  |                                                    | 23     |  
|Registration fees                                               |  |                                                    | 4      |  
|Other fees                                                      |  |                                                    | 10     |  
|                                                                |  |                                                    |        |  
|Total expenses                                                  |  |                                                    | 492    |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                    | (492   | )
|                                                                |  |                                                    |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    |        |  
|Net realized gain (loss)                                        |  |                                                    | (451   | )
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                    | 44,141 |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    | 43,690 |  
|                                                                |  |                                                    |        |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                                  | 43,198 |  
|                                                                |  |                                                    |        |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



50



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Index Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                    |           |  
|------------------------------------------------------------------ |  | -------------------------------------------------- | --------- | -
|                                                                   |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |          
|From operations                                                    |  |                                                    |           |  
|Net investment income (loss)                                       |  | $                                                  | (492      | )
|Net realized gain (loss)                                           |  |                                                    | (451      | )
|Change in net unrealized appreciation (depreciation)               |  |                                                    | 44,141    |  
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                    | 43,198    |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                    |           |  
|Proceeds from units issued                                         |  |                                                    | 1,069,765 |  
|Cost of units redeemed                                             |  |                                                    | (57,022   | )
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                    | 1,012,743 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                    | 1,055,941 |  
|                                                                   | 
|Net Assets                                                         |  |                                                    |           |  
|Beginning of period                                                |  |                                                    | 0         |  
|                                                                   |  |                                                    |           |  
|End of period                                                      |  | $                                                  | 1,055,941 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Number of units                                                    |  |                                                    |           |  
|Issued                                                             |  |                                                    | 84,605    |  
|Redeemed                                                           |  |                                                    | (4,547    | )
|                                                                   |  |                                                    |           |  
|Outstanding-end of period                                          |  |                                                    | 80,058    |  
|                                                                   |  |                                                    |           |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



51



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Mid-Cap Index Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                    |       |   
|------------------------------------------------------------ |  | -------------------------------------------------- | ----- | --
|                                                             |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |      
|Investment income                                           |  | $                                                  |      |   
|Expenses()                                                |  |                                                    | (0.01 | ) 
|                                                             |  |                                                    |       |   
|Net investment income (loss)                                 |  |                                                    | (0.01 | ) 
|Net realized and unrealized gain (loss)                      |  |                                                    | 0.20  |   
|                                                             |  |                                                    |       |   
|Net increase (decrease) in unit value                        |  |                                                    | 0.19  |   
|Net asset value at beginning of period                       |  |                                                    | 13.00 |   
|                                                             |  |                                                    |       |   
|Net asset value at end of period                             |  | $                                                  | 13.19 |   
|                                                             |  |                                                    |       |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                    |       |   
|Ratio of expenses to average net assets*                   |  |                                                    | 0.68  | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                    | (0.68 | )%
|Portfolio turnover**                                      |  |                                                    | 3     | % 
|Total return**                                               |  |                                                    | 1.46  | % 
|Net assets at end of period (in thousands)                   |  | $                                                  | 1,056 |   



|(a) | Commencement of operations.
|--- | ---------------------------

|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment fund in which the Fund invests.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of a collective investment fund, rather than portfolio turnover of the underlying portfolio of such collective investment fund. Due
to short period since inception, turnover is calculated using daily average instead of month end average which is utilized in the standard calculation.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



52



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Index Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                            |  |                |          
|----------------------------------------------------------------------------------------------------------- |  | -------------- | ---------
|                                                                                                            |  | March 31, 2009
|Assets                                                                                                      |  |                |          
|Investments in affiliated fund, at value:                                                                   |  |                |          
|State Street Bank and Trust Company Russell 2000 Index Non-Lending Fund (cost $995,873 and units of 40,619) |  | $              | 1,052,003
|Cash                                                                                                        |  |                | 2        
|Receivable for fund units sold                                                                              |  |                | 3,608    
|                                                                                                            |  |                |          
|Total assets                                                                                                |  |                | 1,055,613
|                                                                                                            |  |                |          
|Liabilities                                                                                                 |  |                |          
|Investment advisory fee payable                                                                             |  |                | 27       
|State Street Bank and Trust Companyprogram fee payable                                                     |  |                | 174      
|Trustee, management and administration fees payable                                                         |  |                | 62       
|ABA Retirement Fundsprogram fee payable                                                                    |  |                | 26       
|Payable for legal and audit services                                                                        |  |                | 28       
|Payable for compliance consultant fees                                                                      |  |                | 25       
|Payable for reports to unitholders                                                                          |  |                | 23       
|Other accruals                                                                                              |  |                | 13       
|                                                                                                            |  |                |          
|Total liabilities                                                                                           |  |                | 378      
|                                                                                                            |  |                |          
|                                                                                                            | 
|Net Assets(equivalent to $13.77 per unit based on 76,609 units outstanding)                                 |  | $              | 1,055,235
|                                                                                                            |  |                |          

The accompanying notes are an integral part of these financial statements.



53



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Index Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                    |         |  
|--------------------------------------------------------------- |  | -------------------------------------------------- | ------- | -
|                                                                |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |        
|Investment income                                               |  | $                                                  |        |  
|                                                                |  |                                                    |         |  
|                                                                | 
|Expenses                                                        |  |                                                    |         |  
|Investment advisory fee                                         |  |                                                    | 34      |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                    | 235     |  
|Trustee, management and administration fees                     |  |                                                    | 78      |  
|ABA Retirement Fundsprogram fee                                |  |                                                    | 34      |  
|Legal and audit fees                                            |  |                                                    | 28      |  
|Compliance consultant fees                                      |  |                                                    | 25      |  
|Reports to unitholders                                          |  |                                                    | 21      |  
|Registration fees                                               |  |                                                    | 4       |  
|Other fees                                                      |  |                                                    | 11      |  
|                                                                |  |                                                    |         |  
|Total expenses                                                  |  |                                                    | 470     |  
|                                                                |  |                                                    |         |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                    | (470    | )
|                                                                |  |                                                    |         |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    |         |  
|Net realized gain (loss)                                        |  |                                                    | (30,657 | )
|Change in net unrealized appreciation (depreciation)            |  |                                                    | 56,130  |  
|                                                                |  |                                                    |         |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                    | 25,473  |  
|                                                                |  |                                                    |         |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                                  | 25,003  |  
|                                                                |  |                                                    |         |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



54



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Index Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                    |           |  
|------------------------------------------------------------------ |  | -------------------------------------------------- | --------- | -
|                                                                   |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |          
|From operations                                                    |  |                                                    |           |  
|Net investment income (loss)                                       |  | $                                                  | (470      | )
|Net realized gain (loss)                                           |  |                                                    | (30,657   | )
|Change in net unrealized appreciation (depreciation)               |  |                                                    | 56,130    |  
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                    | 25,003    |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                    |           |  
|Proceeds from units issued                                         |  |                                                    | 1,513,132 |  
|Cost of units redeemed                                             |  |                                                    | (482,900  | )
|                                                                   |  |                                                    |           |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                    | 1,030,232 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                    | 1,055,235 |  
|                                                                   | 
|Net Assets                                                         |  |                                                    |           |  
|Beginning of period                                                |  |                                                    | 0         |  
|                                                                   |  |                                                    |           |  
|End of period                                                      |  | $                                                  | 1,055,235 |  
|                                                                   |  |                                                    |           |  
|                                                                   | 
|Number of units                                                    |  |                                                    |           |  
|Issued                                                             |  |                                                    | 114,328   |  
|Redeemed                                                           |  |                                                    | (37,719   | )
|                                                                   |  |                                                    |           |  
|Outstanding-end of period                                          |  |                                                    | 76,609    |  
|                                                                   |  |                                                    |           |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



55



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Small-Cap Index Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                    |       |     
|------------------------------------------------------------ |  | -------------------------------------------------- | ----- | ----
|                                                             |  | For the periodFebruary 3, 2009(a) toMarch 31, 2009 |      
|Investment income                                           |  | $                                                  |      |     
|Expenses()                                                |  |                                                    | (0.01 | )   
|                                                             |  |                                                    |       |     
|Net investment income (loss)                                 |  |                                                    | (0.01 | )   
|Net realized and unrealized gain (loss)                      |  |                                                    | (0.22 | )(b)
|                                                             |  |                                                    |       |     
|Net increase (decrease) in unit value                        |  |                                                    | (0.23 | )   
|Net asset value at beginning of period                       |  |                                                    | 14.00 |     
|                                                             |  |                                                    |       |     
|Net asset value at end of period                             |  | $                                                  | 13.77 |     
|                                                             |  |                                                    |       |     
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                    |       |     
|Ratio of expenses to average net assets*                   |  |                                                    | 0.69  | %   
|Ratio of net investment income (loss) to average net assets* |  |                                                    | (0.69 | )%  
|Portfolio turnover**                                      |  |                                                    | 75    | %   
|Total return**                                               |  |                                                    | (1.64 | )%  
|Net assets at end of period (in thousands)                   |  | $                                                  | 1,055 |     



|(a) | Commencement of operations.
|--- | ---------------------------

|(b) | The amount shown for a unit outstanding for the period ended March 31, 2009 does not correspond with the aggregate net gain (loss) on investments for the period then ended due
to the timing differences between issuances and redemptions of Fund units and investments made or sold by the Fund in pursuit of the Funds investment objective.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment fund in which the Fund invests.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of a collective investment fund, rather than portfolio turnover of the underlying portfolio of such collective investment fund. Due
to short period since inception, turnover is calculated using daily average instead of month end average which is utilized in the standard calculation.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



56



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Index Equity Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                     |  |                |        
|-------------------------------------------------------------------------------------------------------------------- |  | -------------- | -------
|                                                                                                                     |  | March 31, 2009
|Assets                                                                                                               |  |                |        
|Investments in affiliated fund, at value:                                                                            |  |                |        
|State Street Bank and Trust Company Daily MSCI ACWI Ex-US Index Non-Lending Fund (cost $690,829 and units of 71,919) |  | $              | 710,132
|Cash                                                                                                                 |  |                | 1      
|Receivable for fund units sold                                                                                       |  |                | 20,333 
|                                                                                                                     |  |                |        
|Total assets                                                                                                         |  |                | 730,466
|                                                                                                                     |  |                |        
|Liabilities                                                                                                          |  |                |        
|Payable for fund units redeemed                                                                                      |  |                | 75     
|Investment advisory fee payable                                                                                      |  |                | 22     
|State Street Bank and Trust Companyprogram fee payable                                                              |  |                | 73     
|Trustee, management and administration fees payable                                                                  |  |                | 26     
|ABA Retirement Fundsprogram fee payable                                                                             |  |                | 11     
|Other accruals                                                                                                       |  |                | 29     
|                                                                                                                     |  |                |        
|Total liabilities                                                                                                    |  |                | 236    
|                                                                                                                     |  |                |        
|                                                                                                                     | 
|Net Assets(equivalent to $16.83 per unit based on 43,386 units outstanding)                                          |  | $              | 730,230
|                                                                                                                     |  |                |        

The accompanying notes are an integral part of these financial statements.



57



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Index Equity Fund

Statement of Operations

Unaudited



|                                                                |  |                                                 |        |  
|--------------------------------------------------------------- |  | ----------------------------------------------- | ------ | -
|                                                                |  | For the periodMarch 3, 2009(a) toMarch 31, 2009 |       
|Investment income                                               |  | $                                               |       |  
|                                                                |  |                                                 |        |  
|                                                                | 
|Expenses                                                        |  |                                                 |        |  
|Investment advisory fee                                         |  |                                                 | 22     |  
|State Street Bank and Trust Companyprogram fee                 |  |                                                 | 74     |  
|Trustee, management and administration fees                     |  |                                                 | 26     |  
|ABA Retirement Fundsprogram fee                                |  |                                                 | 11     |  
|Legal and audit fees                                            |  |                                                 | 9      |  
|Compliance consultant fees                                      |  |                                                 | 8      |  
|Reports to unitholders                                          |  |                                                 | 7      |  
|Registration fees                                               |  |                                                 | 1      |  
|Other fees                                                      |  |                                                 | 4      |  
|                                                                |  |                                                 |        |  
|Total expenses                                                  |  |                                                 | 162    |  
|                                                                |  |                                                 |        |  
|                                                                | 
|Net investment income (loss)                                    |  |                                                 | (162   | )
|                                                                |  |                                                 |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                 |        |  
|Net realized gain (loss)                                        |  |                                                 | 130    |  
|                                                                | 
|Change in net unrealized appreciation (depreciation)            |  |                                                 | 19,303 |  
|                                                                |  |                                                 |        |  
|                                                                | 
|Net realized and unrealized gain (loss)                         |  |                                                 | 19,433 |  
|                                                                |  |                                                 |        |  
|                                                                | 
|Net increase (decrease) in net assets resulting from operations |  | $                                               | 19,271 |  
|                                                                |  |                                                 |        |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



58



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Index Equity Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                 |         |  
|------------------------------------------------------------------ |  | ----------------------------------------------- | ------- | -
|                                                                   |  | For the periodMarch 3, 2009(a) toMarch 31, 2009 |        
|From operations                                                    |  |                                                 |         |  
|Net investment income (loss)                                       |  | $                                               | (162    | )
|Net realized gain (loss)                                           |  |                                                 | 130     |  
|Change in net unrealized appreciation (depreciation)               |  |                                                 | 19,303  |  
|                                                                   |  |                                                 |         |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                 | 19,271  |  
|                                                                   |  |                                                 |         |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                 |         |  
|Proceeds from units issued                                         |  |                                                 | 737,091 |  
|Cost of units redeemed                                             |  |                                                 | (26,132 | )
|                                                                   |  |                                                 |         |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                 | 710,959 |  
|                                                                   |  |                                                 |         |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                 | 730,230 |  
|                                                                   | 
|Net Assets                                                         |  |                                                 |         |  
|Beginning of period                                                |  |                                                 | 0       |  
|                                                                   |  |                                                 |         |  
|End of period                                                      |  | $                                               | 730,230 |  
|                                                                   |  |                                                 |         |  
|                                                                   | 
|Number of units                                                    |  |                                                 |         |  
|Issued                                                             |  |                                                 | 44,975  |  
|Redeemed                                                           |  |                                                 | (1,589  | )
|                                                                   |  |                                                 |         |  
|Outstanding-end of period                                          |  |                                                 | 43,386  |  
|                                                                   |  |                                                 |         |  



|(a) | Commencement of operations.
|--- | ---------------------------

The accompanying notes are an
integral part of these financial statements.



59



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

International Index Equity Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                 |       |   
|------------------------------------------------------------ |  | ----------------------------------------------- | ----- | --
|                                                             |  | For the periodMarch 3, 2009(a) toMarch 31, 2009 |      
|Investment income                                           |  | $                                               |      |   
|Expenses()                                                |  |                                                 | (0.01 | ) 
|                                                             |  |                                                 |       |   
|Net investment income (loss)                                 |  |                                                 | (0.01 | ) 
|Net realized and unrealized gain (loss)                      |  |                                                 | 1.84  |   
|                                                             |  |                                                 |       |   
|Net increase (decrease) in unit value                        |  |                                                 | 1.83  |   
|Net asset value at beginning of period                       |  |                                                 | 15.00 |   
|                                                             |  |                                                 |       |   
|Net asset value at end of period                             |  | $                                               | 16.83 |   
|                                                             |  |                                                 |       |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                 |       |   
|Ratio of expenses to average net assets*                   |  |                                                 | 0.70  | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                 | (0.70 | )%
|Portfolio turnover**                                      |  |                                                 | 1     | % 
|Total return**                                               |  |                                                 | 12.20 | % 
|Net assets at end of period (in thousands)                   |  | $                                               | 730   |   



|(a) | Commencement of operations.
|--- | ---------------------------

|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment fund in which the Fund invests.
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of a collective investment fund, rather than portfolio turnover of the underlying portfolio of such collective investment fund. Due
to short period since inception, turnover is calculated using daily average instead of month end average which is utilized in the standard calculation.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



60



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Lifetime Income Retirement Date Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                                           |  |                |           
|------------------------------------------------------------------------------------------------------------------------------------------ |  | -------------- | ----------
|                                                                                                                                           |  | March 31, 2009
|Assets                                                                                                                                     |  |                |           
|Investments in affiliated fund, at value:                                                                                                  |  |                |           
|State Street Bank and Trust CompanySSGA Target Retirement Income Securities Lending Series Fund (cost $28,671,516 and units of
2,479,257) |  | $              | 24,916,532
|Cash                                                                                                                                       |  |                | 693       
|Receivable for fund units sold                                                                                                             |  |                | 6,932     
|                                                                                                                                           |  |                |           
|Total assets                                                                                                                               |  |                | 24,924,157
|                                                                                                                                           |  |                |           
|Liabilities                                                                                                                                |  |                |           
|Payable for investments purchased                                                                                                          |  |                | 6,427     
|Payable for fund units redeemed                                                                                                            |  |                | 505       
|Retirement Date Fund management fee payable                                                                                                |  |                | 2,084     
|State Street Bank and Trust Companyprogram fee payable                                                                                    |  |                | 6,961     
|Trustee, management and administration fees payable                                                                                        |  |                | 2,430     
|ABA Retirement Fundsprogram fee payable                                                                                                   |  |                | 1,032     
|Payable for legal and audit services                                                                                                       |  |                | 4,498     
|Payable for compliance consultant fees                                                                                                     |  |                | 4,013     
|Payable for reports to unitholders                                                                                                         |  |                | 3,786     
|Other accruals                                                                                                                             |  |                | 2,199     
|                                                                                                                                           |  |                |           
|Total liabilities                                                                                                                          |  |                | 33,935    
|                                                                                                                                           |  |                |           
|                                                                                                                                           | 
|Net Assets(equivalent to $9.28 per unit based on 2,683,539 units outstanding)                                                              |  | $              | 24,890,222
|                                                                                                                                           |  |                |           

The accompanying notes are an integral part of these financial statements.



61



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Lifetime Income Retirement Date Fund

Statement of Operations

Unaudited



|                                                                          |  |                                                |          |  
|------------------------------------------------------------------------- |  | ---------------------------------------------- | -------- | -
|                                                                          |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |         
|Investment income                                                         |  | $                                              |         |  
|                                                                          |  |                                                |          |  
|                                                                          | 
|Expenses                                                                  |  |                                                |          |  
|State Street Bank and Trust Companyprogram fee                           |  |                                                | 25,194   |  
|Trustee, management and administration fees                               |  |                                                | 7,468    |  
|Retirement Date Fund management fee                                       |  |                                                | 6,415    |  
|ABA Retirement Fundsprogram fee                                          |  |                                                | 3,264    |  
|Legal and audit fees                                                      |  |                                                | 4,233    |  
|Compliance consultant fees                                                |  |                                                | 3,827    |  
|Reports to unitholders                                                    |  |                                                | 3,224    |  
|Registration fees                                                         |  |                                                | 541      |  
|Other fees                                                                |  |                                                | 1,624    |  
|                                                                          |  |                                                |          |  
|Total expenses                                                            |  |                                                | 55,790   |  
|                                                                          |  |                                                |          |  
|                                                                          | 
|Net investment income (loss)                                              |  |                                                | (55,790  | )
|                                                                          |  |                                                |          |  
|                                                                          | 
|Net realized and unrealized gain (loss) on investments in affiliated fund |  |                                                |          |  
|Net realized gain (loss)                                                  |  |                                                | (449,472 | )
|                                                                          | 
|Change in net unrealized appreciation (depreciation)                      |  |                                                | (228,382 | )
|                                                                          |  |                                                |          |  
|                                                                          | 
|Net realized and unrealized gain (loss)                                   |  |                                                | (677,854 | )
|                                                                          |  |                                                |          |  
|                                                                          | 
|Net increase (decrease) in net assets resulting from operations           |  | $                                              | (733,644 | )
|                                                                          |  |                                                |          |  

The accompanying notes are an integral part of these financial statements.



62



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Lifetime Income Retirement Date Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |            |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ---------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|From operations                                                    |  |                                                |            |  
|Net investment income (loss)                                       |  | $                                              | (55,790    | )
|Net realized gain (loss)                                           |  |                                                | (449,472   | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | (228,382   | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (733,644   | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |            |  
|Proceeds from units issued                                         |  |                                                | 2,094,213  |  
|Cost of units redeemed                                             |  |                                                | (3,932,409 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | (1,838,196 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (2,571,840 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |            |  
|Beginning of period                                                |  |                                                | 27,462,062 |  
|                                                                   |  |                                                |            |  
|End of period                                                      |  | $                                              | 24,890,222 |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Number of units                                                    |  |                                                |            |  
|Outstanding-beginning of period                                    |  |                                                | 2,883,860  |  
|Issued                                                             |  |                                                | 226,373    |  
|Redeemed                                                           |  |                                                | (426,694   | )
|                                                                   |  |                                                |            |  
|Outstanding-end of period                                          |  |                                                | 2,683,539  |  
|                                                                   |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



63



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

Lifetime Income Retirement Date Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |        |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------ | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |       
|Investment income                                           |  | $                                              |       |   
|Expenses()                                                |  |                                                | (0.02  | ) 
|                                                             |  |                                                |        |   
|Net investment income (loss)                                 |  |                                                | (0.02  | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (0.22  | ) 
|                                                             |  |                                                |        |   
|Net increase (decrease) in unit value                        |  |                                                | (0.24  | ) 
|Net asset value at beginning of period                       |  |                                                | 9.52   |   
|                                                             |  |                                                |        |   
|Net asset value at end of period                             |  | $                                              | 9.28   |   
|                                                             |  |                                                |        |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |        |   
|Ratio of expenses to average net assets*                   |  |                                                | 0.87   | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.87  | )%
|Portfolio turnover**                                      |  |                                                | 5      | % 
|Total return**                                               |  |                                                | (2.52  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 24,890 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of the Funds assets invested in a collective investment fund, rather than portfolio turnover of the underlying portfolio of
such collective investment fund.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



64



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2010 Retirement Date Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                                         |  |                |           
|---------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------
|                                                                                                                                         |  | March 31, 2009
|Assets                                                                                                                                   |  |                |           
|Investments in affiliated fund, at value:                                                                                                |  |                |           
|State Street Bank and Trust CompanySSGA Target Retirement 2010 Securities Lending Series Fund (cost $53,918,749 and units of 4,601,024) |  | $              | 43,829,359
|Cash                                                                                                                                     |  |                | 1,252     
|Receivable for fund units sold                                                                                                           |  |                | 42,841    
|                                                                                                                                         |  |                |           
|Total assets                                                                                                                             |  |                | 43,873,452
|                                                                                                                                         |  |                |           
|Liabilities                                                                                                                              |  |                |           
|Payable for investments purchased                                                                                                        |  |                | 41,188    
|Payable for fund units redeemed                                                                                                          |  |                | 1,653     
|Retirement Date Fund management fee payable                                                                                              |  |                | 3,635     
|State Street Bank and Trust Companyprogram fee payable                                                                                  |  |                | 12,143    
|Trustee, management and administration fees payable                                                                                      |  |                | 4,238     
|ABA Retirement Fundsprogram fee payable                                                                                                 |  |                | 1,799     
|Payable for legal and audit services                                                                                                     |  |                | 7,788     
|Payable for compliance consultant fees                                                                                                   |  |                | 6,947     
|Payable for reports to unitholders                                                                                                       |  |                | 6,555     
|Other accruals                                                                                                                           |  |                | 3,807     
|                                                                                                                                         |  |                |           
|Total liabilities                                                                                                                        |  |                | 89,753    
|                                                                                                                                         |  |                |           
|                                                                                                                                         | 
|Net Assets(equivalent to $10.38 per unit based on 4,218,523 units outstanding)                                                           |  | $              | 43,783,699
|                                                                                                                                         |  |                |           

The accompanying notes are an integral part of these financial statements.



65



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2010 Retirement Date Fund

Statement of Operations

Unaudited



|                                                                          |  |                                                |            |  
|------------------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | -
|                                                                          |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|Investment income                                                         |  | $                                              |           |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Expenses                                                                  |  |                                                |            |  
|State Street Bank and Trust Companyprogram fee                           |  |                                                | 43,709     |  
|Trustee, management and administration fees                               |  |                                                | 12,972     |  
|Retirement Date Fund management fee                                       |  |                                                | 11,144     |  
|ABA Retirement Fundsprogram fee                                          |  |                                                | 5,666      |  
|Legal and audit fees                                                      |  |                                                | 7,315      |  
|Compliance consultant fees                                                |  |                                                | 6,614      |  
|Reports to unitholders                                                    |  |                                                | 5,572      |  
|Registration fees                                                         |  |                                                | 936        |  
|Other fees                                                                |  |                                                | 2,804      |  
|                                                                          |  |                                                |            |  
|Total expenses                                                            |  |                                                | 96,732     |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net investment income (loss)                                              |  |                                                | (96,732    | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss) on investments in affiliated fund |  |                                                |            |  
|Net realized gain (loss)                                                  |  |                                                | (1,052,108 | )
|                                                                          | 
|Change in net unrealized appreciation (depreciation)                      |  |                                                | (1,459,057 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss)                                   |  |                                                | (2,511,165 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net increase (decrease) in net assets resulting from operations           |  | $                                              | (2,607,897 | )
|                                                                          |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



66



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2010 Retirement Date Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |            |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ---------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|From operations                                                    |  |                                                |            |  
|Net investment income (loss)                                       |  | $                                              | (96,732    | )
|Net realized gain (loss)                                           |  |                                                | (1,052,108 | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | (1,459,057 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (2,607,897 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |            |  
|Proceeds from units issued                                         |  |                                                | 3,788,853  |  
|Cost of units redeemed                                             |  |                                                | (6,583,161 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | (2,794,308 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (5,402,205 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |            |  
|Beginning of period                                                |  |                                                | 49,185,904 |  
|                                                                   |  |                                                |            |  
|End of period                                                      |  | $                                              | 43,783,699 |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Number of units                                                    |  |                                                |            |  
|Outstanding-beginning of period                                    |  |                                                | 4,478,584  |  
|Issued                                                             |  |                                                | 365,149    |  
|Redeemed                                                           |  |                                                | (625,210   | )
|                                                                   |  |                                                |            |  
|Outstanding-end of period                                          |  |                                                | 4,218,523  |  
|                                                                   |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



67



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2010 Retirement Date Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |        |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------ | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |       
|Investment income                                           |  | $                                              |       |   
|Expenses()                                                |  |                                                | (0.02  | ) 
|                                                             |  |                                                |        |   
|Net investment income (loss)                                 |  |                                                | (0.02  | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (0.58  | ) 
|                                                             |  |                                                |        |   
|Net increase (decrease) in unit value                        |  |                                                | (0.60  | ) 
|Net asset value at beginning of period                       |  |                                                | 10.98  |   
|                                                             |  |                                                |        |   
|Net asset value at end of period                             |  | $                                              | 10.38  |   
|                                                             |  |                                                |        |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |        |   
|Ratio of expenses to average net assets*                   |  |                                                | 0.87   | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.87  | )%
|Portfolio turnover**                                      |  |                                                | 4      | % 
|Total return**                                               |  |                                                | (5.46  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 43,784 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of the Funds assets invested in a collective investment fund, rather than portfolio turnover of the underlying portfolio of
such collective investment fund.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



68



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2020 Retirement Date Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                                         |  |                |           
|---------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------
|                                                                                                                                         |  | March 31, 2009
|Assets                                                                                                                                   |  |                |           
|Investments in affiliated fund, at value:                                                                                                |  |                |           
|State Street Bank and Trust CompanySSGA Target Retirement 2020 Securities Lending Series Fund (cost $94,837,848 and units of 7,861,384) |  | $              | 68,739,940
|Cash                                                                                                                                     |  |                | 1,808     
|Receivable for fund units sold                                                                                                           |  |                | 94,726    
|                                                                                                                                         |  |                |           
|Total assets                                                                                                                             |  |                | 68,836,474
|                                                                                                                                         |  |                |           
|Liabilities                                                                                                                              |  |                |           
|Payable for investments purchased                                                                                                        |  |                | 93,620    
|Payable for fund units redeemed                                                                                                          |  |                | 1,106     
|Retirement Date Fund management fee payable                                                                                              |  |                | 5,627     
|State Street Bank and Trust Companyprogram fee payable                                                                                  |  |                | 18,798    
|Trustee, management and administration fees payable                                                                                      |  |                | 6,555     
|ABA Retirement Fundsprogram fee payable                                                                                                 |  |                | 2,784     
|Payable for legal and audit services                                                                                                     |  |                | 12,161    
|Payable for compliance consultant fees                                                                                                   |  |                | 10,847    
|Payable for reports to unitholders                                                                                                       |  |                | 10,236    
|Other accruals                                                                                                                           |  |                | 5,944     
|                                                                                                                                         |  |                |           
|Total liabilities                                                                                                                        |  |                | 167,678   
|                                                                                                                                         |  |                |           
|                                                                                                                                         | 
|Net Assets(equivalent to $10.93 per unit based on 6,283,170 units outstanding)                                                           |  | $              | 68,668,796
|                                                                                                                                         |  |                |           

The accompanying notes are an integral part of these financial statements.



69



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2020 Retirement Date Fund

Statement of Operations

Unaudited



|                                                                          |  |                                                |            |  
|------------------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | -
|                                                                          |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|Investment income                                                         |  | $                                              |           |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Expenses                                                                  |  |                                                |            |  
|Retirement Date Fund management fee                                       |  |                                                | 17,360     |  
|State Street Bank and Trust Companyprogram fee                           |  |                                                | 68,161     |  
|Trustee, management and administration fees                               |  |                                                | 20,204     |  
|ABA Retirement Fundsprogram fee                                          |  |                                                | 8,830      |  
|Legal and audit fees                                                      |  |                                                | 11,436     |  
|Compliance consultant fees                                                |  |                                                | 10,340     |  
|Reports to unitholders                                                    |  |                                                | 8,710      |  
|Registration fees                                                         |  |                                                | 1,463      |  
|Other fees                                                                |  |                                                | 4,384      |  
|                                                                          |  |                                                |            |  
|Total expenses                                                            |  |                                                | 150,888    |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net investment income (loss)                                              |  |                                                | (150,888   | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss) on investments in affiliated fund |  |                                                |            |  
|Net realized gain (loss)                                                  |  |                                                | (1,808,506 | )
|                                                                          | 
|Change in net unrealized appreciation (depreciation)                      |  |                                                | (4,440,229 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss)                                   |  |                                                | (6,248,735 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net increase (decrease) in net assets resulting from operations           |  | $                                              | (6,399,623 | )
|                                                                          |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



70



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2020 Retirement Date Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |            |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ---------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|From operations                                                    |  |                                                |            |  
|Net investment income (loss)                                       |  | $                                              | (150,888   | )
|Net realized gain (loss)                                           |  |                                                | (1,808,506 | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | (4,440,229 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (6,399,623 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |            |  
|Proceeds from units issued                                         |  |                                                | 6,547,044  |  
|Cost of units redeemed                                             |  |                                                | (6,334,086 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | 212,958    |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (6,186,665 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |            |  
|Beginning of period                                                |  |                                                | 74,855,461 |  
|                                                                   |  |                                                |            |  
|End of period                                                      |  | $                                              | 68,668,796 |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Number of units                                                    |  |                                                |            |  
|Outstanding-beginning of period                                    |  |                                                | 6,284,404  |  
|Issued                                                             |  |                                                | 592,944    |  
|Redeemed                                                           |  |                                                | (594,178   | )
|                                                                   |  |                                                |            |  
|Outstanding-end of period                                          |  |                                                | 6,283,170  |  
|                                                                   |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



71



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2020 Retirement Date Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |        |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------ | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |       
|Investment income                                           |  | $                                              |       |   
|Expenses()                                                |  |                                                | (0.02  | ) 
|                                                             |  |                                                |        |   
|Net investment income (loss)                                 |  |                                                | (0.02  | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (0.96  | ) 
|                                                             |  |                                                |        |   
|Net increase (decrease) in unit value                        |  |                                                | (0.98  | ) 
|Net asset value at beginning of period                       |  |                                                | 11.91  |   
|                                                             |  |                                                |        |   
|Net asset value at end of period                             |  | $                                              | 10.93  |   
|                                                             |  |                                                |        |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |        |   
|Ratio of expenses to average net assets*                   |  |                                                | 0.87   | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.87  | )%
|Portfolio turnover**                                      |  |                                                | 6      | % 
|Total return**                                               |  |                                                | (8.23  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 68,669 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of the Funds assets invested in a collective investment fund, rather than portfolio turnover of the underlying portfolio of
such collective investment fund.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



72



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2030 Retirement Date Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                                         |  |                |           
|---------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------
|                                                                                                                                         |  | March 31, 2009
|Assets                                                                                                                                   |  |                |           
|Investments in affiliated fund, at value:                                                                                                |  |                |           
|State Street Bank and Trust CompanySSGA Target Retirement 2030 Securities Lending Series Fund (cost $71,100,360 and units of 5,784,452) |  | $              | 47,420,938
|Cash                                                                                                                                     |  |                | 1,285     
|Receivable for investments sold                                                                                                          |  |                | 19,451    
|Receivable for fund units sold                                                                                                           |  |                | 51,095    
|                                                                                                                                         |  |                |           
|Total assets                                                                                                                             |  |                | 47,492,769
|                                                                                                                                         |  |                |           
|Liabilities                                                                                                                              |  |                |           
|Payable for fund units redeemed                                                                                                          |  |                | 70,546    
|Retirement Date Fund management fee payable                                                                                              |  |                | 3,842     
|State Street Bank and Trust Companyprogram fee payable                                                                                  |  |                | 12,821    
|Trustee, management and administration fees payable                                                                                      |  |                | 4,477     
|ABA Retirement Fundsprogram fee payable                                                                                                 |  |                | 1,900     
|Payable for legal and audit services                                                                                                     |  |                | 8,308     
|Payable for compliance consultant fees                                                                                                   |  |                | 7,411     
|Payable for reports to unitholders                                                                                                       |  |                | 6,993     
|Other accruals                                                                                                                           |  |                | 4,061     
|                                                                                                                                         |  |                |           
|Total liabilities                                                                                                                        |  |                | 120,359   
|                                                                                                                                         |  |                |           
|                                                                                                                                         | 
|Net Assets(equivalent to $11.53 per unit based on 4,108,176 units outstanding)                                                           |  | $              | 47,372,410
|                                                                                                                                         |  |                |           

The accompanying notes are an integral part of these financial statements.



73



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2030 Retirement Date Fund

Statement of Operations

Unaudited



|                                                                          |  |                                                |            |  
|------------------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | -
|                                                                          |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|Investment income                                                         |  | $                                              |           |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Expenses                                                                  |  |                                                |            |  
|State Street Bank and Trust Companyprogram fee                           |  |                                                | 46,298     |  
|Trustee, management and administration fees                               |  |                                                | 13,737     |  
|Retirement Date Fund management fee                                       |  |                                                | 11,804     |  
|ABA Retirement Fundsprogram fee                                          |  |                                                | 6,000      |  
|Legal and audit fees                                                      |  |                                                | 7,760      |  
|Compliance consultant fees                                                |  |                                                | 7,017      |  
|Reports to unitholders                                                    |  |                                                | 5,911      |  
|Registration fees                                                         |  |                                                | 993        |  
|Other fees                                                                |  |                                                | 2,974      |  
|                                                                          |  |                                                |            |  
|Total expenses                                                            |  |                                                | 102,494    |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net investment income (loss)                                              |  |                                                | (102,494   | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss) on investments in affiliated fund |  |                                                |            |  
|Net realized gain (loss)                                                  |  |                                                | (932,396   | )
|                                                                          | 
|Change in net unrealized appreciation (depreciation)                      |  |                                                | (4,084,543 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss)                                   |  |                                                | (5,016,939 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net increase (decrease) in net assets resulting from operations           |  | $                                              | (5,119,433 | )
|                                                                          |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



74



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2030 Retirement Date Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |            |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ---------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|From operations                                                    |  |                                                |            |  
|Net investment income (loss)                                       |  | $                                              | (102,494   | )
|Net realized gain (loss)                                           |  |                                                | (932,396   | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | (4,084,543 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (5,119,433 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |            |  
|Proceeds from units issued                                         |  |                                                | 5,400,855  |  
|Cost of units redeemed                                             |  |                                                | (4,151,368 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | 1,249,487  |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (3,869,946 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |            |  
|Beginning of period                                                |  |                                                | 51,242,356 |  
|                                                                   |  |                                                |            |  
|End of period                                                      |  | $                                              | 47,372,410 |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Number of units                                                    |  |                                                |            |  
|Outstanding-beginning of period                                    |  |                                                | 4,006,357  |  
|Issued                                                             |  |                                                | 460,245    |  
|Redeemed                                                           |  |                                                | (358,426   | )
|                                                                   |  |                                                |            |  
|Outstanding-end of period                                          |  |                                                | 4,108,176  |  
|                                                                   |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



75



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2030 Retirement Date Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |        |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------ | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |       
|Investment income                                           |  | $                                              |       |   
|Expenses()                                                |  |                                                | (0.03  | ) 
|                                                             |  |                                                |        |   
|Net investment income (loss)                                 |  |                                                | (0.03  | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (1.23  | ) 
|                                                             |  |                                                |        |   
|Net increase (decrease) in unit value                        |  |                                                | (1.26  | ) 
|Net asset value at beginning of period                       |  |                                                | 12.79  |   
|                                                             |  |                                                |        |   
|Net asset value at end of period                             |  | $                                              | 11.53  |   
|                                                             |  |                                                |        |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |        |   
|Ratio of expenses to average net assets*                   |  |                                                | 0.87   | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.87  | )%
|Portfolio turnover**                                      |  |                                                | 4      | % 
|Total return**                                               |  |                                                | (9.85  | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 47,372 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of the Funds assets invested in a collective investment fund, rather than portfolio turnover of the underlying portfolio of
such collective investment fund.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



76



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2040 Retirement Date Fund

Statement of Assets and Liabilities

Unaudited



|                                                                                                                                         |  |                |           
|---------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- | ----------
|                                                                                                                                         |  | March 31, 2009
|Assets                                                                                                                                   |  |                |           
|Investments in affiliated fund, at value:                                                                                                |  |                |           
|State Street Bank and Trust CompanySSGA Target Retirement 2040 Securities Lending Series Fund (cost $45,127,887 and units of 3,704,977) |  | $              | 29,836,178
|Cash                                                                                                                                     |  |                | 819       
|Receivable for fund units sold                                                                                                           |  |                | 48,590    
|                                                                                                                                         |  |                |           
|Total assets                                                                                                                             |  |                | 29,885,587
|                                                                                                                                         |  |                |           
|Liabilities                                                                                                                              |  |                |           
|Payable for investments purchased                                                                                                        |  |                | 24,190    
|Payable for fund units redeemed                                                                                                          |  |                | 24,400    
|Retirement Date Fund management fee payable                                                                                              |  |                | 2,360     
|State Street Bank and Trust Companyprogram fee payable                                                                                  |  |                | 7,864     
|Trustee, management and administration fees payable                                                                                      |  |                | 2,749     
|ABA Retirement Fundsprogram fee payable                                                                                                 |  |                | 1,166     
|Payable for legal and audit services                                                                                                     |  |                | 5,041     
|Other accruals                                                                                                                           |  |                | 11,204    
|                                                                                                                                         |  |                |           
|Total liabilities                                                                                                                        |  |                | 78,974    
|                                                                                                                                         |  |                |           
|                                                                                                                                         | 
|Net Assets(equivalent to $12.48 per unit based on 2,387,442 units outstanding)                                                           |  | $              | 29,806,613
|                                                                                                                                         |  |                |           

The accompanying notes are an integral part of these financial statements.



77



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2040 Retirement Date Fund

Statement of Operations

Unaudited



|                                                                          |  |                                                |            |  
|------------------------------------------------------------------------- |  | ---------------------------------------------- | ---------- | -
|                                                                          |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|Investment income                                                         |  | $                                              |           |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Expenses                                                                  |  |                                                |            |  
|State Street Bank and Trust Companyprogram fee                           |  |                                                | 28,087     |  
|Trustee, management and administration fees                               |  |                                                | 8,342      |  
|Retirement Date Fund management fee                                       |  |                                                | 7,168      |  
|ABA Retirement Fundsprogram fee                                          |  |                                                | 3,643      |  
|Legal and audit fees                                                      |  |                                                | 4,696      |  
|Compliance consultant fees                                                |  |                                                | 4,246      |  
|Reports to unitholders                                                    |  |                                                | 3,577      |  
|Registration fees                                                         |  |                                                | 601        |  
|Other fees                                                                |  |                                                | 1,799      |  
|                                                                          |  |                                                |            |  
|Total expenses                                                            |  |                                                | 62,159     |  
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net investment income (loss)                                              |  |                                                | (62,159    | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss) on investments in affiliated fund |  |                                                |            |  
|Net realized gain (loss)                                                  |  |                                                | (682,409   | )
|                                                                          | 
|Change in net unrealized appreciation (depreciation)                      |  |                                                | (2,442,290 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net realized and unrealized gain (loss)                                   |  |                                                | (3,124,699 | )
|                                                                          |  |                                                |            |  
|                                                                          | 
|Net increase (decrease) in net assets resulting from operations           |  | $                                              | (3,186,858 | )
|                                                                          |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



78



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2040 Retirement Date Fund

Statement of Changes in Net Assets

Unaudited



|                                                                   |  |                                                |            |  
|------------------------------------------------------------------ |  | ---------------------------------------------- | ---------- | -
|                                                                   |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |           
|From operations                                                    |  |                                                |            |  
|Net investment income (loss)                                       |  | $                                              | (62,159    | )
|Net realized gain (loss)                                           |  |                                                | (682,409   | )
|Change in net unrealized appreciation (depreciation)               |  |                                                | (2,442,290 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets resulting from operations    |  |                                                | (3,186,858 | )
|                                                                   |  |                                                |            |  
|                                                                   | 
|From unitholder transactions                                       |  |                                                |            |  
|Proceeds from units issued                                         |  |                                                | 4,756,829  |  
|Cost of units redeemed                                             |  |                                                | (3,077,059 | )
|                                                                   |  |                                                |            |  
|Net increase (decrease) in net assets from unitholder transactions |  |                                                | 1,679,770  |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Net increase (decrease) in net assets                              |  |                                                | (1,507,088 | )
|                                                                   | 
|Net Assets                                                         |  |                                                |            |  
|Beginning of period                                                |  |                                                | 31,313,701 |  
|                                                                   |  |                                                |            |  
|End of period                                                      |  | $                                              | 29,806,613 |  
|                                                                   |  |                                                |            |  
|                                                                   | 
|Number of units                                                    |  |                                                |            |  
|Outstanding-beginning of period                                    |  |                                                | 2,251,543  |  
|Issued                                                             |  |                                                | 375,900    |  
|Redeemed                                                           |  |                                                | (240,001   | )
|                                                                   |  |                                                |            |  
|Outstanding-end of period                                          |  |                                                | 2,387,442  |  
|                                                                   |  |                                                |            |  

The accompanying notes are an integral part of these financial statements.



79



---

##### Table of Contents

American Bar Association Members/ State Street Collective Trust

2040 Retirement Date Fund

Financial Highlights

Unaudited

(For a unit outstanding throughout the period)



|                                                             |  |                                                |        |   
|------------------------------------------------------------ |  | ---------------------------------------------- | ------ | --
|                                                             |  | For the periodJanuary 1, 2009 toMarch 31, 2009 |       
|Investment income                                           |  | $                                              |       |   
|Expenses()                                                |  |                                                | (0.03  | ) 
|                                                             |  |                                                |        |   
|Net investment income (loss)                                 |  |                                                | (0.03  | ) 
|Net realized and unrealized gain (loss)                      |  |                                                | (1.40  | ) 
|                                                             |  |                                                |        |   
|Net increase (decrease) in unit value                        |  |                                                | (1.43  | ) 
|Net asset value at beginning of period                       |  |                                                | 13.91  |   
|                                                             |  |                                                |        |   
|Net asset value at end of period                             |  | $                                              | 12.48  |   
|                                                             |  |                                                |        |   
|                                                             | 
|Ratios/Supplemental Data:                                    |  |                                                |        |   
|Ratio of expenses to average net assets*                   |  |                                                | 0.87   | % 
|Ratio of net investment income (loss) to average net assets* |  |                                                | (0.87  | )%
|Portfolio turnover**                                      |  |                                                | 5      | % 
|Total return**                                               |  |                                                | (10.28 | )%
|Net assets at end of period (in thousands)                   |  | $                                              | 29,807 |   



|* | Annualized.
|- | -----------

|** | Not annualized.
|-- | ---------------

| | Calculations prepared using the daily average number of units outstanding during the period.
|- | --------------------------------------------------------------------------------------------

| | Expenses includes only those expenses charged directly to the Fund and does not include expenses charged to the collective investment funds in which the Fund invests a portion of
its assets.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | Portfolio turnover reflects purchases and sales of the Funds assets invested in a collective investment fund, rather than portfolio turnover of the underlying portfolio of
such collective investment fund.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.



80



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements

Unaudited



1. Description of the Trust

American Bar Association Members/State Street Collective Trust (the Trust or the Collective Trust) was organized on August 8, 1991 under the American Bar Association Members/State Street
Collective Trust Declaration of Trust as amended and restated on December 5, 1991 and as amended thereafter. Since December 1, 2004, State Street Bank and Trust Company of New Hampshire (State Street or the Trustee)
acts as trustee of the Collective Trust. The Trust is maintained exclusively for the collective investment of monies administered on behalf of participants in the ABA Retirement Funds program (the Program). Fifteen separate collective
investment funds (the Funds) and the Retirement Date Funds (also the Funds)are established under the Trust. The Retirement Date Funds are a group of five balanced investment funds that invest in a series of SSgA
funds, each of which is designed to correspond to a particular time horizon to retirement. The Funds are investment options under the Program, which is sponsored by the ABA Retirement Funds (ARF) (formerly called the American Bar
Retirement Association). The objectives and principal strategies of the Funds are as follows:

Managed Funds

Balanced Fundcurrent income and long-term capital appreciation through investment in common stocks, other equity-type
securities and debt securities. As of March 31, 2009, 47.4% of the Funds net assets were invested in the American Bar Association Members/State Street Collective Trust Intermediate Bond Fund.

Intermediate Bond Fundinvests primarily in debt securities of varying maturities, with an average portfolio duration of three
to six years, with the objective of achieving a competitive total return from current income and capital appreciation.

International Equity Fundlong term growth of capital through investment in common stocks and other equity securities of established non-U.S. companies.

Large-Cap Growth Equity Fundlong term growth of capital and some dividend income through investment in common stocks and
equity-type securities of large, well established companies. Currently invests in common stocks and the State Street Bank and Trust Company Russell 1000 Growth Index Securities Lending Fund, a separate State Street Bank collective investment fund
which invests in securities contained in the Russell 1000 Growth Index. As of March 31, 2009, 32.5% of the Funds net assets were invested in the State Street Bank and Trust Company Russell 1000 Growth Index Securities Lending Fund. This
underlying funds annual financial statements are available from State Street Bank upon request.

Large-Cap Value
Equity Fundlong term growth of capital and dividend income through investment in common stocks, primarily of large capitalization companies believed to be undervalued. Currently invests in common stocks and the State Street Bank and Trust
Company Russell 1000 Value Index Securities Lending Fund, a separate State Street Bank collective investment fund which invests in securities contained in the Russell 1000 Value Index. As of March 31, 2009, 24.9% of the Funds net assets
were invested in the State Street Bank and Trust Company Russell 1000 Value Index Securities Lending Fund. This underlying funds annual financial statements are available from State Street Bank upon request.

Mid-Cap Growth Equity Fundlong term growth of capital through investment in common stocks, primarily of medium sized
companies believed to have strong earnings growth potential.

Mid-Cap Value Equity Fundlong term growth of
capital through investment in common stocks, primarily of medium sized companies believed to be undervalued.



81



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



Small-Cap Equity Fundlong term growth of capital through investment in
common stocks of small companies believed to have strong appreciation potential. Currently invests in common stocks and the State Street Bank and Trust Company Russell 2000 Index Securities Lending Fund, a separate State Street Bank collective
investment fund which invests in securities contained in the Russell 2000 Index. As of March 31, 2009, 14.2% of the Funds net assets were invested in the State Street Bank and Trust Company Russell 2000 Index Securities Lending Fund. This
funds annual and financial statements are available from State Street Bank upon request.

Stable Asset Return Fund(SARF)current income consistent with preserving principal and maintaining liquidity. Currently, SARF invests all of its assets in the State Street Bank ABA Members/Pooled Stable Asset Fund Trust (SAFT), a separate
State Street Bank collective investment fund which invests in investment contracts (Traditional Investment Contracts), Synthetic GICs, which represent individual assets placed in a Trust, including by investing a portion of
its assets in the State Street Bank and Trust Company Yield Enhanced Short-Term Investment Fund (YES), an enhanced short-term income collective investment fund maintained by State Street Bank. During March 2009, SAFT sold out of YES and
began investing in the State Street Bank and Trust Company Short Term Investment Fund (STIF). The Stable Asset Return Fund is the only investor in SAFT, while retirement plans other than those adopted under the Program also invest in
STIF. The annual financial statements of STIF, YES and SAFT are available from State Street Bank upon request.

Index Funds

Bond Index Fundreplication of the total return of the U.S. investment-grade bond market represented by the
Barclays Capital U.S. Aggregate Bond Index. Currently 100% of the Funds assets are invested indirectly through the State Street Bank and Trust Company Passive Bond Market Index Non-Lending Fund, which is a collective investment fund maintained
by State Street Bank. This underlying funds annual financial statements are available from State Street Bank upon request.

Large-Cap Index Equity Fundreplication of the total return of the portion of the U.S. stock market represented by the S&P 500 Index. Currently 100% of the Funds assets are invested indirectly through the State Street
Bank and Trust Company S&P 500 Flagship Non-Lending Fund, which is a collective investment fund maintained by State Street Bank. This underlying funds annual financial statements are available from State Street Bank upon request.

Index Equity Fundreplication of the total return of the Russell 3000 Index. Currently invests 100% of the
Funds assets in the State Street Bank and Trust Company Russell 3000 Index Securities Lending Fund, a separate State Street Bank collective investment fund which invests in securities contained in the Russell 3000 Index. This underlying
funds annual financial statements are available from State Street Bank upon request.

Mid-Cap Index Equity
Fundreplication of the total return of the portion of the U.S. stock market represented by the S&P Mid Cap 400 Index. Currently 100% of the Funds assets are invested indirectly through the State Street Bank and Trust Company
S&P Mid-Cap Index Non-Lending Fund, which is a collective investment fund maintained by State Street Bank. This underlying funds annual financial statements are available from State Street Bank upon request.

Small-Cap Index Equity Fundreplication of the total return of the portion of the U.S. stock market represented by the Russell
2000 Index. Currently 100% of the Funds assets are invested indirectly through the State Street Bank and Trust Company Russell 2000 Index Non-Lending Fund, which is a collective investment fund maintained by State Street Bank. This underlying
funds annual financial statements are available from State Street Bank upon request.

International Index Equity
Fundreplication of the total return of the portion of the stock market represented by the Morgan Stanley Capital International All-Country World Ex-U.S. Free (MSCI ACWI ex-US) Index. Currently invests 100% of the Funds
assets indirectly through the State Street Bank and Trust Company Daily MSCI ACWI Ex-US Index Non-Lending Fund, which is a collective investment fund maintained by State Street Bank. This underlying funds annual financial statements are
available from State Street Bank upon request.



82



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



Retirement Date Funds

Retirement Date Fundsseek to provide a series of balanced investment funds each of which is designed to correspond to a
particular time horizon to retirement. The five Retirement Date Funds, designated as the Lifetime Income Retirement Date Fund, 2010 Retirement Date Fund, 2020 Retirement Date Fund, 2030 Retirement Date Fundand 2040 Retirement Date
Fund, respectively, offer five separate target retirement date strategies. With the exception of the Lifetime Income Retirement Date Fund, which is designed for those currently retired, each Retirement Date Funds asset mix
will, over time, become progressively more conservative as the specified target retirement date draws nearer.

The Retirement Date Funds
utilize a broad range of asset classes and an annual rebalancing process to provide diversification of returns and risks consistent with the stated time horizon to retirement. Investment in each such asset class is obtained by investing in index
strategies or other pooled strategies with low tracking error. Each of the Funds currently invests 100% of the Funds assets in a separate State Street Bank and Trust Company collective investment fund listed below.

Lifetime Income Retirement Date Fundinvests in the State Street Bank and Trust CompanySSgA Target Retirement Income Securities Lending
Series Fund.

2010 Retirement Date Fundinvests in the State Street Bank and Trust CompanySSgA Target Retirement 2010
Securities Lending Series Fund.

2020 Retirement Date Fundinvests in the State Street Bank and Trust CompanySSgA Target
Retirement 2020 Securities Lending Series Fund.

2030 Retirement Date Fundinvests in the State Street Bank and Trust
CompanySSgA Target Retirement 2030 Securities Lending Series Fund.

2040 Retirement Date Fundinvests in the State Street
Bank and Trust CompanySSgA Target Retirement 2040 Securities Lending Series Fund.

Each of these underlying funds annual
financial statements is available from State Street Bank upon request.

All the Funds may invest in YES, an enhanced short-term income
collective investment fund, or STIF, a short-term income collective investment fund. The annual financial statements of YES and STIF are available from State Street Bank upon request.

Funds in the Trust that participate directly in securities lending may have cash collateral invested in the State Street Quality D Short-Term Investment
Fund (Quality D). State Street Bank and Trust Company serves as the trustee for Quality D. For purposes of daily admissions and redemptions, the short-term portfolio instruments in Quality D are currently valued on the basis of amortized
cost, as provided for in the Declaration of Trust of Quality D. Participant units in Quality D are issued and redeemed on each business day (valuation date). Participant units in Quality D are currently purchased and redeemed at a
constant net asset value of $1.00 per unit for normal course transactions, such as new loans and returns of borrowed securities and adjustments upon the mark to market of securities on loan. In the event that a significant disparity develops between
the constant net asset value and the market based net asset value of Quality D, the trustee of Quality D may determine that continued redemption at a constant $1.00 net asset value would create inequitable results for the Quality D unit holders. In
these circumstances, the trustee of Quality D, in its sole discretion and acting in a manner its deems appropriate and fair on behalf of all of the Quality D unit holders, may adjust the valuation of the units or assets of Quality D until such time
as the disparity between the market-based and the constant net asset value per unit is deemed to be immaterial.

The trustee for Quality D
has informed the Trust that it believes that the current disparity between the constant or amortized cost net asset value and the net asset value based on fair market value is primarily attributable to unrealized losses on longer duration
instruments stemming from a lack of liquidity in the secondary market rather than from any impairment to the underlying assets. The trustee of Quality D continues to believe that these longer duration instruments will mature at par and that selling
these assets in the short term would result in significant realized losses that would not be in the best interest of all participants in Quality D. Accordingly, the trustee for Quality D applied



83



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



withdrawal safeguards. In order to maintain long term value for all participants in Quality D, any participant in Quality D, including the Funds of the
Trust, that expressly or otherwise effectively terminates its participation in the securities lending program would, on redemption, receive an in-kind pro rata share of the securities held by Quality D. The trustee of Quality D continues, however,
to transact normal daily activity, such as new loans, loan returns and daily marks to market, at $1.00. The financial statements of Quality D are available from State Street Bank upon request.

State Street Bank collective investment funds, in which the Funds invest, may participate in securities lending and may invest their cash collateral in
State Street Bank Quality Trust, or in the State Street Super Collateral Short-Term Investment Fund (Super C), funds that operate similar to Quality D (collectively with Quality D, the Cash Collateral Funds). These funds also
have experienced discrepancies between constant asset values and net asset values based on fair market values of these securities for the same reasons as described above, and also have imposed redemption limitations for participants terminating
participation in the securities lending program. The financial statements of Quality Trust and Super C are available from State Street Bank upon request.

The Cash Collateral Funds per unit net asset values, and the net asset value of the Funds investing in Cash Collateral Funds, reflected in the financial statements are based on United States generally accepted
accounting principles (GAAP) and differ from the per unit net asset values calculated for purpose of transactions experienced by participants in their account. The difference is driven by the GAAP valuation of the securities lending Cash
Collateral Funds (See Note 6).

The Trust may offer and sell an unlimited number of units representing interests in separate Funds of the
Trust, each unit to be offered and sold at the per unit net asset value of the corresponding Fund.

State Street offers and administers the
investment options for the Program available under the Collective Trust.

State Street is a non-depository trust company established under
the laws of the State of New Hampshire and is a wholly-owned subsidiary of State Street Bank. State Street has assumed responsibility for administering the Collective Trust and providing investment options for the Program. State Street Bank is a
trust company established under the laws of The Commonwealth of Massachusetts and is a wholly-owned subsidiary of State Street Corporation, a Massachusetts corporation and a holding company registered under the Federal Bank Holding Company Act of
1956, as amended.

State Street Bank was, through April 30, 2009, responsible for certain recordkeeping and administrative services
required by the Program (See Note 8). State Street has delegated to State Street Bank the responsibility to provide services to the Collective Trust on behalf of State Street. In addition, State Street Bank is the primary custodian, provides
account and investment information to employers and participants, receives all plan contributions, effects investment and transfer transactions and distributes all benefits provided by the plans to the participants or, in the case of some
individually designed plans, to the trustees of such plans.

2. Summary of Significant Accounting Policies

The accompanying statements of assets and liabilities and the related statements of operations and of changes in net assets and certain financial data have been prepared
in conformity with accounting principles generally accepted in the United States of America.

A. Security Valuation

The Collective Trust adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157, Fair Value Measurements
(FAS 157), effective January 1, 2008, which governs the application of generally accepted accounting principles that require fair value measurements of the Funds assets and liabilities. Fair value is an estimate of the price a
Fund would receive upon selling a security in a timely transaction to an independent buyer in the principal or most advantageous market for the security.

All Funds (Other than SARF): State Street has delegated to State Street Bank the responsibility to determine the value of each Fund based on the market value of each Funds portfolio of securities.
State Street Bank generally values each Funds portfolio of securities based on closing market prices or readily available market quotations. When closing market prices or market quotations are not readily available or are considered by State
Street Bank to be unreliable, the fair value of the particular securities or assets is determined in good faith by State Street pursuant to procedures adopted by State Street. For market prices and quotations, as well as some fair value methods of
pricing, State Street Bank and State Street may rely upon securities prices provided by pricing services, the persons or entities State Street has retained to assist it in the exercise of its investment responsibility with respect to the Funds (the
Investment Advisors) or independent dealers.



84



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



When State Street Bank determines that the closing market price on the primary exchange where the
security is traded is not readily available or no longer accurately reflects the value of the security at the time of calculation of the Funds net asset value, State Street endeavors to value the security at the amount the owner might
reasonably expect to receive upon the securitys current sale. In so doing, management considers all factors it deems appropriate, including, if relevant, external factors such as general market developments and news events.

With respect to non-U.S. securities, if a significant event has occurred between the closing of the foreign exchange or market on which such securities
trade and the calculation of net asset value, a valuation adjustment may be appropriate. Specifically, under appropriate circumstances, State Street will utilize a fair value model for the International Equity Fund to make fair value adjustments to
the prices of non-U.S. securities based on movements in the U.S. markets after the close of foreign markets. If a significant event occurs other than general movements in the U.S. markets, State Street Bank will determine whether that event might
affect the value of the non-U.S. securities and whether, if so, the securities should be valued in accordance with State Streets fair value procedures.

Unless believed no longer to accurately reflect value or to be reliable, foreign securities not traded directly or in the form of American Depositary Receipts (ADRs) in the United States are valued in the local
currency at the last sale price on the applicable exchange on which such securities trade and such values are converted into the U.S. dollar equivalent at current exchange rates.

Other securities may be priced using a pricing matrix to determine the value of fixed income securities that do not trade daily. A pricing matrix is a
means of valuing a debt security on the basis of current market prices for other debt securities and historical trading patterns in the market for fixed income securities. To the extent that a Fund invests in the shares of bank collective trust
funds or of other registered open-end investment companies that are not traded on an exchange (mutual funds), such shares are valued at their net asset values per share as reported by the funds. Each of these funds use fair value pricing in
determining their net asset values.

United States Treasury securities and other obligations issued or guaranteed by the United States
Government, its agencies or instrumentalities are valued at representative quoted prices provided by a vendor.

Swaps are marked to market
daily based upon quotations from brokers or market makers and the change in value, if any, is recorded as unrealized appreciation or depreciation.

Futures contracts are valued at the last settlement price at the end of each day on the board of trade or exchange upon which they are traded.

The short-term portfolio instruments of YES and STIF are valued on the basis of amortized cost, which approximates fair value, unless otherwise determined by the trustees of such fund. Amortized cost involves valuing
an instrument initially at its cost and thereafter assuming a constant amortization to maturity of any discount or premium, regardless of the impact of fluctuating interest rates on the market value of the instrument.

FAS 157 established a three-tier hierarchy based on the use of observable market data and unobservable inputs to establish classification of fair value
measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about uncertainty, for example, the risk inherent in a particular valuation
technique used to measure fair value including such a pricing model, and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market
participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entitys own assumptions about the
assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.



85



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



Various inputs are used in determining the value of the Funds investments. These inputs are
summarized in the three broad levels as follows:



| |  |  | Level 1  quoted prices in active markets for identical securities
| | - |  | ------------------------------------------------------------------



| |  |  | Level 2  other significant observable inputs. Observable inputs are inputs that other market participants would use in valuing a portfolio instrument. These
may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others in active markets and markets that are not active.
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | Level 3  significant unobservable inputs (including the Funds own assumptions in determining the fair value of investments)
| | - |  | -----------------------------------------------------------------------------------------------------------------------------

The Fund may record changes to valuations based on the amount that it might reasonably be expected to receive for a
security upon its current sale consistent with the fair value measurement objective. Each determination is based on a consideration of all relevant factors, which are likely to vary from one pricing context to another. Examples of such factors may
include, but are not limited to the type of the security, the existence of any contractual restrictions on the securitys disposition, the price of comparable securities, quotations or evaluated prices from broker-dealers and/or pricing
services, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the companys financial statements, an evaluation of the forces that influence the issuer and the
market(s) in which the security is purchased and sold, and with respect to debt securities, the maturity, coupon, creditworthiness, currency denomination, and the movement of the market in which the security is normally traded. Because of the
inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value realized upon sale of those investments.

The following is a summary of the inputs used as of March 31, 2009 in valuing the Collective Trust Funds assets carried at fair value:



|                                            |  |                                         |             |                   |   |            
|------------------------------------------- |  | --------------------------------------- | ----------- | ----------------- | - | -----------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | Balanced Fund                           |             | Index Equity Fund
|Level 1Quoted Prices                       |  | $                                       | 129,822,491 |                   | $ |           
|Level 2Other Significant Observable Inputs |  |                                         | 147,729,637 |                   |   | 193,437,576
|Level 3Significant Unobservable Inputs     |  |                                         |            |                   |   |           
|                                            |  |                                         |             |                   |   |            
|Total                                       |  | $                                       | 277,552,128 |                   | $ | 193,437,576
|                                            |  |                                         |             |                   |   |            



86



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



|                                        |  |                                       |             |                                                                        |   |             |  
|--------------------------------------- |  | ------------------------------------- | ----------- | ---------------------------------------------------------------------- | - | ----------- | -
|Intermediate Bond Fund Valuation Inputs |  | Investments inSecurities atFair Value |             | Net UnrealizedAppreciation(Depreciation) onOther FinancialInstruments* |  
|Level 1Quoted Prices                   |  | $                                     | 1,737,235   |                                                                        | $ | 5,721,442   |  
|Level 2Other Significant               |  |                                       |             |                                                                        |   |             |  
|Observable Inputs                       |  |                                       | 548,887,617 |                                                                        |   | (13,452,533 | )
|Level 3Significant                     |  |                                       |             |                                                                        |   |             |  
|Unobservable Inputs                     |  |                                       |            |                                                                        |   | (2,107,166  | )
|                                        |  |                                       |             |                                                                        |   |             |  
|Total                                   |  | $                                     | 550,624,852 |                                                                        | $ | (9,838,257  | )
|                                        |  |                                       |             |                                                                        |   |             |  



|                                                                          |  |                                                                        |            |  
|------------------------------------------------------------------------- |  | ---------------------------------------------------------------------- | ---------- | -
|Intermediate Bond Fund Level 3 Roll Forward                               |  | Net UnrealizedAppreciation(Depreciation) onOther FinancialInstruments* |           
|Balance as of January 1, 2009                                             |  | $                                                                      | (2,176,808 | )
|Accrued discounts/premiums                                                |  |                                                                        |           |  
|Realized gain (loss) and change in unrealized appreciation (depreciation) |  |                                                                        | 69,642     |  
|Net purchases (sales)                                                     |  |                                                                        |           |  
|Net transfers in and/or out of Level 3                                    |  |                                                                        |           |  
|                                                                          |  |                                                                        |            |  
|Balance as of March 31, 2009                                              |  | $                                                                      | (2,107,166 | )
|                                                                          |  |                                                                        |            |  



|* | Other financial instruments are derivative instruments including forward foreign currency exchange contracts, futures contracts and interest rate swap contracts, which are valued
at the unrealized appreciation/depreciation on the instrument.
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|                                            |  |                                         |             |                             |   |                            |  |   |            
|------------------------------------------- |  | --------------------------------------- | ----------- | --------------------------- | - | -------------------------- |  | - | -----------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | International EquityFund                |             | Large-Cap Growth EquityFund |   | Large-Cap Value EquityFund
|Level 1Quoted Prices                       |  | $                                       | 15,078,926  |                             | $ | 223,694,619                |  | $ | 124,000,072
|Level 2Other Significant Observable Inputs |  |                                         | 118,826,336 |                             |   | 162,335,153                |  |   | 60,548,941 
|Level 3Significant Unobservable Inputs     |  |                                         |            |                             |   |                           |  |   |           
|                                            |  |                                         |             |                             |   |                            |  |   |            
|Total                                       |  | $                                       | 133,905,262 |                             | $ | 386,029,772                |  | $ | 184,549,013
|                                            |  |                                         |             |                             |   |                            |  |   |            



87



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



|                                            |  |                                         |            |                          |   |           
|------------------------------------------- |  | --------------------------------------- | ---------- | ------------------------ | - | ----------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | Mid-Cap Growth EquityFund               |            | Mid-Cap Value EquityFund
|Level 1Quoted Prices                       |  | $                                       | 58,441,587 |                          | $ | 39,028,705
|Level 2Other Significant Observable Inputs |  |                                         | 25,618,536 |                          |   | 17,257,609
|Level 3Significant Unobservable Inputs     |  |                                         |           |                          |   | 321,713   
|                                            |  |                                         |            |                          |   |           
|Total                                       |  | $                                       | 84,060,123 |                          | $ | 56,608,027
|                                            |  |                                         |            |                          |   |           



|                                                                          |  |                                       |           |  
|------------------------------------------------------------------------- |  | ------------------------------------- | --------- | -
|Mid-Cap Value Equity Fund Level 3 Roll Forward                            |  | Investments inSecurities at FairValue |          
|Balance as of January 1, 2009                                             |  | $                                     | 1,218,071 |  
|Accrued discounts/premiums                                                |  |                                       |          |  
|Realized gain (loss) and change in unrealized appreciation (depreciation) |  |                                       | (393,842  | )
|Net purchases (sales)                                                     |  |                                       |          |  
|Net transfers in and/or out of Level 3                                    |  |                                       | (502,516  | )
|                                                                          |  |                                       |           |  
|Balance as of March 31, 2009                                              |  | $                                     | 321,713   |  
|                                                                          |  |                                       |           |  



|                                            |  |                                         |             |                         |   |              
|------------------------------------------- |  | --------------------------------------- | ----------- | ----------------------- | - | -------------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | Small-Cap EquityFund                    |             | Stable Asset ReturnFund
|Level 1Quoted Prices                       |  | $                                       | 101,122,859 |                         | $ |             
|Level 2Other Significant Observable Inputs |  |                                         | 63,009,467  |                         |   | 1,022,937,370
|Level 3Significant Unobservable Inputs     |  |                                         |            |                         |   |             
|                                            |  |                                         |             |                         |   |              
|Total                                       |  | $                                       | 164,132,326 |                         | $ | 1,022,937,370
|                                            |  |                                         |             |                         |   |              



|                                            |  |                                         |            |                          |   |                          |  |   |           
|------------------------------------------- |  | --------------------------------------- | ---------- | ------------------------ | - | ------------------------ |  | - | ----------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | Lifetime IncomeRetirement Date Fund     |            | 2010 Retirement DateFund |   | 2020 Retirement DateFund
|Level 1Quoted Prices                       |  | $                                       |           |                          | $ |                         |  | $ |          
|Level 2Other Significant Observable Inputs |  |                                         | 24,916,532 |                          |   | 43,829,359               |  |   | 68,739,940
|Level 3Significant Unobservable Inputs     |  |                                         |           |                          |   |                         |  |   |          
|                                            |  |                                         |            |                          |   |                          |  |   |           
|Total                                       |  | $                                       | 24,916,532 |                          | $ | 43,829,359               |  | $ | 68,739,940
|                                            |  |                                         |            |                          |   |                          |  |   |           



88



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



|                                            |  |                                         |            |                           |   |           
|------------------------------------------- |  | --------------------------------------- | ---------- | ------------------------- | - | ----------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | 2030 Retirement Date Fund               |            | 2040 Retirement Date Fund
|Level 1Quoted Prices                       |  | $                                       |           |                           | $ |          
|Level 2Other Significant Observable Inputs |  |                                         | 47,420,938 |                           |   | 29,836,178
|Level 3Significant Unobservable Inputs     |  |                                         |           |                           |   |          
|                                            |  |                                         |            |                           |   |           
|Total                                       |  | $                                       | 47,420,938 |                           | $ | 29,836,178
|                                            |  |                                         |            |                           |   |           



|                                            |  |                                         |         |                            |   |                          |  |   |          
|------------------------------------------- |  | --------------------------------------- | ------- | -------------------------- | - | ------------------------ |  | - | ---------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | International IndexEquity Fund          |         | Small-Cap IndexEquity Fund |   | Mid-Cap IndexEquity Fund
|Level 1Quoted Prices                       |  | $                                       |        |                            | $ |                         |  | $ |         
|Level 2Other Significant Observable Inputs |  |                                         | 710,132 |                            |   | 1,052,003                |  |   | 1,045,111
|Level 3Significant Unobservable Inputs     |  |                                         |        |                            |   |                         |  |   |         
|                                            |  |                                         |         |                            |   |                          |  |   |          
|Total                                       |  | $                                       | 710,132 |                            | $ | 1,052,003                |  | $ | 1,045,111
|                                            |  |                                         |         |                            |   |                          |  |   |          



|                                            |  |                                         |           |                |   |          
|------------------------------------------- |  | --------------------------------------- | --------- | -------------- | - | ---------
|                                            |  | Investments in Securities at Fair Value
|Valuation Inputs                            |  | Large-Cap Index EquityFund              |           | Bond IndexFund
|Level 1Quoted Prices                       |  | $                                       |          |                | $ |         
|Level 2Other Significant Observable Inputs |  |                                         | 3,205,002 |                |   | 7,743,757
|Level 3Significant Unobservable Inputs     |  |                                         |          |                |   |         
|                                            |  |                                         |           |                |   |          
|Total                                       |  | $                                       | 3,205,002 |                | $ | 7,743,757
|                                            |  |                                         |           |                |   |          

B. Stable Asset Return Fund

SARF invests in SAFT, whose investments include insurance company, bank and financial institution investment contracts, high quality short-term income
securities, investments in STIF or YES and the State Street Bank and Trust Mortgage Backed Securities Fund. SAFT has entered into a global fully benefit responsive investment contract with four different financial institutions which are so called
synthetic investment contracts described below. On a daily basis SARF accrues dividend income based on the income credited by SAFT. SARF does not distribute income and any increase to the net assets is reflected by an increase to the
unit value. Each month the dividend income earned by SARF is reinvested into SAFT. As a result of its investment in SAFT, SARF is subject to the specialized accounting provisions described below. The Statement of Assets and Liabilities presents the
fair value of the investment contracts held by SAFT with a separate adjustment to contract value. The Statements of Operations and Changes in Net Assets were prepared on a contract value basis. Since SARF is fully invested in SAFT, we are providing
the following accounting policies of SAFT:

i. Basis of Accounting

Investments held by an investment company are reported at fair value. However, contract value is the relevant measurement attribute for that portion of
the net assets of an investment company attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the underlying
defined-contribution plans. The Statement of Assets and Liabilities presents the fair value of the investment contracts as well as the adjustment of the fully benefit responsive investment contracts from fair value to contract value. The Statements
of Operations and Changes in Net Assets were prepared on a contract value basis.



89



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



ii. Value of Investments

Investments in bank, insurance company and other financial institution investment contracts (GICs) are stated at contract value. An investment
contract is generally permitted to be valued at contract value, rather than fair value, to the extent it is fully benefit-responsive and held by a trust offered only to qualified employer-sponsored defined-contribution plans. An investment contract
is considered fully benefit responsive if: 1) it is effected directly between SAFT and the issuer and may not be transferred without the consent of the issuer, 2) either the repayment of principal and interest is a financial obligation of the issuer
(i.e., for traditional investment contracts) or the issuer of a wrap contract provides assurance that the contract crediting rate will not be adjusted to less than zero (i.e., for synthetic investment contracts), 3) the contract requires all
permitted participant-initiated transactions with the trust to occur at contract value without limitation, 4) it is improbable that an event will occur that would limit the ability of SAFT to transact at contract value with both the issuer and
unitholders of SAFT, and 5) SAFT allows unitholders reasonable access to their funds. Investment contracts that do not meet the criteria for valuation at contract value will be valued at fair value as determined by the Trustee, and such value may be
more or less than contract value.

The fair value of traditional GICs is determined using a discounted cash flow methodology where the
individual contract cash flows are discounted at the prevailing interpolated swap rate as of period-end.

A traditional GIC is a group
annuity contract that pays a specified rate of return for a specific period of time and guarantees a fixed return after any benefit responsive payments are made to participants. The issuer of a traditional GIC takes a deposit from SAFT and purchases
investments that are held in the issuers general account. The GIC issuer is contractually obligated to repay the principal and a specified interest rate that is guaranteed to the fund.

Synthetic investment contracts represent individual assets placed in a trust, with ownership by SAFT; a third party issues a wrapper that guarantees that
participant transactions are executed at contract value. Individual assets of the synthetic investment contract are generally valued at representative quoted market prices. Short-term securities, if any, are stated at amortized cost, which
approximates market value. Debt securities are valued on the basis of valuations furnished by a pricing service approved by the Trustee, which determines valuations using methods based on market transactions for comparable securities and various
relationships between securities which are generally recognized by institutional traders. Investments in registered investment companies or collective investment funds are valued at the net asset value per share/unit on the valuation date.
Securities for which market quotations are not readily available, or that have quotations which management believes are not appropriate, are valued at fair value as determined in good faith by the Trustee. The fair value of the wrap contracts is
determined using the market approach discounting methodology which incorporates the difference between current market level rates for contract level wrap fees and the wrap fee being charged. The difference is calculated as a dollar value and
discounted by the prevailing interpolated swap rate as of period end.

SAFT may invest in guaranteed investment contracts
(Traditional GIC or GICs), bank investment contracts and/or a wrapped portfolio of fixed income instruments (Synthetic Investment Contracts or Synthetic GICs). Collectively, these contracts are
referred to as investment contracts.

A bank investment contract is an investment contract issued by a bank, with features (other than
annuity provisions) comparable to a GIC.

A synthetic GIC is a wrap contract paired with an underlying investment or investments, usually a
portfolio of high-quality, intermediate term fixed income securities. Events disqualifying an underlying investment include but are not limited to bankruptcy of the security issuer or default or restricted liquidity of the security. The portfolio is
owned by SAFT. SAFT purchases a wrap contract from an insurance company or other financial services institution. The portfolio, coupled with the wrap contract, attempts to replicate the characteristics of a traditional GIC.



90



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



A synthetic GIC attempts to protect principal and accumulated interest and credits a stated interest
rate for a specified period of time (e.g. monthly or quarterly). Investment gains and losses are amortized over the expected duration through the calculation of the interest rate applicable to SAFT on a prospective basis (the Crediting
Rate). The Crediting Rate is primarily based on the current yield-to-maturity of the covered investments, plus or minus amortization of the difference between the market value and contract value of the covered investments over the duration of
the covered investments at the time of computation. The Crediting Rate is most impacted by the change in the annual effective yield to maturity of the underlying securities, but is also affected by the differential between the contract value and the
market value of the covered investments. This difference is amortized over the duration of the covered investments. Depending on the change in duration from each reset period, the magnitude of the impact to the Crediting Rate of the contract to
market difference is heightened or lessened. The Crediting Rate can be adjusted periodically and is usually adjusted either monthly or quarterly, but in no event is the Crediting Rate less than zero. The Crediting Rate may be impacted amongst other
things, by volatility and illiquidity in the fixed-income securities market. If the market value of the underlying investments held by SAFT as a whole is lower that their contract value, the Crediting Rate may be lower than the return on the
underlying investments. Significant additional contributions from participants may in certain cases increase market value attributed to the underlying investments and increase the Crediting Rate and SAFTs return. Redemptions may have an
opposite effect, where if SAFT experiences significant redemptions when the market value is below the contract value, SAFTs return and Crediting Rate may be reduced to zero.

iii. Events Limiting Contract Value Treatment

Investment contracts are valued at contract value principally because participants are able to transact at contract value when initiating benefit responsive withdrawals, taking loans or making investment option
transfers permitted by the participating plan. A benefit responsive withdrawal includes a payment to a participant arising from retirement, termination of employment, disability or death. In the normal course, participant events are predictive (for
participants as a group) such that the economic integrity of investment contracts is largely unaffected by participant withdrawals.

Employer initiated events, if material, may affect the underlying economics of investment contracts. These events include plant closings, layoffs, plan termination, bankruptcy or reorganization, merger, early retirement incentive programs,
tax disqualification of a trust or other events. The occurrence of one or more employer initiated events could limit SAFTs ability to transact at contract value with plan participants.

For example, retirement benefit payments which occur because an employer has offered a subsidized early retirement program will not transact at contract
value unless the scope of the program is not material or the investment contract includes a contract value corridor. Whether an employer initiated event is probable is foremost within the knowledge of the employer, but in the normal
course may be communicated to the investment manager of SAFT. While the investment manager may take action to minimize or eliminate the impact of the employer initiated event, there is no assurance that the issuer will continue to transact at
contract value once the corridor is used. In that case, SAFT would be unable to maintain the ability to transact at contract value. As of March 31, 2009, the occurrence of an event that would limit the ability of SAFT to transact at contract
value with the participants in SAFT is not probable.

iv. Termination Events by the Issuer

Investment contracts generally impose conditions on both SAFT and the issuer. Assuming conditions are met and neither SAFT nor the issuer is in default,
SAFT can buy and sell covered investments and process withdrawals through the sale of covered investments in accordance with SAFTs liquidity hierarchy.

If an event of default, within the meaning of an investment contract, occurs and is not cured, the non-defaulting party may terminate the contract. The following (among other events) may cause SAFT to be in default: a
breach of material obligation under the contract; a material misrepresentation; a material amendment to the trust agreement, in the administration of the trust or in the investment of fund assets without consent from the issuer; and an uncured
violation of SAFTs Investment Guidelines.



91



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



The issuer may be in default if it breaches a material obligation under the investment contract;
makes a material misrepresentation; has a decline in its long term credit rating below a threshold set forth in the contract; is acquired or reorganized and the successor issuer does not satisfy the investment or credit guidelines applicable to
issuers. If, in the event of default of an issuer, SAFT were unable to obtain a replacement investment contract, withdrawing plans may experience losses if the value of SAFT assets no longer covered by the contract is below contract value. SAFT may
seek to add additional issuers over time to diversify SAFTs exposure to such risk, but there is no assurance that SAFT will be able to do so. The combination of the default of an issuer and an inability to obtain a replacement agreement could
render SAFT unable to achieve its objective of maintaining a stable contract value.

The terms of an investment contract generally provide
for settlement of payments only upon termination of the contract or total liquidation of the covered investments. Generally, payments under a global wrap will be made pro-rata, based on the percentage of investments covered by each issuer. Contract
termination occurs whenever the contract value or market value of the covered investments reaches zero or upon certain events of default. If the contract terminates due to issuer default (other than a default occurring because of a decline in its
rating), the issuer will generally be required to pay to SAFT the excess, if any, of contract value over market value on the date of termination. If a synthetic GIC terminates due to a decline in the ratings of the issuer, the issuer may be required
to pay to SAFT the cost of acquiring a replacement contract (i.e. replacement cost) within the meaning of the contract. If the contract terminates when the market value equals zero, the issuer will pay the excess of contract value over market value
to SAFT to the extent necessary for SAFT to satisfy outstanding contract value withdrawal requests. Contract termination also may occur by either party upon election and notice.

At any time after the second anniversary of the contract, the issuer may elect to terminate the contract by giving notice to the Trustee. If, at any time
prior to dates agreed to in each contract for the receipt of such notice, the Trustee objects to such election, the Trustee shall be deemed to have made an immunization election and the immunization provisions of the contract apply. The immunization
provision gives the issuer the right to request that its wrapped portion of SAFT be managed according to more conservative immunization investment guidelines provided for in the contract.

Effective January 2009, Bank of America announced it will not be accepting any new participant cash flows into the global wrap contracts pending changes
in the market. At the discretion of State Street, new cash flows will be invested in traditional GICs or in the portfolio cash vehicle.

v. Investment Transactions and income

Investment transactions are accounted for on the trade date.
Interest income is recorded on the accrual basis. Income from investment contracts is recorded at the contract rate, which in the case of synthetic investment contracts is referred to as the crediting rate. Crediting rates on synthetic contacts are
net of fees to the issuer of the wrap contract (wrap fees) and custody fees on underlying assets. For fully benefit-responsive synthetic investment contracts, earnings on the underlying assets are factored into the next computation of the crediting
rate re-set. Interest income is accrued and reinvested daily. Reinvested units are issued to unitholders on a pro-rata basis.

vi. Issuances and Redemptions of SAFT Units

Issuances and redemptions of participant units are made on each business day
(valuation date). Participant units are typically purchased and redeemed at a constant net asset value of $1.00 per unit. In the event that a significant disparity develops between the constant net asset value and the market-based net
asset value of SAFT, the Trustee may determine that continued redemption at a constant $1.00 net asset value would create inequitable results for SAFTs unitholders. In these circumstances, the Trustee, in its sole discretion and acting on
behalf of SAFTs unitholders, may direct that units be redeemed at the market-based net asset value until such time as the disparity between the market-based and the constant net asset value per unit is deemed to be immaterial.

vii. Industry Concentration of Investments

SAFT maintains investment contracts issued by insurance companies, banks and other financial institutions as required by the Declaration of Trust. The issuing institutions ability to meet their contractual
obligations under the respective contracts may be affected by future economic and regulatory developments in the insurance and banking industries, respectively.



92



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



viii. Adjustments to Contract Value

At March 31, 2009, all investment contracts held by SAFT were deemed fully benefit-responsive. The change in the difference between the fair value
and contract value of the Trusts fully benefit-responsive investment contracts during 2009 is reflected below:



|                               |  |               |               |   |                  |   |             |        |  |   |            |  
|------------------------------ |  | ------------- | ------------- | - | ---------------- | - | ----------- | ------ |  | - | ---------- | -
|                               |  | March 31,2009 |               |   | December 31,2008 |   |             | Change | 
|Net assets at fair value       |  | $             | 1,022,937,310 |   |                  | $ | 976,459,379 |        |  | $ | 46,477,931 |  
|Net assets (at contract value) |  |               | 1,013,139,169 |   |                  |   | 969,171,710 |        |  |   | 43,967,459 |  
|Adjustment to contract value   |  |               | (9,798,141    | ) |                  |   | (7,287,669  | )      |  |   | (2,510,472 | )

Sensitivity Analysis

The following tables are intended to provide analyses of the sensitivity of Crediting Rate to future interest changes. These are estimates calculated based on current Crediting Rate calculations, and are not intended to serve as a
projection or guarantee of future rates of return to be earned by SAFT.

Hypothetical change in
current yield and no participant transactions, base case1.



|                   |  |                                     |   |  |             |   |  |             |   |  |             |   |  |             |  
|------------------ |  | ----------------------------------- | - |  | ----------- | - |  | ----------- | - |  | ----------- | - |  | ----------- | -
|                   |  | WeightedAverage CreditInterest Rate |   |  | 50%Decrease |   |  | 25%Decrease |   |  | 25%Increase |   |  | 50%Increase |  
|March 31, 2009     |  | 2.93                                | % |  |             |   |  |             |   |  |             |   |  |             |  
|June 30, 2009      |  |                                     |   |  | 3.00        | % |  | 3.11        | % |  | 3.28        | % |  | 3.35        | %
|September 30, 2009 |  |                                     |   |  | 2.74        | % |  | 2.93        | % |  | 3.28        | % |  | 3.44        | %
|December 31, 2009  |  |                                     |   |  | 2.51        | % |  | 2.78        | % |  | 3.28        | % |  | 3.52        | %
|March 31, 2010     |  |                                     |   |  | 2.32        | % |  | 2.65        | % |  | 3.28        | % |  | 3.59        | %

Hypothetical change in current yield and 10% participant
transactions, base case2.



|                   |  |                                     |   |  |             |   |  |             |   |  |             |   |  |             |  
|------------------ |  | ----------------------------------- | - |  | ----------- | - |  | ----------- | - |  | ----------- | - |  | ----------- | -
|                   |  | WeightedAverage CreditInterest Rate |   |  | 50%Decrease |   |  | 25%Decrease |   |  | 25%Increase |   |  | 50%Increase |  
|March 31, 2009     |  | 2.93                                | % |  |             |   |  |             |   |  |             |   |  |             |  
|June 30, 2009      |  |                                     |   |  | 3.22        | % |  | 3.25        | % |  | 3.28        | % |  | 3.27        | %
|September 30, 2009 |  |                                     |   |  | 2.92        | % |  | 3.05        | % |  | 3.28        | % |  | 3.37        | %
|December 31, 2009  |  |                                     |   |  | 2.66        | % |  | 2.88        | % |  | 3.28        | % |  | 3.46        | %
|March 31, 2010     |  |                                     |   |  | 2.45        | % |  | 2.73        | % |  | 3.28        | % |  | 3.54        | %



|1 | Assumes an immediate hypothetical change in market yield (relative to current contract value yield), with no change to the duration of the underlying investment portfolio
and no contributions or withdrawals.
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|2 | Assumes an immediate hypothetical change in market yield (relative to current contract value yield), combined with an immediate, one-time hypothetical 10% decrease in the net
assets of the trust due to participant-initiated unitholder transfers, with no change to the duration of the underlying investment portfolio.
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Average yields



|                                                    |  |      |  
|--------------------------------------------------- |  | ---- | -
|Based on actual income (1)                          |  | 2.20 | %
|Based on interest rate credited to participants (2) |  | 2.86 | %



|(1) | Computed by dividing the annualized one-day actual earnings of the Fund on March 31, 2009 by the fair value of investments on March 31, 2009.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------

|(2) | Computed by dividing the annualized one-day earnings credited to participants on March 31, 2009 by the fair value of investments on March 31, 2009.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------



93



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



C. Security Transactions and Related Investment Income

Security transactions are accounted for on the trade date (the date on which the order to buy or sell is executed). Interest income is recorded on the
accrual basis. Dividend income is recorded on the ex-dividend date. Interest income is increased by accretion of discount and reduced by amortization of premium. Realized gains and losses are reported on the basis of the identified cost of
securities delivered. Distributions received from collective investment funds, if any, retain the character as earned by the underlying funds.

A Funds portfolio of investments may include securities purchased on a when-issued basis, which may be settled in the month after the issue date. Interest income is not accrued until the settlement date.

Certain collective investment funds and registered investment companies in which the Funds invest may retain investment income and net realized gains.
Accordingly, realized and unrealized gains and losses reported by a Fund may include a component attributable to investment income of the underlying funds.

All securities lending income earned by the Funds in the Trust is credited on a cash basis generally in the month following the month in which it is earned due to the immaterial amounts. This method is applied to the
income both from the Funds lending securities directly and from collective investment funds in which certain Funds are invested and which lend a portion of their securities.

D. Foreign Currency Transactions

The accounting records of the Funds are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing rates of exchange at period-end.
Purchases and sales of securities, income and expenses are translated into U.S. dollars at the prevailing exchange rate on the respective dates of the transactions.

Reported net realized gains and losses on foreign currency transactions represent net gains and losses from disposition of foreign currencies, currency gains and losses realized between the trade and settlement dates
on securities transactions, and the difference between the amount of net investment income accrued and the U.S. dollar amount actually received. The effects of changes in foreign currency exchange rates on investments in securities and derivatives
(other than foreign currency contracts) are not segregated in the Statement of Operations from the effects of changes in market prices of those securities, but are included with the net realized and unrealized gain or loss on investments in
securities.

Net unrealized foreign exchange gains and losses arising from changes in the value of other assets and liabilities as a result
of changes in foreign exchange rates are included as increases and decreases in unrealized appreciation/depreciation on foreign currency related transactions.

E. Income Taxes

The Trust has received a favorable determination letter dated March 9,
1992 from the Internal Revenue Service, which concluded that the Trust is a trust arrangement described in Rev. Rul. 81-100, 1981, C.B. 326 (subsequently modified by Rev. Rul. 2004-67, 2004-28 I.R.B. 28) and exempt from Federal income tax pursuant
to Section 501(a) of the Internal Revenue Code. Accordingly, no provision for Federal income taxes is required.

Management is
required to determine whether a tax position of the Collective Trust is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the
technical merits of the position. The tax benefit to be recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement which could result in the Collective Trust recording
a tax liability that would reduce net assets. Based on managements analysis for the Collective Trust under Financial Accounting Standards Board (FASB) Interpretation No. 48, Accounting for Uncertainty in Income Taxes, an
interpretation of FASB Statement No. 109 (FIN 48) for the open tax years (calendar years ended December 31, 2005-2008), management determined that the applications of FIN 48 did not have a material impact on the Collective
Trusts financial statements. FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on a U.S. income tax return. However, managements conclusions
regarding tax liabilities may be subject to review and adjustment at a later date based on factors including, but not limited to, further guidance and on-going analyses of tax laws, regulations and interpretations thereof.



94



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



F. Sales and Redemptions of Units of Participation and Distributions

The units offered represent interests in the Funds established under the Trust. The Trust may offer and sell an unlimited number of units. Each unit will
be offered and sold daily at the offering Funds net asset value.

Pursuant to the Trusts Declaration of Trust, the Funds are
not required to distribute their net investment income or gains from the sale of portfolio investments.

G. TBA Commitments and
Roll Transactions

The Balanced Fund and Intermediate Bond Fund may enter into TBA (to be announced) commitments to purchase securities
for a fixed unit price at a future date beyond customary settlement time. Although the unit price for a TBA has been established, the principal value has not been finalized. However, the amount of the TBA commitment will not fluctuate more than 1.0%
from the principal amount. These Funds hold, and maintain until the settlement date, cash or liquid securities in an amount sufficient to meet the purchase price. TBA commitments may be considered securities in themselves, and involve a risk of loss
if the value of the security to be purchased declines prior to the settlement date, and such risk is in addition to the risk of decline in the value of these Funds other assets. These contracts also present a risk from the potential inability
of counterparties to meet their contractual obligations. During the period prior to settlement, these Funds will not be entitled to accrue interest and/or receive principal payments on the securities to be purchased. Unsettled TBA commitments are
valued at the current market value of the underlying securities, generally according to the procedures described under Security Valuation above. These Funds may dispose of a commitment prior to settlement if the Funds advisor deems
it appropriate to do so. Upon settlement date, these Funds may take delivery of the securities or defer (roll) the delivery to the next month.

H. Futures Contracts

The Intermediate Bond Fund may use, on a limited basis, futures contracts to manage exposure to
the bond market, and as a substitute for acquiring market positions in securities comparable to those held by the Fund (with respect to the portion of its portfolio that is held in cash items). Buying futures tends to increase a funds exposure
to the underlying instrument. Selling futures tends to decrease a funds exposure to the underlying instrument, or hedge other investments. Futures contracts involve, to varying degrees, credit and market risks.

The Fund enters into futures contracts only on exchanges or boards of trade where the exchange or board of trade acts as the counterparty to the
transaction. Thus, credit risk on such transactions is limited to the failure of the exchange or board of trade. Losses in value may arise from changes in the value of the underlying instruments or from illiquidity in the secondary market for the
contracts. In addition, there is the risk that there may not be an exact correlation between a futures contract and the underlying index.

Upon entering into a futures contract, the Fund is required to deposit either in cash or securities an amount (initial margin) equal to a certain percentage of the nominal value of the contract. Subsequent payments are made or
received by the Fund periodically, depending on the daily fluctuation in the value of the underlying securities, and are recorded as unrealized gains or losses by the Fund. A gain or loss is realized when the contract is closed or expires.



95



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



At March 31, 2009, the Intermediate Bond Fund held the following futures contracts:



|                               |  |                    |  |               |            |                  |                |                                       |   |           |  
|------------------------------ |  | ------------------ |  | ------------- | ---------- | ---------------- | -------------- | ------------------------------------- | - | --------- | -
|Futures Contracts              |  | Number ofContracts |  | Notional Cost |            | Settlement Month |                | UnrealizedAppreciation/(Depreciation) |  
|Long                           |  |                    |  |               |            |                  |                |                                       |   |           |  
|90 Day Eurodollar Futures      |  | 400                |  | $             | 96,102,439 |                  | March 2010     |                                       | $ | 2,597,561 |  
|90 Day Eurodollar Futures      |  | 76                 |  |               | 18,728,767 |                  | September 2009 |                                       |   | 63,183    |  
|90 Day Eurodollar Futures      |  | 332                |  |               | 81,732,884 |                  | June 2009      |                                       |   | 354,116   |  
|Germany Federal Republic Bonds |  | 78                 |  |               | 12,088,864 |                  | June 2009      |                                       |   | (32,318   | )
|Germany Federal Republic Bonds |  | 60                 |  |               | 9,881,909  |                  | June 2009      |                                       |   | 18,121    |  
|Pound Sterling Futures         |  | 111                |  |               | 18,845,627 |                  | September 2009 |                                       |   | 711,771   |  
|Pound Sterling Futures         |  | 2                  |  |               | 348,794    |                  | September 2010 |                                       |   | 518       |  
|U.K. Treasury Bonds            |  | 23                 |  |               | 3,973,063  |                  | June 2009      |                                       |   | 78,467    |  
|U.S. Treasury Notes 10yrs      |  | 638                |  |               | 76,992,262 |                  | June 2009      |                                       |   | 2,169,581 |  
|                               |  |                    |  |               |            |                  |                |                                       |   |           |  
|                               |  |                    |  |               |            |                  |                |                                       | $ | 5,961,000 |  
|                               |  |                    |  |               |            |                  |                |                                       |   |           |  

I. Forward Foreign Currency Contracts

The Intermediate Bond Fund and the International Equity Fund may use forward foreign currency contracts to facilitate transactions in foreign securities
or as a hedge against the foreign currency exposure of either specific transactions or portfolio positions. When entering into a forward foreign currency contract, the Fund agrees to receive or deliver a fixed quantity of foreign currency for an
agreed-upon price on an agreed-upon future date. Such contracts are valued based upon the difference in the forward exchange rates at the dates of entry into the contracts and the forward rates at the reporting date, and any resulting unrealized
gains or losses are recorded in the Funds financial statements. The Fund records realized gains or losses at the time the forward contract is extinguished by entry into a closing transaction or by delivery of the currency. Risks in foreign
currency contracts arise from the possible inability of counterparties to meet the contracts terms and from movements in currency values. As of March 31, 2009, the Intermediate Bond Fund held the following forward foreign currency
contracts:



|         |  |                |  |                                     |  |               |           |                |         |                                       |   |          |  
|-------- |  | -------------- |  | ----------------------------------- |  | ------------- | --------- | -------------- | ------- | ------------------------------------- | - | -------- | -
|Type     |  | Currency       |  | Principal AmountCovered by Contract |  | US DollarCost |           | SettlementDate |         | UnrealizedAppreciation/(Depreciation) |  
|Purchase |  | Euro           |  | 1,533,000                           |  | $             | 2,078,202 |                | 4/03/09 |                                       | $ | (45,370  | )
|Purchase |  | Euro           |  | 850,000                             |  |               | 1,151,963 |                | 4/14/09 |                                       |   | (24,845  | )
|Purchase |  | Pound Sterling |  | 485,000                             |  |               | 703,536   |                | 4/09/09 |                                       |   | (10,119  | )
|Purchase |  | Mexican Peso   |  | 74,039                              |  |               | 5,455     |                | 5/19/09 |                                       |   | (291     | )
|Sale     |  | Euro           |  | 313,000                             |  |               | 423,947   |                | 4/03/09 |                                       |   | 8,894    |  
|Sale     |  | Euro           |  | 3,474,000                           |  |               | 4,395,374 |                | 4/14/09 |                                       |   | (211,222 | )
|Sale     |  | Japanese Yen   |  | 105,747,000                         |  |               | 1,088,502 |                | 5/07/09 |                                       |   | 21,563   |  
|Sale     |  | Japanese Yen   |  | 105,747,000                         |  |               | 1,089,327 |                | 6/04/09 |                                       |   | 21,832   |  
|         |  |                |  |                                     |  |               |           |                |         |                                       |   |          |  
|         |  |                |  |                                     |  |               |           |                |         |                                       | $ | (239,558 | )
|         |  |                |  |                                     |  |               |           |                |         |                                       |   |          |  

J. Interest Rate Swap Contracts

The Intermediate Bond Fund may invest in swap contracts. A swap is an agreement to exchange the return generated by one instrument for the return
generated by another instrument. The Fund uses interest rate swap contracts to manage its exposure to interest rates. Interest rate swap contracts typically represent the exchange of commitments to make variable rate and fixed rate payments with
respect to a notional amount of principal. Swap contracts typically have a term of one to ten years, but typically require periodic interim settlement in cash, at which time the specified variable interest rate is reset for the next settlement
period. During the period that the swap contract is open, the contract is marked-to-market as the net amount due to or from the Fund in accordance with the terms of the contract based on the closing level of the interest accrual through valuation
date. Changes in the value of swap contracts are recorded as unrealized gains or losses. Periodic cash settlements on interest rate swaps are recorded as adjustments to realized gains or losses. Up-front payments are recorded to realized gains or
losses upon termination of the swap contract.



96



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



Entering into a swap contract involves, to varying degrees, elements of credit, market and interest
rate risk in excess of the amounts reported in the Statement of Assets and Liabilities. Notional principal amounts are used to express the extent of involvement in the transactions, but are not delivered under the contracts. Accordingly, credit risk
is limited to any amounts receivable from the counterparty. To reduce credit risk from potential counterparty default, the Fund enters into swap contracts with counterparties whose creditworthiness has been approved by the investment advisor to the
Fund. The Fund bears the market risk arising from any change in interest rates. Based on market fluctuation cash collateral may be exchanged between the parties to decrease the amount of counterparty default risk.

At March 31, 2009, the Intermediate Bond Fund held the following interest rate swap contracts:



|                |  |                     |            |   |                   |                     |                 |            |               |                      |           |        |   |                                       |   |             |  
|--------------- |  | ------------------- | ---------- | - | ----------------- | ------------------- | --------------- | ---------- | ------------- | -------------------- | --------- | ------ | - | ------------------------------------- | - | ----------- | -
|                |  |                     |            |   |                   |                     |                 |            | Rate Type     |                      |           |        |  
|NotionalAmount  |  | Net Cost/(Proceeds) |            |   | Swap Counterparty |                     | TerminationDate |            | Floating Rate |                      | FixedRate |        |   | UnrealizedAppreciation/(Depreciation) |  
|15,100,000 BRL  |  | $                   | (137,999   | ) |                   | Morgan Stanley (a)  |                 | 01/02/2012 |               | CDI-Brazil (c)       |           | 10.115 | % |                                       | $ | (104,496    | )
|4,000,000 BRL   |  |                     | (35,463    | ) |                   | UBS (a)             |                 | 01/02/2012 |               | CDI-Brazil (c)       |           | 10.575 | % |                                       |   | (60         | )
|9,600,000 BRL   |  |                     | (47,305    | ) |                   | UBS (a)             |                 | 01/02/2012 |               | CDI-Brazil (c)       |           | 12.540 | % |                                       |   | 193,823     |  
|21,400,000 BRL  |  |                     | (113,331   | ) |                   | Morgan Stanley (a)  |                 | 01/02/2012 |               | CDI-Brazil (c)       |           | 12.540 | % |                                       |   | 439,940     |  
|2,000,000 BRL   |  |                     | 9,641      |   |                   | Merrill Lynch (a)   |                 | 01/02/2012 |               | CDI-Brazil (c)       |           | 14.765 | % |                                       |   | 57,587      |  
|400,000 EUR     |  |                     | 238        |   |                   | UBS (a)             |                 | 10/15/2010 |               | CPI - France (d)     |           | 2.146  | % |                                       |   | 21,048      |  
|600,000 EUR     |  |                     | (19,371    | ) |                   | Barclays (b)        |                 | 09/17/2038 |               | 6 Month EUR LIBOR    |           | 5.000  | % |                                       |   | (74,133     | )
|4,300,000 GBP   |  |                     | (23,436    | ) |                   | Morgan Stanley (b)  |                 | 06/15/2037 |               | 6 Month GBP LIBOR    |           | 4.000  | % |                                       |   | (82,488     | )
|5,100,000 GBP   |  |                     | (20,879    | ) |                   | Barclays (b)        |                 | 06/15/2037 |               | 6 Month GBP LIBOR    |           | 4.000  | % |                                       |   | (104,753    | )
|11,300,000 GBP  |  |                     | 9,697      |   |                   | Barclays (a)        |                 | 03/17/2012 |               | 6 Month GBP LIBOR    |           | 3.000  | % |                                       |   | 54,147      |  
|2,300,000 GBP   |  |                     | (49,209    | ) |                   | Citibank (a)        |                 | 09/16/2019 |               | 6 Month GBP LIBOR    |           | 3.500  | % |                                       |   | (24,225     | )
|370,000,000 JPY |  |                     | (48,403    | ) |                   | UBS (b)             |                 | 06/17/2018 |               | 6 Month JPY LIBOR    |           | 1.500  | % |                                       |   | (25,814     | )
|108,000,000 MXN |  |                     | 22,578     |   |                   | Merrill Lynch (a)   |                 | 11/04/2016 |               | MXN-TIIE-Banxico (e) |           | 8.170  | % |                                       |   | 206,743     |  
|3,000,000 USD   |  |                     | (107,850   | ) |                   | Merrill Lynch (b)   |                 | 06/17/2011 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | (41,735     | )
|28,000,000 USD  |  |                     | (165,449   | ) |                   | Merrill Lynch (a)   |                 | 12/17/2013 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | 2,681,055   |  
|4,900,000 USD   |  |                     | (35,552    | ) |                   | Merrill Lynch (b)   |                 | 12/17/2023 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (1,093,949  | )
|28,200,000 USD  |  |                     | (1,186,708 | ) |                   | Bank of America (b) |                 | 12/17/2028 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (6,519,689  | )
|15,000,000 USD  |  |                     | (1,066,836 | ) |                   | Merrill Lynch (b)   |                 | 12/17/2038 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (4,125,530  | )
|25,400,000 USD  |  |                     | (75,515    | ) |                   | Citibank (a)        |                 | 12/17/2013 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | 2,357,529   |  
|28,700,000 USD  |  |                     | 936,591    |   |                   | Morgan Stanley (a)  |                 | 12/17/2013 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | 1,653,737   |  
|8,100,000 USD   |  |                     | (511,650   | ) |                   | Morgan Stanley (b)  |                 | 12/17/2038 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (2,292,228  | )
|500,000 USD     |  |                     | (45,184    | ) |                   | Barclays (b)        |                 | 12/17/2038 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (127,895    | )
|28,100,000 USD  |  |                     | (366,600   | ) |                   | Barclays (a)        |                 | 12/17/2013 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | 2,897,230   |  
|25,700,000 USD  |  |                     | (1,138,906 | ) |                   | Barclays (b)        |                 | 12/17/2023 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (4,785,216  | )
|4,400,000 USD   |  |                     | (88,632    | ) |                   | Bank of America (b) |                 | 12/17/2038 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (1,434,462  | )
|10,000,000 USD  |  |                     | (62,517    | ) |                   | Bank of America (b) |                 | 12/17/2023 |               | 3 Month USD LIBOR    |           | 5.000  | % |                                       |   | (2,242,589  | )
|14,800,000 USD  |  |                     | (287,175   | ) |                   | Merrill Lynch (b)   |                 | 05/21/2009 |               | CMM USD (f)          |           | 5.500  | % |                                       |   | (2,164,755  | )
|18,800,000 USD  |  |                     | 1,395,790  |   |                   | Barclays (a)        |                 | 06/17/2014 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | 115,672     |  
|9,000,000 USD   |  |                     | (340,830   | ) |                   | Credit Suisse (b)   |                 | 06/17/2011 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | (107,926    | )
|114,400,000 USD |  |                     | (4,356,219 | ) |                   | Barclays (b)        |                 | 06/17/2011 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | (1,347,969  | )
|6,200,000 USD   |  |                     | (749,828   | ) |                   | Credit Suisse (b)   |                 | 06/17/2024 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | 154,963     |  
|18,100,000 USD  |  |                     | 1,148,445  |   |                   | Credit Suisse (a)   |                 | 06/17/2014 |               | 3 Month USD LIBOR    |           | 4.000  | % |                                       |   | 306,739     |  
|                |  |                     |            |   |                   |                     |                 |            |               |                      |           |        |   |                                       |   |             |  
|                |  | $                   | (7,557,867 | ) |                   |                     |                 |            |               |                      |           |        |   |                                       | $ | (15,559,699 | )
|                |  |                     |            |   |                   |                     |                 |            |               |                      |           |        |   |                                       |   |             |  



|(a) | Fund receives the fixed rate and pays the floating rate.
|--- | --------------------------------------------------------

|(b) | Fund receives the floating rate and pays the fixed rate.
|--- | --------------------------------------------------------

|(c) | CDI  Brazil is the interbank lending rate of Brazil as published by the Central Bank of Brazil.
|--- | ------------------------------------------------------------------------------------------------

|(d) | CPI  France is the Consumer Price Index of France.
|--- | ---------------------------------------------------

|(e) | MXN  TIIE  Banxico is the Mexican Peso Floating Rate as published by El Banco de Mexico.
|--- | ------------------------------------------------------------------------------------------

|(f) | CMM USD  Constant Maturity Mortgage Swaps are dependent on an underlying index (CMM Index) which tracks secondary mortgage rates.
|--- | ----------------------------------------------------------------------------------------------------------------------------------



97



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



K. Option and Swaption Contracts

The Intermediate Bond Fund (Fund) may purchase or write option contracts to manage exposure to fluctuations in interest rates or hedge the
fair value of other Fund investments. The premium paid by the Fund for the purchase of a call or put option is included in the Funds Statement of Assets and Liabilities as an investment and subsequently marked-to-market to reflect the current
market value of the option purchased. If an option which the Fund has purchased expires on its stipulated expiration date, the Fund realizes a loss for the amount of the cost of the option. If the Fund enters into a closing transaction, it realizes
a gain or loss, depending on whether the proceeds from the sale are greater or less than the cost of the option. If the Fund exercises a put option, it realizes a gain or loss from the sale of the underlying security and the proceeds from such sale
will be decreased by the premium originally paid. If the Fund exercises a call option, the cost of the security which the Fund purchases upon exercise will be increased by the premium originally paid.

The premium received by the Fund for a written option is recorded as a liability. The liability is marked-to-market based on the options quoted
daily settlement price. When an option expires or the Fund enters into a closing purchase transaction, the Fund realizes a gain (or loss if the cost of the closing purchase transaction exceeds the premium received when the option was sold) without
regard to any unrealized gain or loss on the underlying security and the liability related to such option is eliminated. When a written call option is exercised, the Fund realizes a gain or loss from the sale of the underlying security and the
proceeds from such sale are increased by the premium originally received. If a written put option is exercised, the amount of the premium originally received will reduce the cost of the security which the Fund is obligated to purchase.

The Intermediate Bond Fund may also purchase or write swaption contracts to manage exposure to fluctuations in interest rates or hedge the fair value
of other Fund investments. Swaption contracts entered into by the Fund typically represent an option that gives the purchaser the right, but not the obligation, to enter into a swap contract on a future date. If a call swaption is exercised, the
purchaser will enter into a swap to receive the fixed rate and pay a floating rate in exchange. Exercising a put would entitle the purchaser to pay a fixed rate and receive a floating rate.

Swaption contracts are marked-to-market at the net amount due to or from the Fund in accordance with the terms of the contract based on the closing level
of the relevant market rate of interest. Changes in the value of the swaption are reported as unrealized gains or losses. Gain or loss is recognized when the swaption contract expires or is closed. When the Fund writes a swaption, the premium
received is recorded as a liability and is subsequently adjusted to the current fair value of the swaption written. Premiums received from writing swaptions that expire unexercised are treated by the Fund on the expiration date as realized gains
from investments. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing
purchase, as a realized loss.

Entering into option and swaption contracts involves, to varying degrees, elements of credit, market and
interest rate risk in excess of the amounts reported in the Statement of Assets and Liabilities. To reduce credit risk from potential counterparty default, the Fund enters into these contracts with counterparties whose creditworthiness has been
approved by the advisor. The Fund bears the market risk arising from any change in index values or interest rates.

For the three-month
period ended March 31, 2009, the Fund had not written any call options or entered into any swaption contracts.

L. Additional
Derivative Disclosure

In March 2008, the Financial Accounting Standards Board (FASB) issued Statement No. 161, Disclosures
about Derivative Instruments and Hedging Activities. The standard is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their
effects on an entitys financial position and financial performance. It is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008. The information below in addition to the preceding
notes reflects the requirement.



98



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



The Intermediate Bond Fund has entered into futures contracts used to adjust interest rate exposures
and to replicate bond positions. A futures contract frequently offers the opportunity to outperform securities due to cheapness of futures contracts and active management of the liquid, short duration securities backing the futures. The Intermediate
Bond Fund uses futures contracts to manage its exposure to the securities markets or to movements in interest rates and currency values. The primary risks associated with the use of futures contracts are the imperfect correlation between the change
in market value of the securities held by the Fund and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. Futures contracts are valued based upon their
quoted daily settlement prices. Upon entering into a futures contract, the Fund is required to deposit with its futures broker, an amount of cash or U.S. Government and Agency Obligations in accordance with the initial margin requirements of the
broker or exchange. Futures contracts are marked to market daily and an appropriate payable or receivable for the change in value (variation margin) is recorded by the Fund. Gains or losses are recognized but not considered realized
until the contracts expire or are closed. Futures contracts involve, to varying degrees, risk of loss in excess of the variation margin disclosed on the Statements of Assets and Liabilities.

The Intermediate Bond Fund has entered into foreign currency contracts. The Fund may enter into these contracts in connection with settling planned
purchases or sales of securities, to hedge the currency exposure associated with some or all of a Funds securities or as a part of an investment strategy. A foreign currency contract is an agreement between two parties to buy and sell a
currency at a set price on a future date. The market value of a foreign currency contract fluctuates with changes in foreign currency exchange rates. Foreign currency contracts are marked to market daily and the change in value is recorded by a Fund
as an unrealized gain or loss. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency. These
contracts may involve market risk in excess of the unrealized gain or loss reflected on the Statements of Assets and Liabilities. In addition, a Fund could be exposed to risk if the counterparties are unable to meet the terms of the contracts or if
the value of the currency changes unfavorably to the U.S. dollar. In connection with these contracts, securities may be identified as collateral in accordance with the terms of the respective contracts.

The Intermediate Bond Fund has entered into interest rate swap agreements. Interest rate swaps provide the Fund with an effective usually less expensive
means to adjust quickly portfolio duration, maturity mix and sector exposure. Interest rate swap agreements involve the exchange by the Fund with another party of their respective commitments to pay or receive interest with respect to the notional
amount of principal. Swap agreements are privately negotiated agreements between the Fund and counterparty. Swaps are marked to market daily based upon values from third party vendors or quotations from market makers to the extent available and the
change in value, if any, is recorded as an unrealized gain or loss on the Statements of Assets and Liabilities. In the event that market quotations are not readily available or deemed reliable, certain swap agreements may be valued pursuant to
guidelines established by the Trustees. Payments received or made at the beginning of the measurement period are reflected as such on the Statements of Assets and Liabilities and represent payments made or received upon entering into the swap
agreement to compensate for differences between the stated terms of the swap agreement and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). These upfront payments are recorded as
realized gains or losses on the Statements of Operations upon termination or maturity of the swap. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss on the Statements of Operations. Net
periodic payments received or paid by a Fund are included as part of realized gains or losses on the Statements of Operations. Entering into these agreements involves, to varying degrees, elements of credit, market and documentation risk in excess
of the amounts recognized on the Statements of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or
disagree as to the meaning of contractual terms in the agreements and that there may be unfavorable changes in interest rates.

Derivative Market and
Credit Risk

In the normal course of business the Intermediate Bond Fund trades financial instruments and enters into financial transactions where risk
of potential loss exists due to changes in the market (market risk) or failure of the other party to a transaction to perform (credit risk).

Similar to
credit risk, the Intermediate Bond Fund may be exposed to counterparty risk, or the risk that an institution or other entity with which the Intermediate Bond Fund has unsettled or open transactions will default. The potential loss could exceed the
value of the financial assets recorded in the financial statements. Financial assets, which potentially expose the Intermediate Bond Fund to credit risk, consist principally of cash due from counterparties and investments.



99



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



The investment advisor minimizes credit risks to the Intermediate Bond Fund by performing extensive reviews of each
counterparty and obtains approval from the advisors counterparty risk committee prior to entering into transactions with a third party. All transactions in listed securities are settled/paid for upon delivery using approved counterparties. The
risk of default is considered minimal, as delivery of securities sold is only made once the Intermediate Bond Fund has received payment. Payment is made on a purchase once the securities have been delivered by the counterparty. The trade will fail
if either party fails to meet its obligation.

The Intermediate Bond Fund restricts its exposure to credit losses by entering into master agreements with
counterparties (approved brokers) with whom it undertakes a significant volume of transactions to include certain safeguards for derivatives and non-standard settlement trades. The credit risk associated with favorable contracts is reduced by master
netting arrangements so that if an event of default occurs, all amounts with the counterparty are terminated and settled on a net basis. The Intermediate Bond Funds overall exposure to credit risk on derivative instruments subject to master
netting arrangements can change substantially within a short period, as it is affected by each transaction subject to the arrangement.

The Intermediate
Bond Fund is party to the International Swaps and Derivatives Association, Inc. Master Agreements (ISDA Master Agreements) with select counterparties that govern transactions, over-the-counter derivative and foreign exchange contracts,
entered into by the Intermediate Bond Fund with those counterparties. The ISDA Master Agreements maintain provisions for general obligations, representations, agreements, collateral and events of default or termination. Events of termination include
conditions that may entitle counterparties to elect to terminate early and cause settlement of all outstanding transactions under the applicable ISDA Master Agreement. Any election to terminate early could be material to the financial statements.

The considerations and factors surrounding the settlement of certain purchases and sales made on a delayed-delivery basis are governed by Master
Securities Forward Transaction Agreements (Master Forward Agreements) between the Intermediate Bond Fund and select counterparties. The Master Forward Agreements maintain provisions for, among other things, initiation and confirmation,
payment and transfer, events of default, termination, and maintenance of collateral. Cash collateral provided, and received by, the International Bond Fund for each type of derivative contract at March 31, 2009 are presented as Deposit with broker
or Due to broker, respectively, on the accompanying Statement of Assets and Liabilities.

At March 31, 2009, the Intermediate Bond
Fund had the following derivatives (not designated as hedges under SFAS 133), grouped into appropriate risk categories that illustrate how and why the Fund uses derivative instruments:

Asset Derivatives



|                       |  |                       |  |                         |            |                          |   |                   |  |                 |   |       |   |   |  |   |           
|---------------------- |  | --------------------- |  | ----------------------- | ---------- | ------------------------ | - | ----------------- |  | --------------- | - | ----- | - | - |  | - | ----------
|                       |  |                       |  | Interest Rate Contracts |            | ForeignExchangeContracts |   | CreditDerivatives |  | EquityContracts |   | Total
|Intermediate Bond Fund |  | Futures Contracts(a)  |  | $                       | 5,993,318  |                          | $ |                  |  | $               |  |       | $ |  |  | $ | 5,993,318 
|                       |  | Forward Contracts (b) |  | $                       |           |                          | $ | 52,289            |  |                 |   |       |   |   |  |   | 52,289    
|                       |  | Swap Contracts (c)    |  |                         | 13,740,030 |                          |   |                  |  |                 |  |       |   |  |  |   | 13,740,030
|                       |  |                       |  |                         |            |                          |   |                   |  |                 |   |       |   |   |  |   |           
|                       |  | Total Value           |  | $                       | 19,733,348 |                          | $ | 52,289            |  | $               |  |       | $ |  |  | $ | 19,785,637
|                       |  |                       |  |                         |            |                          |   |                   |  |                 |   |       |   |   |  |   |           

Each of the above derivatives are located in the following Statement of Assets and Liabilities accounts.



|(a) | Receivable for futures variation margin, Net Assets Unrealized-Appreciation*
|--- | ----------------------------------------------------------------------------

|(b) | Gross unrealized appreciation of forward currency exchange contracts
|--- | --------------------------------------------------------------------

|(c) | Swap contracts, at value
|--- | ------------------------

|* | Includes cumulative appreciation depreciation of futures contracts as reported in Note H: Futures Contracts. Only current days variation margin is reported within the
Statement of Assets and Liabilities
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



100



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



Liability Derivatives



|                       |  |                       |  |                         |            |                          |   |                   |  |                 |   |       |   |   |  |   |           
|---------------------- |  | --------------------- |  | ----------------------- | ---------- | ------------------------ | - | ----------------- |  | --------------- | - | ----- | - | - |  | - | ----------
|                       |  |                       |  | Interest Rate Contracts |            | ForeignExchangeContracts |   | CreditDerivatives |  | EquityContracts |   | Total
|Intermediate Bond Fund |  | Futures Contracts (a) |  | $                       | 32,318     |                          | $ |                  |  | $               |  |       | $ |  |  | $ | 32,318    
|                       |  | Forward Contracts (b) |  |                         |           |                          |   | 291,847           |  |                 |  |       |   |  |  |   | 291,847   
|                       |  | Swap Contracts (c)    |  |                         | 36,857,596 |                          |   |                  |  |                 |  |       |   |  |  |   | 36,857,596
|                       |  |                       |  |                         |            |                          |   |                   |  |                 |   |       |   |   |  |   |           
|                       |  | Total Value           |  | $                       | 36,889,914 |                          | $ | 291,847           |  | $               |  |       | $ |  |  | $ | 37,181,761
|                       |  |                       |  |                         |            |                          |   |                   |  |                 |   |       |   |   |  |   |           

Each of the above derivatives are located in the following Statement of Assets and Liabilities accounts.



|(a) | Payable for futures variation margin, Net Assets Unrealized-Depreciation*
|--- | -------------------------------------------------------------------------

|(b) | Gross unrealized depreciation of forward currency exchange contracts
|--- | --------------------------------------------------------------------

|(c) | Swap contracts, at value
|--- | ------------------------

|* | Includes cumulative appreciation/depreciation of futures contracts as reported in Note H: Futures Contracts. Only current days variation margin is reported within the
Statement of Assets and Liabilities
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|                       |  |                            |  |                         |           |                          |   |          |                   |  |                 |   |       |   |   |  |   |           |  
|---------------------- |  | -------------------------- |  | ----------------------- | --------- | ------------------------ | - | -------- | ----------------- |  | --------------- | - | ----- | - | - |  | - | --------- | -
|                       |  |                            |  | Interest Rate Contracts |           | ForeignExchangeContracts |   |          | CreditDerivatives |  | EquityContracts |   | Total |  
|Intermediate Bond Fund |  | Realized Gain (Loss)       |  |                         |           |                          |   |          |                   |  |                 |   |       |   |   |  |   |           |  
|                       |  | Futures Contracts (a)      |  | $                       | 2,393,064 |                          | $ |         |                   |  | $               |  |       | $ |  |  | $ | 2,393,064 |  
|                       |  | Forward Contracts (b)      |  |                         |          |                          |   | (126,537 | )                 |  |                 |  |       |   |  |  |   | (126,537  | )
|                       |  | Swap Contracts (c)         |  |                         | 2,682,232 |                          |   |         |                   |  |                 |  |       |   |  |  |   | 2,682,232 |  
|                       |  |                            |  |                         |           |                          |   |          |                   |  |                 |   |       |   |   |  |   |           |  
|                       |  | Total Realized Gain (Loss) |  | $                       | 5,075,296 |                          | $ | (126,537 | )                 |  | $               |  |       | $ |  |  | $ | 4,948,759 |  
|                       |  |                            |  |                         |           |                          |   |          |                   |  |                 |   |       |   |   |  |   |           |  

Each of the above derivatives are located in the following Statement of Operations accounts.



|(a) | Net realized gain/(loss) futures contracts
|--- | ------------------------------------------

|(b) | Net realized gain/(loss) foreign currency transactions (statement of operations includes both forwards and foreign currency transactions)
|--- | -----------------------------------------------------------------------------------------------------------------------------------------

|(c) | Net realized gain/(loss) swap contracts
|--- | ---------------------------------------



|                       |  |                                                        |  |                         |            |   |                          |   |                   |  |                 |   |       |   |   |  |   |            |  
|---------------------- |  | ------------------------------------------------------ |  | ----------------------- | ---------- | - | ------------------------ | - | ----------------- |  | --------------- | - | ----- | - | - |  | - | ---------- | -
|                       |  |                                                        |  | Interest Rate Contracts |            |   | ForeignExchangeContracts |   | CreditDerivatives |  | EquityContracts |   | Total |  
|Intermediate Bond Fund |  | Change in Unrealized Appreciation (Depreciation)       |  |                         |            |   |                          |   |                   |  |                 |   |       |   |   | 
|                       |  | Futures Contracts (a)                                  |  | $                       | (2,592,436 | ) |                          | $ |                  |  | $               |  |       | $ |  |  | $ | (2,592,436 | )
|                       |  | Forward Contracts (b)                                  |  |                         |           |   |                          |   | 273,161           |  |                 |  |       |   |  |  |   | 273,161    |  
|                       |  | Swap Contracts (c)                                     |  |                         | 5,578,159  |   |                          |   |                  |  |                 |  |       |   |  |  |   | 5,578,159  |  
|                       |  |                                                        |  |                         |            |   |                          |   |                   |  |                 |   |       |   |   |  |   |            |  
|                       |  | Total Change in Unrealized Appreciation (Depreciation) |  | $                       | 2,985,723  |   |                          | $ | 273,161           |  | $               |  |       | $ |  |  | $ | 3,258,884  |  
|                       |  |                                                        |  |                         |            |   |                          |   |                   |  |                 |   |       |   |   |  |   |            |  

Each of the above derivatives are located in the following Statement of Operations accounts.



|(a) | Net unrealized appreciation/(depreciation) futures contracts
|--- | ------------------------------------------------------------

|(b) | Net unrealized appreciation/(depreciation) foreign currency transactions (statement of operations includes both forwards and foreign currency transactions)
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------

|(c) | Net unrealized appreciation/(depreciation) swap contracts
|--- | ---------------------------------------------------------



101



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



The volumes indicated in the associated futures, forward foreign currency and interest rate swap
footnotes are indicative of the amounts throughout the year.

M. Use of Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to
make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

N. Indemnifications

In the normal course of business, the Trust enters into contracts that
contain a variety of representations and that may contain general indemnifications. The Trusts maximum exposure under these provisions is unknown, as this would involve future claims that may be made against the Trust. The Trust expects the
risk of loss to be remote.

O. Recent Accounting Pronouncement

In April 2009, the FASB issued FSP FAS 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have
Significantly Decreased and Identifying Transactions That Are Not Orderly (FAS 157-4) which amends FASB Statement No. 157 Fair Value Measurements (FAS 157) and provides additional guidance for estimating fair value in accordance with
FAS 157 when the volume and level of activity for the asset or liability have significantly decreased and also includes guidance on identifying circumstances that indicate a transaction is not orderly for fair value measurements. FAS 157-4 is
effective for fiscal years ending after June 15, 2009. Management is currently in the process of determining the impact of the standard on the Collective Trusts financial statements.

3. Investment Advisory, Investment Management and Related Party Transactions

State Street has retained the services of the investment advisors listed below to advise it with respect to its investment responsibility and has allocated the assets of certain of the Funds among the investment
advisors. Each investment advisor recommends to State Street investments and reinvestments of the assets allocated to it in accordance with the investment policies of the applicable Fund as described above. State Street exercises discretion with
respect to the selection and retention of the investment advisors and may remove, upon consultation with ARF, an investment advisor at any time.

A fee is paid to each investment advisor for certain of the Funds based on the value of the assets allocated to that investment advisor and the respective breakpoints agreed to in the advisors contract. These fees are accrued on a
daily basis and paid monthly or quarterly from the allocated assets. Actual fees paid to each investment advisor during the three-month period ended March 31, 2009 are listed below.



|                                                                      |  |                                
|--------------------------------------------------------------------- |  | -------------------------------
|Investment Advisor                                                    |  | Fee Rate RangeHighest to Lowest
|Alliance Capital Management L.P. (Large-Cap Value Equity)             |  | .50% to .15%                   
|Capital Guardian Trust Company (Large-Cap Growth Equity and Balanced) |  | .50% to .225%                  
|JP Morgan Fleming Asset Management Limited (International Equity)     |  | .75% to .45%                   
|Pacific Investment Management Company (Intermediate Bond)             |  | .50% to .25%                   
|Philadelphia International Advisors LP (International Equity)         |  | .75% to .45%                   
|Smith Asset Management Group, LP (Small-Cap Equity)                   |  | .85% to .45%                   
|T. Rowe Price Associates, Inc. (Large-Cap Growth Equity)              |  | .50% to .35%                   
|Turner Investment Partners (Mid-Cap Growth Equity)                    |  | .65% to .55%                   
|Wellington Management Company, LLP (Mid-Cap Value Equity)             |  | .75% to .55%                   
|Wellington Management Company, LLP (Small-Cap Equity)                 |  | .90% to .70%                   



102



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



|                                                                  |  |                                        |          
|----------------------------------------------------------------- |  | -------------------------------------- | ---------
|Investment Advisor                                                |  | Fees for thePeriod EndedMarch 31, 2009
|Alliance Capital Management L.P. (Large-Cap Value Equity)         |  | $                                      | 106,274  
|Capital Guardian Trust Company (Balanced)                         |  |                                        | 88,108   
|Capital Guardian Trust Company (Large-Cap Growth Equity)          |  |                                        | 72,649   
|JP Morgan Fleming Asset Management Limited (International Equity) |  |                                        | 86,926   
|Pacific Investment Management Company (Intermediate Bond)         |  |                                        | 263,971  
|Philadelphia International Advisors LP (International Equity)     |  |                                        | 69,857   
|Smith Asset Management Group, LP (Small-Cap Equity)               |  |                                        | 89,493   
|T. Rowe Price Associates, Inc. (Large-Cap Growth Equity)          |  |                                        | 118,810  
|Turner Investment Partners (Mid-Cap Growth Equity)                |  |                                        | 94,456   
|Wellington Management Company, LLP (Mid-Cap Value Equity)         |  |                                        | 70,956   
|Wellington Management Company, LLP (Small-Cap Equity)             |  |                                        | 135,919  
|                                                                  |  |                                        |          
|                                                                  |  | $                                      | 1,197,419
|                                                                  |  |                                        |          

A separate program fee (Program fee) is paid to each of State Street Bank and ARF.
These fees are allocated to each Fund based on net asset value and are accrued daily and paid monthly from the assets of the Funds. (State Street does not receive any fees or payments in respect of expenses from the Collective Trust. Rather, State
Street is entitled to payment for services from State Street Bank.)

The ARF Program fee is based on the value of Program assets and the
following annual fee rates in effect during the three-month period ended March 31, 2009:



|                        |  |                          |  
|----------------------- |  | ------------------------ | -
|Value of Program Assets |  | Rate of ARF Program Fees |  
|First $500 million      |  | .075                     | %
|Next $850 million       |  | .065                     | %
|Next $1.15 billion      |  | .035                     | %
|Next $1.5 billion       |  | .025                     | %
|Over $4 billion         |  | .015                     | %

ARF received Program fees of $352,069 for the three-month period ended March 31, 2009. These
fees are allocated to each Fund based on net asset value.

ARF and State Street Bank have agreed to the program fee based upon the
following schedule:



|                        |  |                                      |  
|----------------------- |  | ------------------------------------ | -
|Value of Program Assets |  | Rate of State Street BankProgram Fee |  
|First $2 billion        |  | .40                                  | %
|Next $1 billion         |  | .31                                  | %
|Next $1 billion         |  | .21                                  | %
|Over $4 billion         |  | .13                                  | %

For the three-month period ended March 31, 2009, State Street Bank received program fees of
$2,713,672.

Benefit payments under the Program generally are made by check. Within two business days before the check becomes payable,
funds for the payment of benefits are transferred to a non-interest bearing account with State Street Bank. No separate fee is charged for benefit payments; rather, State Street Bank retains any earnings attributable to outstanding benefit checks,
and these earnings have been taken into account in setting State Street Banks fees under the Program.



103



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



A fee is paid to State Street Bank for its management, administration and custody of the assets in
the investment options (other than Self-Managed Brokerage Accounts). This fee is accrued on a daily basis and paid monthly from the net assets of the Funds at the following rates:

For the period January 1, 2009 through January 31, 2009:



|                             |  |      |  
|---------------------------- |  | ---- | -
|Value of Assets in all Funds |  | Rate |  
|First $1 billion             |  | .217 | %
|Next $1.8 billion            |  | .067 | %
|Over $2.8 billion            |  | .029 | %

For the period February 1, 2009 through March 31, 2009:



|                             |  |      |  
|---------------------------- |  | ---- | -
|Value of Assets in all Funds |  | Rate |  
|First $1 billion             |  | .202 | %
|Next $1.8 billion            |  | .067 | %
|Over $2.8 billion            |  | .029 | %

For the three-month period ended March 31, 2009, State Street Bank received trustee,
management and administration fees of $805,600.

Management FeesIndex Funds and Indexed Portions of Managed Funds

Since February 2, 2009, fees have been paid to State Street Bank for the investment management services it performs relating to the assets in the
Index Funds and the indexed portions of the Large-Cap Growth Equity Fund, the Large-Cap Value Equity Fund and the Small-Cap Equity Fund. These fees are accrued on a daily basis and paid monthly from the relevant assets of the respective Funds and
are based on respective net asset values as of the time of calculation. The fees for the indexed portions of the Managed Funds and the fees for the respective Index Funds are at the following annual rates:



|                                |  |      |  
|------------------------------- |  | ---- | -
|Fund                            |  | Rate |  
|Bond Index Fund                 |  | .04  | %
|Large-Cap Index Equity Fund     |  | .02  |  
|Index Equity Fund               |  | .05  |  
|Mid-Cap Index Equity Fund       |  | .05  |  
|Small-Cap Index Equity Fund     |  | .05  |  
|International Index Equity Fund |  | .10  |  
|Large-Cap Growth Equity Fund    |  | .05  |  
|Large-Cap Value Equity Fund     |  | .05  |  
|Small-Cap Equity Fund           |  | .05  |  

The State Street Bank received the following fees paid from the Funds listed below during the
period since inception through March 31, 2009:



|                                                                   |  |   |       
|------------------------------------------------------------------ |  | - | ------
|Bond Index Fund (inception date February 4, 2009)                  |  | $ | 281   
|Large-Cap Index Equity Fund (inception date February 9, 2009)      |  |   | 43    
|Index Equity Fund (fee inception date February 1, 2009)            |  |   | 15,491
|Mid-Cap Index Equity Fund (inception date February 3, 2009)        |  |   | 36    
|Small-Cap Index Equity Fund (inception date February 3, 2009)      |  |   | 34    
|International Index Equity Fund (inception date March 3, 2009)     |  |   | 22    
|Large-Cap Growth Equity Fund (fee inception date February 1, 2009) |  |   | 8,916 
|Large-Cap Value Equity Fund (fee inception date February 1, 2009)  |  |   | 3,401 
|Small-Cap Equity Fund (fee inception date February 1, 2009)        |  |   | 1,295 



104



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



The Retirement Date Funds are subject to a management fee of .10% of the total annual assets invested
in the Retirement Date Funds, payable to State Street Bank. The fee is accrued daily and paid monthly. For the three-month period ended March 31, 2009, State Street Bank received Retirement Date Fund management fees of $53,891.

4. Purchases and Sales of Securities

The aggregate
cost of purchases and proceeds from sales of securities excluding U.S. Government securities and short-term investments were as follows:



|                                     |  |                                    |            |       |   |           
|------------------------------------ |  | ---------------------------------- | ---------- | ----- | - | ----------
|                                     |  | For the Period EndedMarch 31, 2009
|                                     |  | Purchases                          |            | Sales
|Balanced Fund                        |  | $                                  | 20,299,261 |       | $ | 27,524,840
|Bond Index Fund                      |  |                                    | 7,738,841  |       |   | 60,130    
|Index Equity Fund                    |  |                                    | 3,962,508  |       |   | 8,454,592 
|Intermediate Bond Fund               |  |                                    | 22,726,101 |       |   | 23,600,742
|International Equity Fund            |  |                                    | 14,748,634 |       |   | 18,429,086
|International Index Equity Fund      |  |                                    | 692,541    |       |   | 1,842     
|Large-Cap Growth Equity Fund         |  |                                    | 35,688,526 |       |   | 47,770,335
|Large-Cap Index Equity Fund          |  |                                    | 3,142,115  |       |   | 29,915    
|Large-Cap Value Equity Fund          |  |                                    | 22,806,529 |       |   | 24,040,042
|Mid-Cap Growth Equity Fund           |  |                                    | 18,627,758 |       |   | 21,758,935
|Mid-Cap Index Equity Fund            |  |                                    | 1,015,399  |       |   | 13,978    
|Mid-Cap Value Equity Fund            |  |                                    | 5,166,052  |       |   | 5,104,194 
|Small-Cap Equity Fund                |  |                                    | 40,684,532 |       |   | 41,535,427
|Small-Cap Index Equity Fund          |  |                                    | 1,340,944  |       |   | 314,414   
|Lifetime Income Retirement Date Fund |  |                                    | 1,198,779  |       |   | 3,088,203 
|2010 Retirement Date Fund            |  |                                    | 1,740,815  |       |   | 4,625,000 
|2020 Retirement Date Fund            |  |                                    | 4,118,612  |       |   | 4,044,389 
|2030 Retirement Date Fund            |  |                                    | 2,991,004  |       |   | 1,835,908 
|2040 Retirement Date Fund            |  |                                    | 3,079,301  |       |   | 1,456,476 

The aggregate cost of purchases and proceeds from sales of U.S. Government securities were as
follows:



|                       |  |                                     |               |       |   |              
|---------------------- |  | ----------------------------------- | ------------- | ----- | - | -------------
|                       |  | For the Period Ended March 31, 2009
|                       |  | Purchases                           |               | Sales
|Intermediate Bond Fund |  | $                                   | 1,466,502,889 |       | $ | 1,262,084,362

5. Risks Associated with Investments of the Trust

The Funds of the Trust to the extent invested in the equity markets are subject to a variety of market and financial risks. Common stocks, the most
familiar type of equity security, represent an equity (ownership) interest in a corporation. Although common stocks and other equity securities have a history of long-term growth in value, their prices may fluctuate dramatically in the short term in
response to changes in market conditions, interest rates and other company, political and economic developments. In addition, investments in non-U.S. securities, including emerging markets equities, and in small capitalization and mid-capitalization
equity securities, involve special risks. For instance, smaller companies may be impacted by economic conditions more severely. Foreign securities risks include less investor protections, government failure or nationalization of businesses, exchange
rate risk and exchange restrictions, poorly developed financial reporting requirements, broker/dealer regulation, or foreign government taxation, financial markets or legal systems. Certain Funds, in addition to the more general risks associated
with equity investing, are subject to the more particular risks associated with investing in value stocks or growth stocks, as different types of stocks tend to shift into and out of favor depending on market and economic conditions. The value of
the Funds to the extent so invested in the equity markets will fluctuate, and the holders of units in the Funds should be able to tolerate changes, sometimes sudden or substantial, in the value of their investment.



105



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



The Funds, to the extent invested in fixed income securities, including all lending Funds through
collateral holdings, are subject to the risks associated with investing in such instruments. Fixed-income securities such as bonds are issued to evidence loans that investors make to corporations and governments, either foreign or domestic. If
prevailing interest rates fall, the market value of fixed-income securities that trade on a yield basis tends to rise. On the other hand, if prevailing interest rates rise, the market value of fixed-income securities generally will fall. In general,
the shorter the maturity, the lower the yield but the greater the price stability. These factors may have an effect on the value of the Funds. A change in the level of interest rates will tend to cause the net asset value of the Fund to change. If
such interest rate changes are sustained over time, the yield of the Funds will fluctuate accordingly.

Fixed-income securities, including
corporate bonds, also are subject to credit risk. When a security is purchased, its anticipated yield depends on the timely payment by the borrower of each interest and principal installment. Credit analysis and bond ratings take into account the
relative likelihood that such timely payment will result. Bonds with a lower credit rating tend to have higher yields than bonds of similar maturity with a better credit rating. However, to the extent the Funds invest in securities with medium or
lower credit qualities, they are subject to a higher level of credit risk than investments in investment-grade securities. The credit quality of non investment-grade securities is considered speculative by recognized ratings agencies with respect to
the issuers continuing ability to pay interest and principal. Lower-grade securities may have less liquidity and a higher incidence of default than higher-grade securities. Furthermore, as economic, political and business developments unfold,
lower-quality bonds, which possess lower levels of protection with respect to timely payment, usually exhibit more price fluctuation than do higher-quality bonds of like maturity and the value of the Funds will reflect this volatility. Moreover, the
Funds rely to a significant extent on ratings issued by one or more nationally recognized credit rating agencies to assess the credit quality of securities in which it proposes to invest. There may be limitations on the quality of such ratings. For
instance, certain asset backed securities such as subprime CMOs and securities backed by bond insurance that initially received relatively high ratings were, in connection with the credit markets turbulence, subsequently significantly downgraded.
There is a risk of loss associated with securities even if initially highly rated, particularly in the case of collateralized debt obligations and other structured-finance investments that are often of relatively higher complexity.

Recent events in both the equity and fixed income markets and in particular the financial sector have resulted in an unusually high degree of volatility
in the market and the Funds of the Collective Trust. Fixed income markets have also experienced an unusually high degree of illiquidity which has adversely affected the Funds of the Collective Trust that invest in fixed income securities. The
Collective Trusts investment in the financial sector has attributed to the volatility of the Collective Trusts Funds.

6. Securities
Lending Income

The Funds in the Trust are authorized to participate in the Securities Lending Program administered by State Street
Bank, under which securities held by the Funds are loaned by State Street Bank, as the Funds lending agent, to certain brokers and other financial institutions (the Borrowers). The Borrowers provide cash, securities or letters of
credit as collateral against loans in an amount at least equal to 100% of the market value of the loaned securities. The Borrowers are required to maintain the collateral at not less than 100% of the market value of the loaned securities. Cash
collateral is invested in the State Street Quality D Short-Term Investment Fund.

The Funds are subject to the risks associated with the
lending of securities, including the risks associated with defaults by the borrowers of such securities and the credit, liquidity and other risks arising out of the investment of cash collateral received from the borrowers.

Certain Funds in the Trust also invest in collective investment funds which lend a portion of their securities to qualified Borrowers under identical
collateral requirements described above.

A portion of the income generated upon investment of cash collateral is remitted to the
Borrowers, and the remainder is allocated between the Fund lending the securities and State Street Bank in its capacity as lending agent.



106



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



At March 31, 2009, the Funds market value of securities on loan and collateral value
received at amortized cost and market value for securities loaned was as follows:



|                        |  |                                  |            |                     |   |              |  |   |           
|----------------------- |  | -------------------------------- | ---------- | ------------------- | - | ------------ |  | - | ----------
|                        |  |                                  |            | Collateral Received
|Fund                    |  | Market Value ofLoaned Securities |            | AmortizedCost       |   | MarketValue*
|Balanced                |  | $                                | 18,613,248 |                     | $ | 19,082,109   |  | $ | 17,967,905
|Intermediate Bond       |  |                                  | 31,012,271 |                     |   | 31,662,417   |  |   | 29,813,648
|International Equity    |  |                                  | 18,045,883 |                     |   | 18,906,778   |  |   | 17,802,811
|Large-Cap Growth Equity |  |                                  | 41,287,331 |                     |   | 42,276,015   |  |   | 39,901,493
|Large-Cap Value Equity  |  |                                  | 14,848,901 |                     |   | 15,277,265   |  |   | 14,385,225
|Mid-Cap Growth Equity   |  |                                  | 25,418,174 |                     |   | 26,027,404   |  |   | 24,507,664
|Mid-Cap Value Equity    |  |                                  | 14,209,225 |                     |   | 14,646,517   |  |   | 13,791,307
|Small-Cap Equity        |  |                                  | 45,288,986 |                     |   | 46,622,747   |  |   | 43,910,077

As discussed in Note 1, units of Quality D continue to be issued and redeemed at a constant $1.00
net asset value per unit, however restriction would apply to redemptions in connection with discontinuing participation in the lending program. At March 31, 2009, the market value of the investments in Quality D, as reported by its trustee, was
approximately 94.16% of amortized cost. Furthermore, as reported by the trustee as of March 31, 2009, all investments in Quality D were performing in accordance with their respective terms. The accompanying financial statements of the
Funds and Retirement Date Funds have valued their direct and indirect investments in the Cash Collateral Funds at their market values, and have recognized unrealized losses. However, the Funds and Retirement Date Funds have continued to value their
investments in the Cash Collateral Funds for purposes of Participant transactions at the amortized cost based values used by the Cash Collateral Funds for daily transactions.



|* | Collateral Received Market Value includes non-cash collateral State Street Bank received in lieu of cash for securities on loan. The Funds receive a fee from the Borrowers to
compensate for the revenue lost from the inability to generate income from the investment of cash collateral. Non-cash collateral can be held in the form of securities issued or guaranteed by the United States Government or its agencies or
instrumentalities, convertible bonds denominated in US dollars, irrevocable bank letters of credit issued by a person other than the borrower or an affiliate of the borrower, or tri-party agreements backed by securities issued or guaranteed by the
United States government or its agencies. Non-cash collateral held at March 31, 2009 was in amounts as follows:
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|                        |  |                        
|----------------------- |  | -----------------------
|Fund                    |  | Non-CashCollateralValue
|Large-Cap Growth Equity |  | 93,975                 
|Small-Cap Equity        |  | 9,632                  

Non-cash collateral received for securities on loan is held in a segregated account by the lending
agent. The Funds are not entitled to any income from the securities. Should the borrowers fail to meet their obligations under the lending agreement, the Funds would take possession of the securities.

7. Participant Ownership

As of March 31,
2009, the following funds had participants owning greater than 5% of the outstanding Units of a fund. Four participants owned 8.11%, 6.56%, 5.94% and 5.10%, respectively, of the outstanding Units of the Bond Index Fund. Two participants owned 14.61%
and 5.98%, respectively, of the outstanding Units of the Large-Cap Index Equity Fund. Five participants owned 9.17%, 6.53%, 5.56%, 5.56% and 5.46%, respectively, of the outstanding Units of the Mid-Cap Index Equity Fund. Four participants owned
14.12%, 6.22%, 5.49% and 5.03%, respectively, of the outstanding Units of the Small-Cap Index Equity Fund. Six participants owned 12.26%, 10.58%, 8.69%, 8.19%, 6.90, and 6.07%, respectively, of the outstanding Units of the International Index Equity
Fund. In addition one participant owned 5.52% of the outstanding Units of the Lifetime Income Retirement Date Fund and one participant owned 6.46% of the outstanding Units of the 2010 Retirement Date Fund.



107



---

##### Table of Contents

American Bar Association Members/State Street Collective Trust

Notes to Financial Statements(Continued)

(Unaudited)



|8. | Changes and Expected Changes to the Collective Trust
|-- | ----------------------------------------------------

On August 15, 2008, the ABA Retirement Funds (ARF) as sponsor of the Program, The Northern Trust Company (Northern Trust) and Northern Trust Investments, N.A., a wholly-owned subsidiary of Northern Trust
(NTI), entered into a Fiduciary Investment Services Agreement (the FISA Agreement). The FISA Agreement provides that it will become effective on July 1, 2009 or such other date as the parties may agree (the FISA
Effective Date). As described below, it is likely that the FISA Effective Date will be extended to a date in 2010. The FISA Agreement also provides, among other things, for the substitution of Northern Trust for State Street Bank and Trust
Company of New Hampshire (State Street) as trustee of the ABA Members Collective Trust. As permitted under the FISA Agreement, Northern Trust has determined to cause NTI to carry out Northern Trusts obligations as trustee of the
ABA Members Collective Trust and related duties. Upon such substitution, NTI will be responsible for all the functions now performed by State Street in its capacity as trustee of the ABA Members Collective Trust, and will be responsible for
developing a suitable investment policy for the Program, subject to approval by ARF.

Also upon substitution of NTI as the trustee of the
ABA Members Collective Trust, the Declaration of Trust of such Trust will be amended and restated as the American Bar Association Members/Northern Trust Collective Trust. NTI also may engage one or more Investment Advisors and other service
providers.

Commencing upon the FISA Effective Date, Northern Trust will be paid a trust, management and administration fee calculated
according to the following schedule as applied to the aggregate value of assets held by the Funds, excluding Retirement Date Fund assets:



|                 |  |       |  
|---------------- |  | ----- | -
|Value of Assets  |  | Rate  |  
|First $1 Billion |  | 0.115 | %
|Next $2 Billion  |  | 0.08  | %
|Over $3 Billion  |  | 0.065 | %

Such fee is based upon the current Fund line-up and specific construction of each Fund relative to
its advisor composition, custody and other Fund administration requirements. ARF and Northern Trust reserve the right to change such fee should the Fund line-up or construction change in the future in a manner which changes Northern Trusts
costs of administering such Fund or Funds. Also commencing upon the Effective Date, Northern Trust will be paid a Retirement Date Funds management fee of .115%, applied to the aggregate value of assets held by the Retirement Date Funds. Such fees
will accrue daily and be paid to Northern Trust at the end of each month.

On December 6, 2008, ARF, ING Life Insurance and Annuity Company
(ILIAC), and ING Institutional Plan Services, LLC, a wholly-owned affiliate of ILIAC (IPS), entered into a Program Services Agreement (the PSA Agreement). The PSA Agreement became effective on May 1, 2009 (the
PSA Effective Date). The PSA Agreement provides, among other things, for the performance by ILIAC, through IPS, of the administrative, communication and marketing services previously required by the Administrative and Investment Services
Agreement (as amended and restated) between State Street Bank and Trust Company (State Street Bank) and ARF, dated November 18, 2002, as amended (the AISA Agreement), to be provided by State Street Bank.

Commencing on the PSA Effective Date, ILIAC is paid a program expense fee by the Collective Trust at a base rate of (A) $135,250 for each of the first
twelve calendar months after the PSA Effective Date, (B) $177,850 for each of the next twelve calendar months of the term of the PSA Agreement, and (C) $152,850 for each of the remaining calendar months of the term of the PSA Agreement, plus, for
each calendar month of the term of the PSA Agreement, a fee based on the assets of the collective investment funds established under the Collective Trust calculated according to the following annual rate:



|                 |  |       |  
|---------------- |  | ----- | -
|Value of Assets  |  | Rate  |  
|First $4 billion |  | 0.47  | %
|Next $1 billion  |  | 0.36  | %
|Next $1 billion  |  | 0.215 | %
|Over $6 billion  |  | 0.22  | %



108



---

##### Table of Contents

ARF has exercised its right to require State Street to remain as trustee of the Collective Trust until
the earlier of September 30, 2010 and the FISA Effective Date. State Street is expected to be relieved of its obligations to provide recordkeeping and administrative services pursuant to the AISA Agreement, except that State Street will be required
to interface with IPS as necessary for the proper operation of the Program prior to the FISA Effective Date.

Northern Trust, State Street,
State Street Bank and ARF have entered into discussions that could result in (i) a postponement of the FISA Effective Date to a date in 2010 yet to be determined, with State Street remaining as Trustee of the Collective Trust until then, (ii) the
assignment or delegation by ARF to NTI of ARFs rights to make recommendations to the Trustee regarding investment options and Investment Advisors and (iii) NTIs exercise of such rights by recommending changes in investment options to be
offered under the Program and the Investment Advisors to certain of the investment options. In the event NTI were to make any such recommendations to State Street, State Street would review and evaluate such recommendations and, giving due
consideration to them as AISA requires, make its determination as to those investment options that should be implemented and those Investment Advisors that should be retained, and State Street would then expect to make the changes consistent with
its determinations, notwithstanding that NTIs appointment as trustee of the Collective Trust would have been delayed until a date in 2010.

Certain Funds and Retirement Date Funds participate in the State Street Bank securities lending program. These Funds and Retirement Date Funds are subject to risks involved in securities lending. State Street Bank, in its discretion, has
exercised its contractual right under the securities lending program to limit withdrawal by such Funds and Retirement Date Funds from participation in the program, except for withdrawals in the ordinary course by Participants and certain withdrawals
by participating plans from collective investment funds in which they are invested and which participate in the securities lending program. Implementation of the expected changes to the Program described above could be delayed or impeded as a result
of this limitation on withdrawals.



|Item 2. | MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|------- | --------------------------------------------------------------------------------------

Quarter Ended March 31, 2009

Stable Asset Return Fund

The Stable Asset Return Fund seeks to provide current income consistent with the preservation of principal and liquidity. The Fund does not make any
direct investments, but invests all of its assets indirectly through the State Street Bank and Trust Company ABA Members/Pooled Stable Asset Fund Trust (SAFT), a collective investment fund maintained by State Street Bank and Trust
Company (State Street Bank). SAFT in turn invests in investment contracts, so-called Synthetic GICs with associated underlying assets, and high-quality fixed-income instruments, including by investing a portion of its assets
in the State Street Bank and Trust Company Yield Enhanced Short-Term Investment Fund (YES) or the State Street Bank and Trust Company Short-Term Investment Fund (the Short-Term Fund), a collective investment fund maintained
by State Street Bank. In March, SAFT sold out of YES and began investing in the Short-Term Fund. The Short-Term Fund invests in high-quality short-term instruments, including obligations of the United States government, notes, bonds and similar debt
instruments of corporations, commercial paper, certificates of deposit and time deposits, bankers acceptances, supranational and sovereign debt obligations, asset-backed securities, master notes, promissory notes, funding agreements, variable
and indexed interest notes and repurchase agreements.

For the quarter ended March 31, 2009, the Stable Asset Return Fund experienced
a total return, net of expenses, of 0.61%. By comparison, a combination of the Ryan Labs Three Year GIC Index and the iMoneyNet MFR Prime Institutional Money Market Fund Average, weighted 70%/30%, respectively, produced an investment record of 0.87%
for the same period. The Ryan Labs Three Year GIC Index portion of the combination benchmark does not include an allowance for the fees that an investor would pay for investing in the instruments that comprise that index or for fund expenses.

The Stable Asset Return Fund underperformed the combination benchmark for the quarter ended March 31, 2009. The underperformance can
be attributed to the more conservative positioning in the portfolio that began in the fourth quarter of 2008 and was maintained throughout the first quarter of 2009. Specifically the Funds cash position increased by nearly 6% and the money
market component of the benchmark lagged the GIC component by nearly 100 basis points. Additionally, the Funds investments are primarily focused on segments of the market, such as U.S. Treasuries, agency debentures and agency
mortgage-backed securities, that are thought to have a high degree of support from the U.S. Government. Generally, these types of investments have a relatively higher credit quality but lower yield than traditional GICs. These
lower-yielding investments were employed to provide a relatively higher degree of stability for the market-to-book ratio which indicates the value of the underlying investments. During the quarter ended March 31, 2009, the market-to-book
ratio for the Fund improved.



109



---

##### Table of Contents

Intermediate Bond Fund

The Intermediate Bond Funds investment objective is to achieve a total return from current income and capital appreciation by investing in a diversified portfolio of fixed income securities.

For the quarter ended March 31, 2009, the Intermediate Bond Fund experienced a total return, net of expenses, of 0.05%. By comparison, the Barclays
Capital U.S. Aggregate Bond Index (f/k/a the Lehman Brothers Aggregate Bond Index) produced an investment record of 0.12% for the same period. The Barclays Capital U.S. Aggregate Bond Index does not include an allowance for the fees that an investor
would pay for investing in the securities that comprise the index or for fund expenses.

The Intermediate Bond Fund, which is advised with
the assistance of Pacific Investment Management Company LLC, outperformed the Barclays Capital U.S. Aggregate Bond Index for the quarter ended March 31, 2009 after taking into account expenses.

Interest rate strategies detracted from performance during the quarter, with the Fund maintaining an overweight to duration while U.S. Treasuries yields
rose. The portfolios allocation to shorter maturities in the U.S. and Europe was positive for returns as their respective yield curves steepened generally over the quarter.

An overweight to high quality agency-backed mortgage pass-through securities contributed to performance as these high quality bonds outpaced U.S.
Treasuries, benefiting from more purchases by the Federal Reserve of conforming agency mortgages. However, an emphasis on the bonds of financial companies was a detractor from performance during the quarter. While senior debt holdings of financial
companies performed relatively well, subordinated issues fared poorly amid uncertainty about U.S. Government policy. A small allocation to real returns bonds contributed to the performance of the portfolio as investors returned to the TIPS market
amid worries about longer-term inflation. Modest exposure to municipal bonds also benefited relative performance as holdings in municipal bonds rallied while investors were drawn to attractive yields as compared to yields on U.S. Treasuries. Small
holdings in local currency-denominated emerging market bonds, particularly in Brazil, contributed to performance as local currency rates rallied. Finally, holdings of upper-tier non-agency mortgage securities continued to detract from performance as
demand remained weak amid a dearth of liquidity.

For the quarter ended March 31, 2009, the Intermediate Bond Fund participated in the
State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. For the reasons described under Effect on Performance of Certain Funds and Retirement Date Funds that
Participate in Securities Lending, the financial statement-reported performance of the Intermediate Bond Fund was negatively impacted by 0.34 percentage point as a result of such participation.



110



---

##### Table of Contents

Balanced Fund

The Balanced Fund invests in publicly-traded common stocks, other equity-type securities, medium- to long-term debt securities with varying maturities and money market instruments. The Balanced Fund seeks to achieve, over an extended period
of time, total returns comparable to or superior to an appropriate combination of broad measures of the domestic stock and bond markets.

For the quarter ended March 31, 2009, the Balanced Fund experienced a total return, net of expenses, of (4.76)%. By comparison, a combination of the Russell 1000 Index and the Barclays Capital U.S. Aggregate Bond Index, weighted
60%/40%, respectively, produced an investment record of (6.12)% for the same period. The Russell 1000 Index and the Barclays Capital U.S. Aggregate Bond Index do not include an allowance for the fees that an investor would pay for investing in the
securities that comprise the indices or for fund expenses.

For the quarter ended March 31, 2009, the equity segment of the Balanced
Fund, which is advised with the assistance of Capital Guardian Trust Company, outperformed the Russell 1000 Index benchmark.

During the
first quarter of 2009, the equity segment of the Balanced Fund declined, although not as much as did the Russell 1000 Index. The portfolios holdings in financial stocks detracted from relative performance, but fewer investments in the
commercial banks and good stock selection among capital markets companies mitigated the losses and contributed to relative results. In the healthcare sector, where buyout activity was heavy, stock selection contributed to a better-than-benchmark
result. Technology stocks were among the largest contributors to relative performance, particularly those in the computer and peripherals industry. Within the materials sector, securities in metals and mining companies performed poorly and detracted
from results.

For the quarter ended March 31, 2009, the debt segment of the Balanced Fund, which is advised with the assistance of
Pacific Investment Management Company LLC, outperformed the Barclays Capital U.S. Aggregate Bond Index after taking into account expenses.

Interest rate strategies detracted from performance during the quarter, with the segment maintaining an overweight to duration while U.S. Treasuries yields rose. The portfolios allocation to shorter maturities in the U.S. and Europe
was positive for returns as their respective yield curves steepened generally over the quarter.

An overweight to high quality
agency-backed mortgage pass-through securities contributed to performance as these high quality bonds outpaced U.S. Treasuries, benefiting from more purchases by the Federal Reserve of conforming agency mortgages. However, an emphasis on the bonds
of financial companies was a detractor from performance during the quarter. While senior debt holdings of financial companies performed relatively well, subordinated issues fared poorly amid uncertainty about U.S. Government policy. A small
allocation to real returns bonds contributed to the performance of the portfolio as investors returned to the TIPS market amid worries about longer-term inflation. Modest exposure to municipal bonds also benefited relative performance as holdings in
municipal bonds rallied while investors were drawn to attractive yields as compared to yields on U.S. Treasuries. Small holdings in local currency-denominated emerging market bonds, particularly in Brazil, contributed to performance as local
currency rates rallied. Finally, holdings of upper-tier non-agency mortgage securities continued to detract from performance as demand remained weak.

For the quarter ended March 31, 2009, the Balanced Fund participated in the State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. For the reasons
described under Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the financial statement-reported performance of the Balanced Fund was negatively impacted by 0.17
percentage point as a result of such participation.



111



---

##### Table of Contents

Large-Cap Value Equity Fund

The Large-Cap Value Equity Fund seeks to outperform, over extended periods of time, broad measures of the domestic stock market. The Fund invests primarily in common stocks and other equity-type securities of
companies with market capitalizations, at the time of purchase, of greater than $1 billion that are believed to be undervalued in the marketplace. A portion of the Fund (approximately 25%) is invested to replicate the Russell 1000 Value Index, which
is comprised of those stocks in the Russell 1000 Index that have a greater than average value orientation. The remainder of the Large-Cap Value Equity Fund is actively managed.

For the quarter ended March 31, 2009, the Large-Cap Value Equity Fund experienced a total return, net of expenses, of (16.41)%. By comparison, the
Russell 1000 Value Index produced an investment record of (16.77)% for the same period. The Russell 1000 Value Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or
for fund expenses.

For the quarter ended March 31, 2009, the actively managed portion of the Large-Cap Value Equity Fund, which is
advised with the assistance of AllianceBernstein L.P., outperformed the Russell 1000 Value Index. Relative performance benefited from strong stock selection in the financial and telecommunication sectors. Other major contributors spanned across
sectors. By contrast, stock selection in the energy sector detracted from relative returns as the portfolio shifted away from integrated companies to companies that are thought to have more sensitivity to fluctuations in oil prices. Holdings in
media companies also hurt performance as a result of relatively weak spending in global advertising.

The performance of the indexed
portion of the Large-Cap Value Equity Fund for the quarter ended March 31, 2009 was consistent with the Russell 1000 Value Index after taking into account expenses and the effect of participation in securities lending.

For the quarter ended March 31, 2009, the Large-Cap Value Equity Fund participated in the State Street Bank securities lending program as described in
Note 6 of the Notes to Financial Statements. For the reasons described under Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the financial
statement-reported performance of the Large-Cap Value Equity Fund was positively impacted by 0.12 percentage point as a result of such participation.

Large-Cap Growth Equity Fund

The Large-Cap Growth Equity Fund invests primarily in common stocks and other equity-type
securities of companies with market capitalizations greater than $1 billion at the time of purchase that are believed to have strong earnings growth potential. The Large-Cap Growth Equity Fund seeks to achieve long-term growth of capital through
increases in the value of the securities it holds and to realize income principally from dividends on such securities. A portion of the Large-Cap Growth Equity Fund (approximately one-third) is invested to replicate the Russell 1000 Growth Index,
which is comprised of those stocks in the Russell 1000 Index that have a greater than average growth orientation. The remainder of the Large-Cap Growth Equity Fund is actively managed in two portions of approximately one-third each of the assets of
the Fund subject to differences in relative performance. The Large-Cap Growth Equity Fund seeks to achieve, over an extended period of time, total returns that are comparable to or superior to those attained by broad measures of the domestic stock
market.



112



---

##### Table of Contents

For the quarter ended March 31, 2009, the Large-Cap Growth Equity Fund experienced a total return,
net of expenses, of (2.70)%. By comparison, the Russell 1000 Growth Index produced an investment record of (4.12)% for the same period. The Russell 1000 Growth Index does not include an allowance for the fees that an investor would pay for investing
in the securities that comprise the index or for fund expenses.

The portion of the Large-Cap Growth Equity Fund advised with the
assistance of Capital Guardian Trust Company underperformed the Russell 1000 Growth Index for the quarter ended March 31, 2009. Selection among consumer discretionary stocks, particularly in hotels, leisure and media companies, detracted from
performance. The portfolios underweight position in Internet retail companies also hampered relative returns. Stock selection in materials and industrial companies also detracted from relative returns. An underweight position in consumer
staples securities, particularly in household products, contributed positively to relative results. Meanwhile, holdings in technology stocks were among the largest contributors to relative performance and added to relative returns.

The portion of the Large-Cap Growth Equity Fund advised with the assistance of T. Rowe Price Associates, Inc. outperformed the Russell 1000 Growth Index
for the quarter ended March 31, 2009. Stock selection in consumer discretionary companies was the top contributor to relative performance. Returns in this sector were driven largely by the performance of holdings in Amazon.com. An underweight
position in industrials and business services sectors proved beneficial to relative performance. Stock selection in machinery companies also boosted relative performance, with Danaher being a top contributor. Additionally, the portfolios
overweight position in telecommunication services contributed positively to relative returns. By contrast, holdings in the utilities sector detracted from relative performance, with NRG Energy being a notable detractor.

The performance of the indexed portion of the Fund for the quarter ended March 31, 2009 was consistent with the Russell 1000 Growth Index after
taking into account expenses and the effect of participation in securities lending.

For the quarter ended March 31, 2009, the Large-Cap
Growth Equity Fund participated in the State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. For the reasons described under Effect on Performance of Certain Funds
and Retirement Date Funds that Participate in Securities Lending, the financial statement-reported performance of the Large-Cap Growth Equity Fund was negatively impacted by 0.03 percentage point as a result of such participation.

Mid-Cap Value Equity Fund

The Mid-Cap
Value Equity Fund seeks to outperform, over extended periods of time, broad measures of the domestic stock market. The Fund invests primarily in equity securities of companies with market capitalizations of between $1 billion and $12 billion at the
time of purchase. The Fund seeks to achieve growth of capital through investing primarily in common stocks of medium-sized companies believed to be attractively priced relative to their future earnings power. The Fund seeks to emphasize sectors and
securities which are believed to be undervalued.



113



---

##### Table of Contents

For the quarter ended March 31, 2009, the Mid-Cap Value Equity Fund, which is advised with the
assistance of Wellington Asset Management Company, LLP, experienced a total return, net of expenses, of (9.89)%. By comparison, the Russell Mid-Cap Value Index produced an investment record of (14.67)% for the same period. The Russell Mid-Cap Value
Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or for fund expenses.

The Mid-Cap Value Equity Fund outperformed the Russell Mid-Cap Value Index for the quarter ended
March 31, 2009. Stock selection in the financial sector was a major contributor to performance. Holdings in PHH Corporation and Everest Re benefited relative returns. PHH, which provides mortgage and fleet financing in the U.S., beat
analysts earnings expectations for the fourth quarter. Everest Re, an insurance and reinsurance underwriter, also reported earnings that surpassed analysts estimates. The portfolios holdings in the consumer staples sector also
contributed to relative performance. Shares of Marine Harvest, a salmon farming company based in Norway, rose as fish prices increased due to changes in global supply and demand. By contrast, holdings in the industrials sector detracted from
relative performance. Delta Airlines was among the weakest performers in this sector as its shares declined as a result of declining revenue and demand during the quarter. Positive stock selection in the healthcare sector was offset by an overweight
position in the sector. Holdings in Impax Labs, a company engaged in the development and commercialization of bioequivalent and brand-name pharmaceuticals, hurt relative returns. A patent infringement lawsuit in connection with Impaxs
Doryx® tablets was filed against Impax during the quarter.

For the quarter
ended March 31, 2009, the Mid-Cap Value Equity Fund participated in the State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. For the reasons described under
Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the financial statement-reported performance of the Mid-Cap Value Equity Fund was positively impacted by 0.79
percentage point as a result of such participation.

Mid-Cap Growth Equity Fund

The Mid-Cap Growth Equity Fund invests primarily in common stocks and other equity-type securities of companies with market capitalizations of
between $1 billion and $12 billion at the time of investment that State Street and the Funds Investment Advisor believe have strong earnings growth potential. The Mid-Cap Growth Equity Fund seeks to achieve, over an extended period of time,
total returns comparable to or superior to those attained by broad measures of the domestic stock market.

For the quarter ended
March 31, 2009, the Mid-Cap Growth Equity Fund, which is advised with the assistance of Turner Investment Partners, Inc., experienced a total return, net of expenses, of (4.32)%. By comparison, the Russell MidCap Growth Index produced an
investment record of (3.36)% for the same period. The Russell MidCap Growth Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or for fund expenses.

The Mid-Cap Growth Equity Fund underperformed the Russell MidCap Growth Index for the quarter ended March 31, 2009. During the first two months of the
quarter, the Russell MidCap Growth Index produced a return of (11.8)%, while the index rebounded by approximately 9.5% in March 2009.

Within the materials and processing sector, the portfolios steel holdings detracted the most from results. With the economy slowing, the steel industry saw declining demand for steel particularly within the automobile and construction
industries. Lower demand for steel led to lower prices and cutbacks in production. In particular, holdings in Cliffs Natural Resources Inc. and Steel Dynamics Inc detracted from relative returns. Cliffs Natural, an iron ore pellet producer, was
forced to pull back from a planned acquisition for coal miner Alpha Natural Resources and lost approximately $70 million relating to the failed merger. Steel Dynamics reported weaker-than-expected results in its steel and metals recycling operations
and lowered its first quarter outlook based largely on the slowing economy. An underweight position in certain performers such as Rhom & Hass also detracted from relative returns.

In the consumer discretionary sector, the portfolios relative performance was negatively affected by holdings in gaming related stocks. Casino
operator Wynn Resorts Ltd. traded substantially lower from the impact of the recession and reduced gaming activity. Also hurting from the lack of gaming activity is slot machine maker WMS Industries Inc. The portfolios holdings in Deckers
Outdoor Corp. also detracted from relative returns after the UGG footwear maker forecast their 2009 profit to be lower than expectations.

In the financial services sector, performance continued to be affected by the stagnant credit markets and the reluctance of banks to lend. As a result, the portfolios holdings in savings banks and investment managers detracted from
relative returns. Hudson City Bancorp Inc., one of the largest U.S. savings banks, was relatively unscathed through the mortgage write-down debacle as the bank avoided the business of offering sub-prime and more complex loans that landed other
lenders in trouble. However, the portfolio sold holdings in Hudson City during the first quarter of 2009 as a result of concerns that the increasing delinquencies on the companys mortgage books could lead to higher credit costs for the
company. Holdings in T. Rowe Price Group also hurt relative results as the money manager reported an 87% drop in quarterly profits impacted mainly by investment write-downs and asset depreciation.



114



---

##### Table of Contents

Although the producer durables sector posted the worst results within the index during the quarter on an
absolute basis, the portfolio generated its best relative performance in this sector. The relative outperformance was aided in large part by an overweight position in semiconductor companies and an underweight position in industrial conglomerate
companies. Two companies that contributed to relative performance were Varian Semiconductor Equipment Associates Inc. and Lam Research Corp.

The portfolios holdings in the consumer staples sector contributed to relative results primarily due to investment in the premium grocery chain Whole Foods Market Inc. In light of current economic conditions, the provider of gourmet
and organic products traded higher as a result of cost cutting initiatives such as reducing the number of new stores set to open, cutting back on its capital expenditure budget, and suspending its cash dividend.

With the backdrop of a new budget proposal by President Obama that could change the landscape of the health care system of the U.S., the portfolios
health care holdings held up reasonably well. Positive stock selection in biotechnology companies such as Illumina Inc. and Myriad Genetics Inc. contributed to relative returns. Illumina, a maker of tools for genetic analysis, reported a
better-than-expected quarter helped by increased revenue despite declining sales among its competitors. The company is a market leader in the high-multiplex genotyping market and next-generation sequencing market. Biotech company Myriad Genetics
also posted a strong quarter and beat expectations on increased revenue in its molecular diagnostics business. The company lowered its R&D expenses by discontinuing an Alzheimers disease program and increased its marketing efforts,
specifically targeting womens health and a direct-to-consumer marketing campaign. During the first quarter of 2009, the portfolio focused on biotech companies and reduced exposure to service companies.

For the quarter ended March 31, 2009, the Mid-Cap Growth Equity Fund participated in the State Street Bank securities lending program as described in
Note 6 of the Notes to Financial Statements. For the reasons described under Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the financial
statement-reported performance of the Mid-Cap Growth Equity Fund was positively impacted by 0.05 percentage point as a result of such participation.

Small-Cap Equity Fund

The Small-Cap Equity Fund invests primarily in equity securities of companies with market
capitalizations of $2.5 billion or less at the time of investment. These companies may include new companies and companies that may benefit from new technologies, new product or service developments or management changes. The Small-Cap Equity Fund
seeks to achieve, over an extended period of time, total returns comparable to or superior to those attained by broad measures of the domestic stock market. A portion of the Fund is invested to replicate the Russell 2000 Index, which is comprised of
the 2,000 companies in the Russell 3000 Index with the smallest market capitalization. The remainder of the Fund is actively managed with the assistance of Wellington Management Company, LLP and Smith Asset Management Group, L.P.

For the quarter ended March 31, 2009, the Small-Cap Equity Fund experienced a total return, net of expenses, of (13.30)%. By
comparison, the Russell 2000 Index produced an investment record of (14.95)% for the same period. The Russell 2000 Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index
or for fund expenses.

The portion of the Small-Cap Equity Fund advised with the assistance of Wellington Management Company, LLP
outperformed the Russell 2000 Index for the quarter ended March 31, 2009. The portfolios outperformance as compared to the benchmark resulted from strong stock selection in seven of ten broad market sectors. Information technology and
financials were among the largest contributors to relative performance. In the information technology sector, holdings in Red Hat and Varian Semiconductors led relative returns. Red Hat, an enterprise software and services company, released solid
quarterly results as the firms value-oriented products fared well in the current economic environment. Shares of Varian, a designer, manufacturer, and servicer of semiconductor processing equipment, rose during the quarter as the company
posted earnings that exceeded analysts estimates. Relative returns in the financial sector were led by ThinkorSwim, a company that provides online brokerage, investor education, and financial services for traders and investors. Shares of
ThinkorSwim rose as TD Ameritrade agreed to purchase the company within the next few months.

By comparison, stock selection in the
consumer discretionary sector detracted from relative performance during the quarter. In particular, the portfolios exposure to OfficeMax and Orbitz Worldwide hurt relative results. Shares of OfficeMax, a retail office products distributor,
declined as the company reported a net loss for the quarter. Shares of Orbitz, an online travel company, declined as competition in the online travel booking industry increased.



115



---

##### Table of Contents

The portion of the Small-Cap Equity Fund advised with the assistance of Smith Asset Management Group,
L.P. underperformed the Russell 2000 Index for the quarter ended March 31, 2009. Stock selection in the energy and materials sector contributed positively to relative performance. In the materials sector, strong performance of Scotts Miracle
Grow, a manufacturer of lawn and garden care products, contributed to relative performance. During the first quarter of 2009, the company saw an increase in sales despite the general slowdown in consumer spending. Reduced input costs also enhanced
profit margins during the quarter. Stock selection in several oil refiners, which benefited from lower energy prices, contributed to relative performance in the energy sector. By contrast, stock selection in healthcare and information technology
sectors detracted from relative returns. The portfolios relative underperformance in technology stocks was driven primarily by an underweight position in semiconductor stocks which was the best performing industry in the benchmark for the
quarter. In addition, both software and hardware stocks performed generally in line with the benchmark for the quarter. The portfolios relative underperformance in the healthcare sector was primarily the result of two biotech companies that
reported weak earnings during the quarter.

The performance of the indexed portion of the Small-Cap Equity Fund for the quarter ended
March 31, 2009 was consistent with the Russell 2000 Index after taking into account expenses and the effect of participation in securities lending.

For the quarter ended March 31, 2009, the Small-Cap Equity Fund participated in the State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. For the
reasons described under Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the financial statement-reported performance of the Small-Cap Equity Fund was positively
impacted by 1.80 percentage point as a result of such participation.

International Equity Fund

The International Equity Funds investment objective is to seek long-term growth of capital through investment primarily in common stocks of
established non-U.S. companies. The Fund seeks to diversify investments broadly among developed and emerging countries and generally to have at least three different countries represented in the portion. The International Equity Fund seeks to
achieve, over an extended period of time, total returns comparable to or superior to broad measures of the international (non-U.S.) stock market.

For the quarter ended March 31, 2009, the International Equity Fund experienced a total return, net of expenses, of (11.28)%, with certain securities held by the Fund as of that date having been priced based on their fair value. By
comparison, the Morgan Stanley Capital International All-Country World Ex-U.S. Free Index (the MSCI ACWI ex-US Index) produced an investment record of (10.71)% for the same period. The MSCI ACWI ex-US Index does not include an allowance
for the fees that an investor would pay for investing in the securities that comprise that index or for fund expenses.

The portion of the
International Equity Fund advised with the assistance of JPMorgan Asset Management (UK) Limited outperformed the MSCI ACWI ex-US Index for the quarter ended March 31, 2009.

The first quarter of 2009 was another volatile period for stocks. The year got off to a rocky start as the global recession deepened, undermining the
outlook for corporate profits and re-kindling concerns about the financial system. Encouraging trading statements from several major banks combined with the unveiling of TALF (the Obama administrations long-awaited plan to deal with
banks toxic assets) triggered a late-quarter rally that enabled markets to stage a partial comeback in March. Ultimately however, it wasnt enough to make up for earlier losses and the MSCI ACWI ex-US index posted a third straight quarter
of double-digit declines.

Losses were again widespread across all sectors and almost all major regions. Stocks in the financials sector
continued to struggle but, interestingly, consumer discretionary, technology and materials stocks outperformed defensive sectors like healthcare, utilities and consumer staples.

The energy, consumer discretionary, telecommunication and healthcare sectors were the main contributors to relative performance during the quarter. In
contrast, utilities and industrials were among the detracting sectors.

In particular, Petrobras, a Brazilian oil and gas company, BG
Group, a United Kingdom oil and gas company, and Burberry were among the largest contributors to relative performance. Both Petrobras and BG Group posted double-digit gains as oil prices showed signs of stabilizing. The two companies are working
closely together on a number of projects off the shore of Brazil. Burberry also had a strong quarter. Strong promotional activity, a weak pound sterling and expansion into emerging markets have kept revenues growing for the retailer despite a
difficult economic environment.



116



---

##### Table of Contents

In contrast, companies in the financials sector were among the portfolios worst performers,
reflecting the overall weakness of that sector. Axa, a French insurance group, and ING, a Dutch insurance and banking group, both suffered large losses. Turmoil in the financial markets has eaten away at the value of the companies investments,
raising concerns that they may need additional capital. HSBC, a global bank based in the United Kingdom, also saw declines in its shares. Going against earlier statements, the company cut its dividend and raised additional capital as on going
problems at its North American consumer finance unit resulted in large losses.

The portion of the International Equity Fund advised with
the assistance of Philadelphia International Advisors, LP outperformed the MSCI ACWI ex-US Index for the quarter ended March 31, 2009. The portfolios positions in the consumer discretionary, consumer staples, utilities and energy sectors
contributed to relative performance, while holdings in the financials and industrial sectors were among the detractors.

For the quarter
ended March 31, 2009, the International Equity Fund participated in the State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. For the reasons described under
Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the financial statement-reported performance of the International Equity Fund was positively impacted by 0.38
percentage point as a result of such participation.

Bond Index Fund

The Bond Index Fund seeks to replicate, after taking into account Fund expenses, the total return of the Barclays Capital U.S. Aggregate Bond Index by investing generally in securities which are representative of the
domestic investment grade bond market as included in such index.

From its inception on February 2, 2009 to March 31, 2009, the Bond
Index Fund experienced a total return, net of expenses, of 0.91%. By comparison, the Barclays Capital U.S. Aggregate Bond Index produced an investment record of (.21)% for the same period. The Barclays Capital U.S. Aggregate Bond Index does not
include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or for fund expenses.

The performance of the Bond Index Fund for the period from inception to March 31, 2009 exceeded that of the Barclays Capital U.S. Aggregate Bond Index due primarily to several significant purchases of Fund Units having been made on certain
days on which the Barclays Capital U.S. Aggregate Bond Index experienced declines, with the result that the Funds performance on such days exceeded that of the index due to the time delay involved in the investment of the proceeds of such
Units in the index. Otherwise, the performance of the Fund was consistent with the Barclays Capital U.S. Aggregate Bond Index after taking into account expenses.

Large-Cap Index Equity Fund

The Large-Cap Index Equity Fund seeks to replicate, after taking into account Fund expenses,
the total return of the S&P 500 Index by investing generally in securities included in such Index. The S&P 500 Index represents approximately 75% of the U.S. equity market based on the market capitalization of the companies in the S&P
500 Index.

From its inception on February 9, 2009 to March 31, 2009, the Large-Cap Index Equity Fund experienced a total return,
net of expenses, of (7.42)%. By comparison, the S&P 500 Index produced an investment record of (8.14)% for the same period. The S&P 500 Index does not include an allowance for the fees that an investor would pay for investing in the
securities that comprise that index or for fund expenses.

The performance of the Large-Cap Index Equity Fund for the period from inception
to March 31, 2009 exceeded that of the S&P 500 Index due primarily to several significant purchases of Fund Units having been made on certain days on which the S&P 500 Index experienced significant declines, with the result that the
Funds performance on such days exceeded that of the index due to the time delay involved in the investment of the proceeds of such Units in the index. Otherwise, the performance of the Fund was consistent with the S&P 500 Index after
taking into account expenses.

Index Equity Fund

The Index Equity Fund seeks to replicate the total return of the Russell 3000 Index by investing in stocks included in the Russell 3000 Index, with the overall objective of achieving long-term growth of capital. The
Russell 3000 Index represents approximately 98% of the U.S. equity market based on market capitalization of the companies in the Russell 3000 Index.



117



---

##### Table of Contents

For the quarter ended March 31, 2009, the Index Equity Fund experienced a total return, net of
expenses, of (11.15)%. By comparison, the Russell 3000 Index produced an investment record of (10.80)% for the same period. The Russell 3000 Index does not include an allowance for the fees that an investor would pay for investing in the securities
that comprise that index or for fund expenses.

The performance of the Index Equity Fund for the quarter ended March 31, 2009 was
consistent with the Russell 3000 Index after taking into account expenses and the effect of participation in securities lending.

For the
quarter ended March 31, 2009, the Index Equity Fund participated in the State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. For the reasons described under
Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the financial statement-reported performance of the Index Equity Fund was negatively impacted by 0.13 percentage point
as a result of such participation.

Mid-Cap Index Equity Fund

The investment objective of the Mid-Cap Index Equity Fund is to replicate, after taking into account Fund expenses, the total return of the S&P MidCap 400 Index by investing generally in securities included in
such index. The S&P MidCap 400 Index includes 400 companies and represents approximately 7% of the U.S. equity market based on the market capitalization of the companies in the S&P MidCap 400 Index.

From its inception on February 2, 2009 to March 31, 2009, the Mid-Cap Index Equity Fund experienced a total return, net of expenses, of 1.46%. By
comparison, the S&P MidCap 400 Index produced an investment record of (2.25)% for the same period. The S&P MidCap 400 Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise
that index or for fund expenses.

The performance of the Mid-Cap Index Equity Fund for the period from inception to March 31, 2009 exceeded
that of the S&P MidCap 400 Index due primarily to several significant purchases of Fund Units having been made on certain days on which the S&P MidCap 400 Index experienced significant declines, with the result that the Funds
performance on such days exceeded that of the index due to the time delay involved in the investment of the proceeds of such Units in the index. Otherwise, the performance of the Fund was consistent with the S&P MidCap 400 Index after taking
into account expenses.

Small-Cap Index Equity Fund

The investment objective of the Small-Cap Index Equity Fund is to replicate, after taking into account Fund expenses, the total return of the Russell 2000 Index by investing generally in securities included in such
Index. The Russell 2000 Index is comprised of the approximately 2,000 companies in the Russell 3000 index with the smallest market capitalization and represents approximately 10% of the Russell 3000 Index total market capitalization.

From its inception on February 2, 2009 to March 31, 2009, the Small-Cap Index Equity Fund experienced a total return, net of expenses, of (1.64)%.
By comparison, the Russell 2000 Index produced an investment record of (5.97)% for the same period. The Russell 2000 Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index
or for fund expenses.

The performance of the Small-Cap Index Equity Fund for the period from inception to March 31, 2009 exceeded that of
the Russell 2000 Index due primarily to several significant purchases of Fund Units having been made on certain days on which the Russell 2000 Index experienced significant declines, with the result that the Funds performance on such days
exceeded that of the index due to the time delay involved in the investment of the proceeds of such Units in the index. Otherwise, the performance of the Fund was consistent with the Russell 2000 Index after taking into account expenses.

International Index Equity Fund

The
investment objective of the International Index Equity Fund is to replicate, after taking into account Fund expenses, the total rate of return of the MSCI ACWI ex-US Index by investing generally in securities included in such Index. The MSCI ACWI
ex-US Index consists of approximately 2,000 securities in 47 markets, with securities of emerging markets representing approximately 18% of the MSCI ACWI ex-US Index.



118



---

##### Table of Contents

From its inception on March 2, 2009 to March 31, 2009, the International Index Equity Fund
experienced a total return, net of expenses, of 12.20%. By comparison, the MSCI ACWI ex-US Index produced an investment record of 13.38% for the same period. The MSCI ACWI ex-US Index does not include an allowance for the fees that an investor would
pay for investing in the securities that comprise that index or for fund expenses.

The performance of the International Index Equity Fund
for the period from inception to March 31, 2009 lagged that of the MSCI ACWI ex-US Index due primarily to several significant purchases of Fund Units having been made on certain days on which the MSCI ACWI ex-US Index experienced significant
increases, with the result that the Funds performance on such days lagged that of the index due to the time delay involved in the investment of the proceeds of such Units in the index. Otherwise, the performance of the Fund was consistent with
the MSCI ACWI ex-US Index after taking into account expenses.

Retirement Date Funds

The Retirement Date Funds provide a series of balanced investment funds each of which is designed to correspond to a particular time horizon to
retirement. Each Retirement Date Fund has a different initial investment strategy representing different risk and reward characteristics that reflect a participants anticipated time to expected retirement. The longer the time period to
expected retirement, the greater is the Retirement Date Funds initial risk and potential reward profile. The Lifetime Income Retirement Date Fund seeks to avoid significant loss of principal for investors who are approaching or are beyond
their retirement date and is comprised primarily of bonds, investment contracts and high-quality short-term debt instruments (such as those in which the Stable Asset Return Fund invests), and U.S. Treasury Inflation Protected Securities, to provide
stability, income and inflation protection, although this Retirement Date Fund also includes 35% equity exposure. The 2010 Retirement Date Fund currently seeks to provide a blend of capital appreciation and stability of principal for participants
planning to retire in or around the year 2010. The 2020 Retirement Date Fund currently seeks to provide long-term capital appreciation and more-limited stability of principal for participants planning to retire in or around the year 2020. The 2030
Retirement Date Fund currently seeks to provide long-term capital appreciation for participants planning to retire in or around the year 2030 and is comprised mainly of stocks for higher growth potential. The 2040 Retirement Date Fund currently
seeks to provide long-term capital appreciation for participants planning to retire in or around the year 2040 and is comprised mainly of stocks for maximum growth potential.

The Retirement Date Funds seek to achieve their objectives by investing in various index or other
collective investment funds maintained by State Street Bank. During the quarter ended March 31, 2009, these funds included, in the case of some or all of the Retirement Date Funds and in varying allocations, S&P 500® Flagship Securities Lending Fund, Daily MSCI ACWI Ex-US Index Securities Lending Fund, S&P Mid-Cap® Index Securities Lending
Fund, Russell 2000® Index Securities Lending Fund, Long U.S. Government Index Securities Lending Fund, Passive Bond Market Index Securities Lending Fund, U.S. Treasury Inflation Protected
Securities Fund and Principal Accumulation Return Fund.

For the quarter ended March 31, 2009, the Retirement Date Funds experienced a
total return, net of expenses, of (2.52)% for the Lifetime Income Retirement Date Fund, (5.46)% for the 2010 Retirement Date Fund, (8.23)% for the 2020 Retirement Date Fund, (9.85)% for the 2030 Retirement Date Fund and (10.28)% for the 2040
Retirement Date Fund. The performance of each Retirement Date Fund for the quarter ended March 31, 2009 was consistent with the relevant composite benchmark after taking into account expenses and the effect of participation in securities
lending.

For the quarter ended March 31, 2009, the Retirement Date Funds participated in the State Street Bank securities lending program
as described in Note 6 of the Notes to Financial Statements. For the reasons described under Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending, the
financial statement-reported performance of the Retirement Date Funds was positively impacted by 0.12 percentage point for the Lifetime Income Retirement Date Fund, 0.78 percentage point for the 2010 Retirement Date Fund, 0.70 percentage point for
the 2020 Retirement Date Fund, 0.56 percentage points for the 2030 Retirement Date Fund and 0.41 percentage points for the 2040 Retirement Date Fund as a result of such participation.

Effect on Performance of Certain Funds and Retirement Date Funds that Participate in Securities Lending

The per Unit net asset values of the Funds and Retirement Date Funds reflected in the financial statements are based on United States generally accepted accounting principles (GAAP) and differ from the per Unit net asset values
calculated for purposes of transactions experienced by Participants in their accounts. The difference is driven by the valuation of securities lending cash collateral funds referred to below as cash collateral funds.



119



---

##### Table of Contents

The Funds and Retirement Date Funds referred to above, either directly or indirectly through their
investment in other funds and accounts managed by State Street Bank or its affiliates, participate in the State Street Bank securities lending program as described in Note 6 of the Notes to Financial Statements. The Funds and
Retirement Date Funds participating in this program typically receive cash collateral at the time of lending with a value in excess of that of the loaned securities, and collateral is increased or decreased, respectively, as the value of the loaned
securities increases or decreases. The cash collateral is invested for the account and risk of the participating funds in the cash collateral funds, which are managed by State Street Bank or its affiliates. For purposes of normal daily transaction
activity, these cash collateral funds, as permitted under their governing agreements, value their investments on the basis of amortized cost, rather than current market values, to the extent that an investment is not in default or considered to be
impaired. State Street Bank has informed the Collective Trust that none of the securities in the cash collateral funds was in default or considered to be impaired at March 31, 2009 and therefore purchases and redemptions of units in the cash
collateral funds continue to be transacted at a value equivalent to 100% of principal invested, even though, on a market basis at March 31, 2009, the cash collateral funds had net asset values ranging from $.935 to $.954 per unit. These net asset
values compare to values ranging from $.908 to $.935 per unit at December 31, 2008.

For financial reporting purposes under GAAP, each of
these Funds and Retirement Date Funds has valued their direct and indirect investments in the cash collateral funds at their market values, and has recognized either unrealized gains or unrealized losses in the financial statements for the quarter
ended March 31, 2009. Gains positively impacted, and losses negatively impacted, reported performance of each relevant Fund or Retirement Date Fund to the extent stated in their respective discussions under Managements Discussion and Analysis
of Financial Condition and Results of OperationsQuarter Ended March 31, 2009. The unrealized gains were the result of partial reversals of unrealized losses recognized as of December 31, 2008. These unrealized losses, net of any unrealized
gains reflected during the quarter ended March 31, 2009, could reverse, in whole or in part, over time to the extent that principal is eventually recovered on maturities or higher prices are realized upon sale of the underlying securities, although,
as with any investment, such events are not assured of occurring, and future losses could be experienced for financial reporting purposes if the net asset values per unit of the cash collateral funds on a market basis decrease from their March 31,
2009 levels. However, these Funds and Retirement Date Funds have continued to value their investments in the cash collateral funds for purposes of Participant transactions at amortized-cost based value used by the cash collateral funds for daily
transactions. Accordingly, actual returns experienced by Participants in the Funds and Retirement Date Funds based on net asset values for transaction purposes do not reflect any unrealized gains or losses.

For information on the effect of the unrealized gains described above on the performance for financial reporting purposes of a particular Fund or
Retirement Date Fund, see the discussion related to performance of such Fund or Retirement Date Fund above for the quarter ended March 31, 2009.

Quarter Ended March 31, 2008

Stable Asset Return Fund

The Stable Asset Return Fund invests primarily in investment contracts issued by insurance companies, banks or other financial institutions. The Stable
Asset Return Fund also invests in high quality money market instruments, including obligations of the United States government, notes, bonds and similar debt instruments of corporations, commercial paper, certificates of deposit and time deposits,
bankers acceptances, variable and indexed notes and repurchase agreements.

For the quarter ended March 31, 2008, the Stable
Asset Return Fund experienced a total return, net of expenses, of 1.02%. By comparison, a combination of the Ryan Labs Three Year GIC Index and the iMoneyNet MFR Prime Institutional Money Market Fund Average, weighted 70%/30%, respectively, produced
an investment record of 1.10% for the same period. The Ryan Labs Three Year GIC Index portion of the combination benchmark does not include an allowance for the fees that an investor would pay for investing in the instruments that comprise the index
or for fund expenses.

The Stable Asset Return Fund underperformed the combination benchmark for the quarter ended March 31, 2008. The
underperformance was due in part to an underweight allocation to money market securities in an environment of relatively high money market rates, which resulted in outperformance by money market securities of longer-end securities throughout the
quarter. The effect of Fund expenses also lowered total return as compared to the combination benchmark. During the quarter, the yield curve continued to steepen and treasury yields fell across the curve; the two year treasury yield finished the
quarter yielding approximately 1.46% less than at the quarters beginning. The volatility and market uncertainty that characterized the later part of 2007 continued during the first quarter of 2008. The Federal Reserve eased dramatically during
the quarter and reduced the federal funds rate 125 basis points.



120



---

##### Table of Contents

In this continuing volatile environment, the focus of the Funds trades during the quarter was on
rotating out of more potentially volatile sectors and maintaining liquidity. Commercial mortgage-backed securities exposure was reduced by approximately 5.5%. Investment was primarily in the agency mortgage sector, with roughly 13% added to this
exposure. The increase was executed through the use of the SSgA Lehman Brothers Mortgage Index Fund; it is a highly liquid, sizeable portfolio whose investments are benchmarked to the Lehman Brothers mortgage index, primarily consisting of mortgage
pass-through securities. The agency mortgage sector is high quality, exhibits lower market value volatility than other structured products, provides yield to support the crediting rate, and is a sector which may recover more quickly than others once
the market begins to normalize.

Intermediate Bond Fund

The Intermediate Bond Funds investment objective is to achieve a total return from current income and capital appreciation by investing in a diversified portfolio of fixed-income securities.

For the quarter ended March 31, 2008, the Intermediate Bond Fund experienced a total return, net of expenses, of 4.15%. By comparison, the Lehman
Brothers Aggregate Bond Index produced an investment record of 2.17% for the same period. The Lehman Brothers Aggregate Bond Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise
the index or for fund expenses.

The Intermediate Bond Fund, which is advised by Pacific Investment Management Company LLC, outperformed
the Lehman Brothers Aggregate Bond Index for the quarter ended March 31, 2008.

Interest rate strategies added value during the
quarter by emphasizing shorter maturities with an overweight duration positioning. The portfolios allocation to shorter maturities in the U.S., the U.K. and the Eurozone was positive for returns as short-term rates in those areas decreased and
their respective yield curves steepened over the quarter.

Sector strategies had mixed results. An overweight to high quality agency-backed
mortgages was the largest detractor from performance as mortgage spreads widened due to heightened volatility across financial markets and forced selling by many in the market. A modest allocation to real return bonds contributed to the
portfolios returns, as TIPS gained from falling real yields and strong inflation accruals. A modest exposure to high yield bonds detracted from returns as investors continued to worry about the impact of a housing recession and surging raw
material prices. Finally, currency exposure, especially emerging market currencies, was a modest positive for returns as the U.S. dollar weakened due to slowing growth and falling rates.

Balanced Fund

The Balanced Fund invests in publicly traded common stocks, other equity-type
securities, medium- to long-term debt securities with varying maturities and money market instruments. The Balanced Fund seeks to achieve, over an extended period of time, total returns comparable to or superior to an appropriate combination of
broad measures of the domestic stock and bond markets.

For the quarter ended March 31, 2008, the Balanced Fund experienced a total
return, net of expenses, of (4.71%). By comparison, a combination of the Russell 1000 Index and the Lehman Brothers Aggregate Bond Index, weighted 60%/40%, respectively, produced an investment record of (4.91%) for the same period. The Russell
1000 Index and the Lehman Brothers Aggregate Bond Index do not include an allowance for the fees that an investor would pay for investing in the securities that comprise the indices or for fund expenses.

For the quarter ended March 31, 2008, the equity segment of the Balanced Fund, which is advised with the assistance of Capital Guardian Trust
Company, outperformed the Russell 1000 Index.

U.S. stocks fell for the second consecutive quarter as concerns about a slowing economy,
inflation and crises within the financial markets weighed heavily on investors. Despite unprecedented action by the Federal Reserve and other agencies to keep markets functioning and maintain investor confidence, all ten stock sectors declined. The
Standard & Poors 500 Index slid 9.4% and measures of volatility rose to levels not seen since 2002.

The stock market
declined amid the continued outpouring of a loss of confidence in bond insurers, worries about a looming recession and bad news from financial firms that culminated in the downfall of Bear Stearns. In response, private and public institutions alike
took steps to restore support to the financial system. The Fed slashed the fed funds rate from 4.25% to 2.25%, opened its lending window to primary dealers, and said it would provide backstop financing for a JPMorgan Chase buyout of Bear Stearns.
Agencies affirmed structured bond ratings. Congress passed a one-time income tax rebate and other stimulus measures, and the Treasury Department proposed to overhaul the financial regulatory system. Amid the financing crisis, Visa was able to raise
$19.7 billion in an initial public offering.



121



---

##### Table of Contents

The weak dollar, record gold and oil prices and high food costs combined to spur inflation fears and
allusions to the economic downturns of the 1970s. The median home price declined in 2007 for the first time in at least four decades, and job losses increased.

Half of the equity sectors posted double-digit losses, with telecommunication services tumbling as investors feared a pricing war among mobile carriers. Technology shares slid on concerns about the consumer and as
investors gave a lukewarm response to Microsofts $45 billion bid for Yahoo, while financial shares continued to struggle. Overseas demand for chemicals and steel mitigated losses in the materials sector. Consumer staples stocks saw the
smallest declines.

The portfolio was held back primarily by stock selection among financials, including investment banks and bond
insurers. (The losses were mitigated, however, by the portfolio not holding some of the lower quality companies in those industries.) In addition, stock selection and the underweight position in consumer staples held back relative
performance. Portfolio returns were helped by stock selection in the health care and materials sectors.

For the quarter ended
March 31, 2008, the debt segment of the Balanced Fund, which is advised with the assistance of Pacific Investment Management Company LLC, outperformed the Lehman Brothers Aggregate Bond Index.

Interest rate strategies added value during the quarter by emphasizing shorter maturities with an overweight duration positioning. The portfolios
allocation to shorter maturities in the U.S., the U.K. and the Eurozone was positive for returns as short-term rates in those areas decreased and their respective yield curves steepened over the quarter.

Sector strategies had mixed results. An overweight in high quality agency-backed mortgages was the largest detractor from performance as mortgage spreads
widened due to heightened volatility across financial markets and forced selling by many in the market. A modest allocation to real return bonds contributed to the portfolios returns, as TIPS gained from falling real yields and strong
inflation accruals. A modest exposure to high yield bonds detracted from returns as investors continued to worry about the impact of a housing recession and surging raw material prices. Finally, currency exposure, especially emerging market
currencies, was a modest positive for returns as the U.S. dollar weakened due to slowing growth and falling rates.

Large-Cap Value Equity Fund

The Large-Cap Value Equity Fund seeks to outperform, over extended periods of time, broad measures of the domestic stock market. The Fund
invests primarily in common stocks and other equity-type securities of larger-capitalization companies which, for purposes of management of the Fund, are considered to be those with market capitalizations, at the time of purchase, of greater than $1
billion that in the opinion of State Street and the Funds Investment Advisor are undervalued in the marketplace. A portion of the Fund (approximately 25%) is invested to replicate the Russell 1000 Value Index, which is comprised of those
Russell 1000 stocks with a greater than average value orientation. The remainder of the Large-Cap Value Equity Fund is actively managed.

For the quarter ended March 31, 2008, the Large-Cap Value Equity Fund experienced a total return, net of expenses, of (9.90%). By comparison, the Russell 1000 Value Index produced an investment record of (8.72%) for the same
period. The Russell 1000 Value Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or for fund expenses.

For the quarter ended March 31, 2008, the actively managed portion of the Large-Cap Value Equity Fund, which is advised with the assistance of
AllianceBernstein L.P., underperformed the Russell 1000 Value Index.

Relative returns were hurt by positions in Merck, Sprint and Idearc.
Shares of Merck declined as investors reacted negatively to a presentation at a cardiologists conference of a study of the companys joint venture with Schering-Plough and their anti-cholesterol drug Vytorin, a combination of Mercks
Zocor drug and Schering-Ploughs Zetia; the study resulted in a panel recommendation to de-emphasize the use of Vytorin versus other validated drugs. Sprint posted a quarterly loss resulting from larger-than-expected subscriber losses and a
large goodwill write-off relating to its Nextel acquisition. Printing and publishing company Idearc was dragged down by managements lower sales guidance and balance sheet concerns.

Relative performance was helped by positions in Owens-Illinois and ArcelorMittal. Shares of Owens-Illinois rose after the producer of glass containers
and specialty packaging materials posted a lower-than-expected fourth-quarter loss, buoying investor optimism surrounding the companys turnaround. ArcelorMittal benefited from increasing steel prices and strong industry demand.



122



---

##### Table of Contents

The performance of the indexed portion of the Large-Cap Value Equity Fund for the quarter ended
March 31, 2008 was consistent with the Russell 1000 Value Index after taking into account expenses.

Large-Cap Growth Equity Fund

The Large-Cap Growth Equity Fund seeks to achieve, over an extended period of time, total
returns comparable to or superior to those attained by broad measures of the domestic stock market. The Fund invests primarily in common stocks and other equity-type securities of larger-capitalization companies which, for purposes of management of
the Fund, are considered to be those with market capitalization greater than $1 billion at the time of purchase that are believed to have strong earnings growth potential. The Large-Cap Growth Equity Fund seeks to achieve long-term growth of capital
through increases in the value of the securities it holds and to realize income principally from dividends on such securities. A portion of the Large-Cap Growth Equity Fund (approximately 331/3%) is invested to replicate the Russell 1000 Growth Index, which is comprised of those Russell 1000
securities with a greater-than-average growth orientation. The remainder of the Large-Cap Growth Equity Fund is actively managed in two portions of approximately 331/3% each of the assets of the Fund, subject to differences in relative performance. The Large-Cap Growth Equity Fund
seeks to achieve, over an extended period of time, total returns that are comparable to or superior to those attained by broad measures of the domestic stock market.

For the quarter ended March 31, 2008, the Large-Cap Growth Equity Fund experienced a total return, net of expenses, of (10.74%). By comparison, the Russell 1000 Growth Index produced an investment record of
(10.18%) for the same period. The Russell 1000 Growth Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise the index or for fund expenses.

The portion of the Large-Cap Growth Equity Fund advised with the assistance of Capital Guardian Trust Company underperformed the Russell 1000 Growth
Index for the quarter ended March 31, 2008.

U.S. growth stocks had their worst quarter in five years as concerns about a slowing
economy, rising inflation and crises within the financial markets weighed heavily on investors. Despite unprecedented action by the Federal Reserve and other agencies to keep markets functioning and maintain investor confidence, all ten stock
sectors declined. The stock market declined amid the continued worries about a looming recession, the loss of confidence in bond insurers and bad news from financial firms that culminated in the downfall of Bear Stearns. In response, the Fed slashed
the federal funds rate from 4.25% to 2.25%, expanded lending to primary dealers, and said it would provide term financing for JPMorgan Chases buyout of Bear Stearns. Congress passed a one-time income tax rebate and other stimulus measures, and
the Treasury Secretary proposed to overhaul the financial regulatory system. Amid the financing crisis, Visa was able to raise $19.7 billion in an initial public offering.

The weak dollar, record gold and oil prices and high food costs combined to spur inflation fears and allusions to the economic downturns of the 1970s.
The median home price declined in 2007 for the first time in at least four decades, and job losses increased.

Half of the equity sectors
posted double-digit losses. Technology dropped on investors lukewarm response to Microsofts $45 billion bid for Yahoo, exacerbated by declines in Apple, Google and Cisco Systems, all of which tumbled on worries about consumer and
business spending. Financial shares continued to struggle, and health care stocks slid after Merck fell on weak earnings and product concerns and as managed care providers gave disappointing outlooks. Consumer staples notched the smallest loss,
while materials and energy stocks fell less than the benchmark as demand for the underlying commodities increased.

The portfolio
outperformed the benchmark due to stock selection in health care. Selection among technology stocks also helped, though the relative gains were somewhat offset by the overweight position in the sector. The underweight position and stock selection in
consumer staples detracted from relative results, as did stock selection in the consumer discretionary sector.

The portion of the
Large-Cap Growth Equity Fund advised with the assistance of T. Rowe Price Associates, Inc., underperformed the Russell 1000 Growth Index for the quarter ended March 31, 2008, although its performance relative to the benchmark improved
significantly commencing in mid-March. It gained approximately 200 basis points in five trading days following the Feds intervention and closed the quarter strong.

The primary source of underperformance was sector allocation. In fact, stock selection for the period was positive. Similar to the fourth quarter of
2007, the best performing sectors were consumer staples, materials and energy as record high energy and commodity prices, record lows in the U.S. dollar and the perceived recession-resistant characteristics of consumer staples companies were key
drivers of the market action. The portfolio was underweighted in all three because of skepticism about the sustainability of some of the imbedded growth expectations or because of valuation concerns.



123



---

##### Table of Contents

In the consumer discretionary sector, stock selection detracted from relative performance. Amazon.com
gave back some of its gains from 2007 due to concerns over U.S. consumer spending.

In information technology, an overweight sector
allocation as well as stock selection detracted from relative performance, notably in Internet software and services. Holdings in the sector include Google and Microsoft. Google suffered due to weakness in its U.K. revenues, while Microsoft was hurt
during its high-profile efforts to acquire Yahoo!

Stock selection drove relative outperformance in health care, notably in biotechnology,
where an overweight position also proved beneficial. Holdings included Gilead Sciences, Genentech, and Celgene. Gilead Sciences reported solid quarterly and year-over-year performance, Genentech benefited from the FDAs approval of Avastin for
the treatment of advanced breast cancer, and Celgene performed well due to accelerated sales of Revlimid (its successful drug used for the treatment of multiple myeloma).

Finally, stock selection in capital markets and wireless telecommunication services also contributed to relative results.

The performance of the indexed portion of the Fund for the quarter ended March 31, 2008 was consistent with the Russell 1000 Growth Index after taking into account expenses.

Index Equity Fund

The Index Equity Fund seeks to
replicate the total return of the Russell 3000 Index by investing in all of the common stocks included in the Russell 3000 Index with the possible exception of the companies in the Russell 3000 Index with the smallest capitalization. The Russell
3000 Index represents approximately 98% of the U.S. equity market based on market capitalization of the companies in the Russell 3000 Index.

For the quarter ended March 31, 2008, the Index Equity Fund experienced a total return, net of expenses, of (9.62)%. By comparison, the Russell 3000 Index produced an investment record of (9.52%) for the same period. The Russell
3000 Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise the index or for fund expenses.

The performance of the Index Equity Fund for the quarter ended March 31, 2008 was consistent with the Russell 3000 Index after taking into account expenses.

Mid-Cap Value Equity Fund

The Mid-Cap Value Equity
Fund seeks to outperform, over extended periods of time, broad measures of the domestic stock market. The Fund invests primarily in equity securities of mid-capitalization companies which, for purposes of management of the Fund, are considered to be
those with market capitalizations of between $1 billion and $12 billion at the time of investment. The Fund seeks to achieve growth of capital through investing primarily in common stocks of medium-sized companies believed to be attractively priced
relative to their future earnings power. The Fund seeks to emphasize sectors and securities State Street and the Investment Advisor consider undervalued.

For the quarter ended March 31, 2008, the Mid-Cap Value Equity Fund, which is advised with the assistance of Wellington Asset Management Company, LLP, experienced a total return, net of expenses, of
(14.85%). By comparison, the Russell Mid-Cap Value Index produced an investment record of (8.64%) for the same period. The Russell Mid-Cap Value Index does not include an allowance for the fees that an investor would pay for investing in the
securities that comprise that index or for fund expenses.

The portfolio underperformed by trailing in eight of the ten sectors during a
difficult market environment for value investors. Positive relative results from two sectors, including telecommunication services and materials, were outweighed by the negative relative performance from the financials, industrials, and energy
sectors. Detractors from performance included security selection within the financials sector as the portfolios position in non-benchmark name Ambac Financial hurt relative performance. Shares of Ambac declined during the quarter as the market
had mixed reactions to the companys plans to recapitalize. Industrials holdings also detracted from performance, due in part to weak performance by Northwest Airlines. Northwest Airlines earnings struggled and the stock declined 38% as
fuel costs increased significantly.

Contributors to performance included the portfolios underweight in the telecommunication
services sector added to relative performance, due in part to the avoidance of benchmark holdings in Telephone & Data Systems, CenturyTel, and Citizens Communication. The materials sector also benefited from strong holdings like Owens-Illinois,
a metal and glass container company. Owens-Illinois continued to advance during the quarter, as tightness in glass supply became more evident.



124



---

##### Table of Contents

Mid-Cap Growth Equity Fund

The Mid-Cap Growth Equity Fund invests primarily in common stocks and other equity-type securities of mid-capitalization companies which, for purposes of management of the Fund, are considered to be those with market
capitalizations of between $1 billion and $12 billion at the time of investment that State Street and the Funds Investment Advisor believe have strong earnings growth potential. The Mid-Cap Growth Equity Fund seeks to achieve, over an extended
period of time, total returns comparable to or superior to those attained by broad measures of the domestic stock market.

For the quarter
ended March 31, 2008, the Mid-Cap Growth Equity Fund, which is advised with the assistance of Turner Investment Partners, Inc., experienced a total return, net of expenses, of (12.94%). By comparison, the Russell Mid-Cap Growth Index produced
an investment record of (10.95%) for the same period. The Russell Mid-Cap Growth Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise the index or for fund expenses.

The Mid-Cap Growth Equity Fund underperformed the Russell Mid-Cap Growth Index for the quarter ended March 31, 2008.

The first quarter was trying for investors as every major domestic equity index (including style and market cap) traded lower. The S&P 500 Index
recorded its third monthly loss so far in 2008, finishing the quarter off 9.4%. The pickup in volatility which began in early 2007 continued as over 50% of the trading days resulted in a movement in the market of +/- 1% or greater. In fact, a
one-day rally that propelled the index to a 4.2% gain was the largest since April 2001. This volatility, coupled with significant mortgage write-offs in the financial services sector by major banks and brokerage firms and record commodity prices led
to a significant decline in consumer confidence. Excluding March 2003, consumer confidence is at the lowest level in almost 15 years. In an effort to stabilize investor sentiment, both the Fed and the Treasury were quick to act. The Fed lowered the
discount and federal funds rates by 3.00% and 2.00%, respectively and offered to lend over $200 billion directly to Wall Street securities firms. Meanwhile, in an effort to dampen the increasing anxiety in the financial markets, the Treasury acted
decisively, forcing the sale of Bear Stearns to rival JP Morgan Chase after liquidity issues devastated the large investment bank.

From a
market capitalization perspective there was little difference in returns for the quarter, with large-cap stocks, as measured by the Russell 1000 Index, marginally outperforming, declining by 9.5%. Midcap and small cap stocks were not far behind with
declines of 10.0% and 9.9%, respectively, as measured by the Russell Midcap and Russell 2000 Index. Style-wise, growth underperformed value across the market cap spectrum with the most pronounced dispersion occurring among small cap stocks where the
Russell 2000 Growth Index underperformed the Russell 2000 Value Index by 6.3%.

In an environment that was not particularly kind to stocks
in general, the Turner Midcap Growth Equity strategy, which emphasizes earnings growth, was unable to avoid the turmoil in the markets and underperformed versus the benchmark, the Russell Midcap Growth Index, by approximately 1.9% for the quarter.
Absolute performance was negative across all of the portfolio sectors, led by the technology sector which mirrored the results of the index sector. When compared to the benchmark, results were mixed as five of the ten portfolio sectors generated
excess returns, led by cyclical holdings in the materials & processing, energy and utility sectors. By contrast, traditional growth sectors were impacted the most from the market downturn as the housing contraction and credit fears helped
drive down performance. On a relative basis, the technology, consumer discretionary, and healthcare sectors, a combined 42% weight of the portfolio, detracted most from results during the quarter.

The portfolios materials and processing holdings provided the greatest amount of excess return versus the benchmark. Holdings within the sector are
generally not as economically sensitive as others and usually perform relatively well in declining markets, and this theme was evident in the portfolio during the quarter. Within the sector, commodity-related holdings contributed nicely to results
as higher commodity prices allowed companies to increase pricing for their services and products. One holding that did not benefit much from higher commodity prices but nonetheless was the top relative contributor to the sectors performance
was Owens-Illinois Inc. This maker of glass containers and specialty packaging materials posted double-digit gains after the company reported higher sales as a result of increased pricing and favorable currency gains from the weak U.S. dollar.
Additionally, new management for the company improved cost efficiencies while paying down debt and settlement claims, freeing up much needed cash flow for the next few years. Two additional holdings in the sector that benefited from higher commodity
prices were Steel Dynamics Inc. and Agnico-Eagle Mines Ltd. The U.S. steel manufacturer Steel Dynamics is benefiting from strong demand for flat-rolled steel due to low levels of steel inventory along with lower steel import levels which has led to
higher pricing for manufactured steel. Gold producer Agnico- Eagle Mines also posted favorable results, benefiting from historically high prices for gold coupled with expectations to increase production to five times current output levels by the
year 2012.



125



---

##### Table of Contents

Within the energy sector, two oil and gas holdings
contributed the most to results as soaring oil and gas prices hit all-time highs during the quarter. Range Resources Corp. and Quicksilver Resources Inc. were two companies that benefited from the upturn in commodities. Range Resources, an
independent oil and gas company, reported its 20thstraight quarter of production growth and raised its production growth expectations for 2008 to
15%. The company purchased additional acreage in the Barnett Shale region in Texas, boosting its total acreage to 103,000 acres in the region. The shares of natural gas and crude oil company Quicksilver Resources rose as demand for natural gas
increased due to a colder-than-expected winter for most of the U.S. and Canada. This resulted in a 45% increase in sales of natural gas and crude oil from the same quarter last year.

The technology sector was the largest detractor within the portfolio when compared to the benchmark as companies with the highest earnings growth
prospects struggled after outperforming in 2007. The sector was also impacted during the quarter from the overall economic slowdown as corporations and consumers began to limit their spending and reduce their budgets for tech-related products and
services. Two holdings that were victims of the economic slowdown were Cypress Semiconductor Corp. and Equinix Inc., both double-digit losers. Equinix, a network data center and internet exchange services provider, traded lower as investors reacted
and compared the current downturn to the 2001 downturn where many data networking providers were forced out of business. Investors questioned how well the industry would hold up in this declining economy. The portfolio disposed of this security as
it came under too much pressure. Chipmaker Cypress was down for the quarter due to its heavy investment in solar company SunPower coupled with softness in its core semiconductor business. The portfolio sold this security after the company missed
expectations and reported a 50% decline in fourth quarter profit resulting from the consumer slowdown.

The consumer continues to face
significant headwinds with higher energy prices, inflation worries, and rising jobless claims as consumer confidence is at a 15 year low, excluding March 2003. The consumer discretionary sector, the largest sector in the portfolio with a 19% weight,
detracted from relative results as there were not many places to hide within the consumer area. Two holdings that came under intense pressure were Focus Media Holding Ltd. and Under Armour Inc. Focus Media, a Chinese advertising company, was down
for the quarter after being up 70% for all of 2007. The company came under pressure after reports linking the company to spamming advertisements over mobile phones without gaining consent of the mobile users. Athletic apparel maker Under Armour saw
its shares trade lower after announcing plans to shift most of its full-year marketing campaign budget into the first half of 2008, ahead of the anticipated Performance Training footwear launch due out in May. As a result, the company lowered first
half 2008 expectations.

The portfolios healthcare holdings also lagged the results of the corresponding benchmark holdings as
managed care companies tumbled during the quarter evidenced by Humana Inc. As one of the biggest Medicare plan providers, Humana was impacted by news that one of its largest competitors lowered its 2008 outlook substantially due to higher costs in
its Medicare full-service plans. Humana also cut its outlook in half a few days later citing higher costs in its Medicare prescription drug plan for the elderly.

Small-Cap Equity Fund

The Small-Cap Equity Fund seeks to achieve, over an extended period of time, total returns comparable
to or superior to those attained by broad measures of the domestic stock market. The Fund invests primarily in equity securities of smaller-capitalization companies. Smaller-cap companies, for purposes of management of the Fund, are considered to be
those with market capitalization of $2.5 billion or less at the time of investment. These companies may include new companies and companies that may benefit from new technologies, new product or service developments or management changes. The Fund
may also invest in newly issued securities and securities of seasoned, established companies that appear to have unusual value or appreciation potential. Industry diversification is not an objective of the Small-Cap Equity Fund and the Fund may, at
times, be less diversified than the other Funds. A portion of the Fund is invested to replicate the Russell 2000 Index, which is comprised of the 2,000 companies in the Russell 3000 Index with the smallest market capitalization. The remainder of the
Fund is actively managed with the assistance of Wellington Management Company, LLP and Smith Asset Management Group, L.P.

For the quarter ended March 31, 2008, the Small-Cap Equity Fund experienced a total return, net of expenses, of (11.45%). By comparison, the Russell 2000 Index produced an investment record of (9.90%) for the same period. The
Russell 2000 Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or for fund expenses.

The portion of the Small-Cap Equity Fund advised with the assistance of Wellington Asset Management Company, LLP underperformed the Russell 2000 Index for the quarter ended March 31, 2008.



126



---

##### Table of Contents

As a best ideas portfolio, bottom-up stock selection was a primary performance attribution
driver behind performance in the first quarter. Although stock selection in the Materials, Energy, and Consumer Staples sectors contributed to relative performance, the portfolio underperformed the Index due to weak stock selection in seven of ten
sectors, including financials, consumer discretionary, and information technology. Below is a summary of key performance drivers during the first quarter:

Detractors from performance included security selection in the financials sector detracted from performance. The portfolios overweight position to weak performer, MFA Mortgage, impacted results. The mortgage
real estate investment trust (REIT) lowered first quarter guidance and announced it would sell assets to reduce leverage amid continued stress in the financial markets. The consumer discretionary sector also performed poorly due to security
selection. Shares of INVESTools, a provider of online brokerage technology and investor education services, fell in February amid lower trading volumes and concerns about potential integration risks of its acquisition of an online social-networking
platform for investors.

Contributors to performance included the materials sector which added to performance, due in large part to strong
performance of Cleveland-Cliffs, a producer of iron ore pellets. The company posted robust fourth-quarter results driven by higher demand for coal and iron ore. The Portfolios exposure to Century Aluminum also aided performance, as the
aluminum producer benefited from expectations that improved supply/demand fundamentals would drive higher aluminum prices. The portfolio also benefited from its energy holdings, including Whiting Petroleum. This oil and gas exploration and
production company benefited from higher energy prices during the quarter. Also contributing to portfolio performance was Cabot Oil & Gas, an exploration and production company that reported above-consensus quarterly results on lower
operating costs, higher realized prices, and increased reserves.

The portion of the Small-Cap Equity Fund advised with the assistance of
Smith Asset Management Group, L.P. underperformed the Russell 2000 Index for the quarter ended March 31, 2008. The first quarter of 2008 was marked by high volatility and extreme uncertainty. The portfolio seeks to invest in high-quality
companies poised to accelerate earnings growth and exceed investor expectations. The first quarter of 2008 was difficult for that process due to a breakdown of the earnings-price linkage. Over long time periods, the most important
determinant in stock price appreciation is a companys earnings growth. In the short run, this relationship holds up consistently, but can break down in periods of high uncertainty. With financial sector write-offs so dramatic and the
subsequent reaction by the Fed to quickly inject liquidity into the financial system, a decoupling of this historical relationship occurred. January, in particular, was extremely volatile and witnessed an abrupt change in the markets
optimism related to future earnings growth. Companies with improving earnings growth outlook, positive earnings surprise, above-average earnings growth, and attractive valuation relative to growth underperformed considerably. Fortunately,
markets have settled some since then.

At the sector level, positive relative performance for the portfolio was driven by an overweight
sector position and good stock selection in the consumer discretionary and consumer staples sectors. In particular, the portfolios consumer discretionary stocks that were strong contributors to performance were The Buckle (specialty retail),
Gymboree (specialty retail) and Tupperware (household durables). Darling International (agriculture products) was the top performer in the staples sector.

The performance of the indexed portion of the Small-Cap Equity Fund for the quarter ended March 31, 2008 was consistent with the Russell 2000 Index after taking into account expenses.

International Equity Fund

The International Equity
Funds investment objective is to seek long-term growth of capital through investment primarily in common stocks of established non-U.S. companies. The Fund seeks to diversify investments broadly among developed and emerging countries and
generally to have at least three different countries represented in the portfolio. The International Equity Fund seeks to achieve, over an extended period of time, total returns comparable to or superior to broad measures of the international
(non-U.S.) stock market.

For the quarter ended March 31, 2008, the International Equity Fund experienced a total return, net of
expenses, of (8.05)%. By comparison, the Morgan Stanley Capital International Europe, Australasia, and Far East Index (the MSCI EAFE Index) produced an investment record of (8.91%) for the same period. For further comparison, the Morgan
Stanley Capital International All-Country World Ex-U.S. Free Index (the MSCI ACWI ex-USA Index) produced an investment record of (9.15%) for the same period. The International Equity Fund began using the MSCI EAFE Index as its
primary benchmark effective January 1, 2008 because the MSCI EAFE Index reflects less exposure to developing countries and is thus believed to be more closely reflective of the Funds portfolio. Neither the MSCI EAFE Index nor the MSCI ACWI
ex-USA Index includes an allowance for the fees that an investor would pay for investing in the securities that comprise the index or for fund expenses.



127



---

##### Table of Contents

The portion of the International Equity Fund advised with the assistance of JPMorgan Asset Management
(UK) Limited outperformed the MSCI EAFE Index for the quarter ended March 31, 2008. The first quarter of 2008 was a difficult period for financial markets. Global equities posted their worst quarterly loss in over five years as the
ramifications of the credit crunch continued to impact markets worldwide. Against this backdrop, the portfolio held up better than its benchmark. The portfolios bias towards high-quality, profitable companies with good balance sheets was
rewarded as increased economic uncertainty and concerns about corporate earnings weighed on investors minds. Stock selection in the industrials, technology and materials sectors added value. Within industrials, investors reacted positively to
Orascom Construction (Egyptian based construction company) selling its cement unit to Lafarge. Orascom continues to bring in new contracts as oil money flows into the Mid-East. Mitsubishi Corp. (Japanese trading company that deals extensively in
commodities) benefited from the continued strength in commodity prices. Performance in technology was spearheaded by Taiwan Semiconductor and Samsung Electronics. Strong fourth-quarter profits numbers, better-than-expected sales growth and the
prospect of improved Taiwan-China relations fuelled gains in Taiwan Semiconductor. Shares of Samsung benefited from a weaker won and upgraded price estimates from several brokers, who cited improved profitability for displays and cellular handsets.
Within materials, Imerys (French producer of materials used to whiten paper and add color to paints) and CVRD (Brazilian iron ore and nickel producer) were the standouts. CVRD rose as the company continues to increase production and contract prices
for iron ore prices look to rise further. Having fallen sharply in the second half of 2007, Imerys rebounded in the first quarter of 2008. Only a small portion of Imerys sales are tied to the construction industry and management has expressed
confidence in its ability to offset higher input costs.

In contrast, the utilities and consumer sectors (both staples and discretionary)
hurt performance. An underweight in utilities  and a lack of exposure to Asian utilities specificallyhurt performance as investors sought to reduce their exposure to the economic cycle. Among consumer stocks, Japanese exporters and
British supermarket operators were the main detractors. Despite reporting solid earnings, Japanese names like Sony, Nissan and Honda performed poorly, weighed down by concerns about the impact of a slower U.S. economy and a stronger yen. U.K.
supermarket operators Tesco and Morrison also fell sharply on fears that higher gas and food prices combined with slowing economic growth would undermine U.K. consumer spending.

The portion of the International Equity Fund advised with the assistance of Philadelphia International Advisors, LP outperformed the MSCI EAFE Index for
the quarter ended March 31, 2008. The first quarter was certainly full of discouraging news and headlines.   Ongoing housing deflation, tight liquidity in global credit markets, record high oil prices, spiking agricultural
commodity prices, a plummeting dollar, rising odds of a U.S. recession and earnings estimate downgrades all contributed to the down markets. Not surprisingly, investors were rattled and pushed market volatility higher and prices sharply lower. Of
the major developed markets, the loss in the U.K. was the worst, although Japan and Europe also declined. The emerging markets also struggled. There werent many places to hide. Consumer staples and materials stocks fell the least but still
lost ground. The worst stock sectors were telecommunications, technology, energy, and financials. Overall, the MSCI EAFE Index fell 8.9% in U.S. dollar terms. The losses in local currency terms were worse, but foreign currency gains against the
dollar helped net results.

The Fund as a whole also fell in absolute terms but outperformed the Index by a modest margin. Relative to
the Index, the most significant positive contributors were financial and consumer stocks, which were partially offset by poor health care and utilities stock selection. Regionally, European and emerging market stocks performed well against
those markets, while Japanese stocks lagged slightly.

Retirement Date Funds

The Retirement Date Funds provide a series of balanced investment funds each of which is designed to correspond to a particular time horizon to
retirement. Each Retirement Date Fund has a different initial investment strategy representing different risk and reward characteristics that reflect a participants anticipated time to expected retirement. The longer the time period to
expected retirement, the greater is the Retirement Date Funds initial risk and potential reward profile. The Lifetime Income Retirement Date Fund seeks to avoid significant loss of principal for investors who are approaching or are beyond
their retirement date and is comprised primarily of bonds, investment contracts and high-quality short-term debt instruments (such as those in which the Stable Asset Return Fund invests), and U.S. Treasury Inflation Protected Securities, to provide
stability, income and inflation protection, although this Retirement Date Fund also includes 35% equity exposure. The 2010 Retirement Date Fund currently seeks to provide a blend of capital appreciation and stability of principal for participants
planning to retire in or around the year 2010. The 2020 Retirement Date Fund currently seeks to provide long-term capital appreciation and more-limited stability of principal for participants planning to retire in or around the year 2020. The 2030
Retirement Date Fund currently seeks to provide long-term capital appreciation for participants planning to retire in or around the year 2030 and is comprised mainly of stocks for higher growth potential. The 2040 Retirement Date Fund currently
seeks to provide long-term capital appreciation for participants planning to retire in or around the year 2040 and is comprised mainly of stocks for maximum growth potential.



128



---

##### Table of Contents

The Retirement Date Funds seek to achieve their
objectives by investing in various index or other collective investment funds maintained by State Street Bank. During the quarter ended March 31, 2008, these funds included, in the case of some or all of the Retirement Date Funds and in varying
allocations, S&P 500® Flagship Securities Lending Fund, Daily MSCI ACWI ex-USA Index Fund, S&P MidCap® Index Securities
Lending Fund, Russell 2000® Index Securities Lending Fund, Long U.S. Government Index Securities Lending Fund, Passive Bond Market Index Securities Lending Series Fund, U.S. Treasury
Inflation Protected Securities Lending Series Fund and Principal Accumulation Return Fund.

For the quarter ended March 31, 2008, the
Retirement Date Funds experienced a total return, net of expenses, of (1.62%) for the Lifetime Income Retirement Date Fund, (3.46%) for the 2010 Retirement Date Fund, (5.86%) for the 2020 Retirement Date Fund, (7.52%) for the
2030 Retirement Date Fund and (8.19%) for the 2040 Retirement Date Fund. The performance of each Retirement Date Fund for the quarter ended March 31, 2008 was consistent with the relevant composite benchmark after taking into account
expenses.

Quarter Ended March 31, 2007

Stable Asset Return Fund

For the quarter ended March 31, 2007, the Stable Asset Return Fund experienced a total
return, net of expenses, of 1.04%. By comparison, a combination of the Ryan Labs Three Year GIC Index and the iMoneyNet MFR Prime Institutional Money Market Fund Average, weighted 70%/30%, respectively, produced an investment record of 1.11% for the
same period. The Ryan Labs Three Year GIC Index portion of the combination benchmark does not include an allowance for the fees that an investor would pay for investing in the instruments that comprise that index or for fund expenses.

The Stable Asset Return Fund underperformed the combination benchmark for the quarter ended March 31, 2007. The underperformance continues to be
attributable to the higher yields at the money market portion of the curve versus the long end of the yield curve. Trades for the quarter continued the trend of year end 2006, purchasing a variety of asset backed securities, primarily non-agency
collateralized mortgage obligations, with short durations of generally less than one year. The focus remains on the short end of the yield curve to take advantage of higher yields due to the curves continued inversion. Guaranteed investment
contracts continue to be avoided due to their lack of relative value given their illiquid, lower quality characteristics. Currently, the Fund is positioned with much shorter duration instruments which will produce higher yields but also mature
earlier allowing reinvestment in either short dated securities if the curve retains its inverted shape or in longer dated instruments should a more normal yield curve environment return.

Intermediate Bond Fund

The Intermediate Bond Funds investment objective is to achieve a total
return from current income and capital appreciation by investing in a diversified portfolio of fixed income securities.

For the quarter
ended March 31, 2007, the Intermediate Bond Fund experienced a total return, net of expenses, of 1.66%. By comparison, the Lehman Brothers Aggregate Bond Index produced an investment record of 1.50% for the same period. The Lehman Brothers
Aggregate Bond Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise the index or for fund expenses.

For the quarter ended March 31, 2007, the Intermediate Bond Fund, which is advised by Pacific Investment Management Company LLC, outperformed the Lehman Brothers Aggregate Bond Index. Retaining positions that
benefit from expectations of a steeper yield curve and repricing of risk began to pay off in the first quarter. The Fund employed the following strategies over the quarter. The Funds interest rate strategy of maintaining an above-benchmark
duration was positive as interest rates generally fell across the curve. An emphasis on shorter maturities was an additional boost as yields on these bonds fell by more than those on longer maturities. For sector strategies tactical shifts in
mortgage allocations as well as security selection added value although mortgages were flat to Treasuries overall. An underweight to corporate securities, which modestly outpaced Treasuries as their yield advantage offset price pressure, was
slightly negative for performance. A modest allocation to real return bonds benefited the portfolio as the yields on these bonds fell more than the yields on nominal bonds. Modest exposure to high quality emerging market bonds also added value as
the asset class held up against a global shift in risk aversion. Exposure to the euro and yen helped performance as both currencies appreciated relative to the dollar.



129



---

##### Table of Contents

Balanced Fund

For the quarter ended March 31, 2007, the Balanced Fund experienced a total return, net of expenses, of 0.57%. By comparison, a combination of the Russell 1000 Index and the Lehman Brothers Aggregate Bond Index, weighted 60%/40%,
respectively, produced an investment record of 1.35% for the same period. The Russell 1000 Index and the Lehman Brothers Aggregate Bond Index do not include an allowance for the fees that an investor would pay for investing in the securities that
comprise the indices or for fund expenses.

For the quarter ended March 31, 2007, the equity segment of the Balanced Fund, which is
advised with the assistance of Capital Guardian Trust Company, underperformed the Russell 1000 Index. Financial stocks were the biggest detractor from performance. Specifically, a large overweight position in thrifts and mortgage companies, which
suffered due to the sub-prime meltdown, and stock selection among the consumer finance companies were damaging. Lower-than-benchmark weightings in utilities and telecommunication companies were also negative contributors. Selection among consumer
discretionary stocks was positive relative to the benchmark. Selection among health care stocks, particularly biotechnology firms, was beneficial. Overall, information technology holdings contributed to positive performance although large exposure
to the sector did not.

For the quarter ended March 31, 2007, the debt segment of the Balanced Fund, which is advised with the
assistance of Pacific Investment Management Company LLC, outperformed the Lehman Brothers Aggregate Bond Index. Retaining positions that benefit from expectations of a steeper yield curve and repricing of risk began to pay off in the first quarter.
The segment employed the following strategies over the quarter. The segments interest rate strategy of maintaining an above-benchmark duration was positive as interest rates generally fell across the curve. An emphasis on shorter maturities
was an additional boost as yields on these bonds fell by more than those on longer maturities. For sector strategies tactical shifts in mortgage allocations as well as security selection added value although mortgages were flat to Treasuries
overall. An underweight to corporate securities, which modestly outpaced Treasuries as their yield advantage offset price pressure, was slightly negative for performance. A modest allocation to real return bonds benefited the portfolio as the yields
on these bonds fell more than the yields on nominal bonds. Modest exposure to high quality emerging market bonds also added value as the asset class held up against a global shift in risk aversion. Exposure to the euro and yen helped performance as
both currencies appreciated relative to the dollar.

Large-Cap Value Equity Fund

For the quarter ended March 31, 2007, the Large-Cap Value Equity Fund experienced a total return, net of expenses, of 0.50%. By comparison, the
Russell 1000 Value Index produced an investment record of 1.24% for the same period. The Russell 1000 Value Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or for
fund expenses.

For the quarter ended March 31, 2007, the actively managed segment of the Large-Cap Value Equity Fund, which is
advised with the assistance of AllianceBernstein L.P., underperformed the Russell 1000 Value Index. Relative performance was hurt by financial holdings, notably Freddie Mac, Countrywide Financial and Merrill Lynch, which underperformed amid the
sell-off in reaction to turmoil in the sub-prime mortgage sector. Key contributors to performance included Arcelor Mittal, DaimlerChrysler and Owens-Illinois. Recently-merged steel maker Arcelor Mittal rose on signs of ongoing integration benefits
and the strengthening outlook for steel pricing. The market also reacted favorably to the companys 2006 results, which were accompanied by a dividend and share buyback announcement. DaimlerChrysler announced improved operating margins for its
Mercedes division, further reassuring investors of the units turnaround. Enthusiasm surrounding the potential sale of the companys Chrysler unit also drove the stock higher. Owens-Illinois, the worlds largest maker of glass
bottles, gained on investor expectations that the company, under the leadership of its new CEO, will more aggressively manage the business, sell its non-core plastics-packaging business and tightly control capital spending. In addition, margins and
profitability should benefit from industry capacity reductions, price increases and a better energy cost outlook.

The performance of the
indexed segment of the Large-Cap Value Equity Fund for the quarter ended March 31, 2007 was consistent with the Russell 1000 Value Index after taking into account expenses.

Large-Cap Growth Equity Fund

For the quarter ended March 31, 2007, the Large-Cap Growth Equity
Fund experienced a total return, net of expenses, of 0.39%. By comparison, the Russell 1000 Growth Index produced an investment record of 1.19% for the same period. The Russell 1000 Growth Index does not include an allowance for the fees that an
investor would pay for investing in the securities that comprise the Index or for fund expenses.



130



---

##### Table of Contents

The segment of the Large-Cap Growth Equity Fund which is advised with the assistance of Capital Guardian
Trust Company underperformed the Russell 1000 Growth Index for the quarter ended March 31, 2007. Financial stocks were the biggest detractor from performance. Specifically, a large overweight position in thrifts and mortgage companies, which
suffered due to the sub-prime meltdown, and stock selection among the consumer finance companies were damaging. Lower-than-benchmark weightings in utilities and telecommunication companies were also negative contributors. Selection among consumer
discretionary stocks was positive relative to the benchmark. Selection among health care stocks, particularly biotechnology firms, was beneficial. Overall, information technology holdings contributed to positive performance although large exposure
to the sector did not.

The other actively-managed segment of the Large-Cap Growth Equity Fund, which is advised with the assistance of T.
Rowe Price Associates, Inc., underperformed the Russell 1000 Growth Index for the quarter ended March 31, 2007. Sector allocations and stock selection detracted from relative performance. Stock selection drove relative underperformance in
industrials and business services, where industrial conglomerate GE fared poorly. Stock selection also detracted from relative results in consumer staples, where exposure lies in food and staples retailing. Sysco shares declined in the first quarter
and the position was eliminated. Information technology contributed to relative performance due to stock selection, notably in communications equipment, where holdings include Juniper Networks and QUALCOMM. Stock selection in media, where holdings
include EchoStar Communications, aided relative results in consumer discretionary.

The performance of the indexed segment of the Fund for
the quarter ended March 31, 2007 was consistent with the Russell 1000 Growth Index after taking into account expenses.

Index Equity Fund

For the quarter ended March 31, 2007, the Index Equity Fund experienced a total return, net of expenses, of 1.17%. By comparison,
the Russell 3000 Index produced an investment record of 1.28% for the same period. The Russell 3000 Index does not include an allowance for the fees that an investor would pay for investing in the securities that comprise that index or for fund
expenses.

The performance of the Index Equity Fund for the quarter ended March 31, 2007 was consistent with the Russell 3000 Index
after taking into account expenses.

Mid-Cap Value Equity Fund

For the quarter ended March 31, 2007, the Mid-Cap Value Equity Fund, which is advised with the assistance of Wellington Asset Management Company, LLP, experienced a total return, net of expenses,
of 6.73%. By comparison, the Russell Mid-Cap Value Index produced an investment record of 4.86% for the same period. The Russell Mid-Cap Value Index does not include an allowance for the fees that an investor would pay for investing in the
securities that comprise that index or for fund expenses.

The Mid-Cap Value Equity Fund outperformed the Russell Mid-Cap Value Index for
the quarter ended March 31, 2007. Eight out of ten sectors were positive for the quarter. Positive relative results from the financials, consumer discretionary, and materials sectors outweighed the negative relative performance from the energy
and health care sectors. The financial sector added to relative performance due in part the avoidance of New Century Financial, a sub-prime lender whose stock declined approximately 95% during the quarter. The consumer discretionary sector also
benefited from strong holdings like American Axle Manufacturing, which designs, engineers, and manufactures driveline systems. American Axle advanced 45% during the quarter, as the market started to focus its attention on the substantial upside
potential available to the company if negotiations regarding the UAW 2008 contract are successful. Energy holdings performed poorly during the quarter. The Funds position in non-benchmark name Newfield Exploration, an independent oil and gas
company, detracted. Newfield declined on disappointing fourth quarter results and lowered production guidance. Health care holdings also detracted from performance, due in part to weak performer Barr Pharmaceuticals. The stock declined over 7%
following lower-than-expected guidance provided by management.

Mid-Cap Growth Equity Fund

For the quarter ended March 31, 2007, the Mid-Cap Growth Equity Fund, which is advised with the assistance of Turner Investment Partners, experienced
a total return, net of expenses, of 3.38%. By comparison, the Russell Mid-Cap Growth Index produced an investment record of 3.96% for the same period. The Russell Mid-Cap Growth Index does not include an allowance for the fees that an investor would
pay for investing in the securities that comprise that index or for fund expenses.



131



---

##### Table of Contents

The Mid-Cap Growth Equity Fund underperformed the Russell Mid-Cap Growth Index for the quarter ended
March 31, 2007. Six of the Funds ten sector positions outperformed their corresponding index sectors. Adding the most value to results were producer-durables holdings, a 9% weighting. Individual stocks that performed well included Varian
Semiconductor Equipment, Roper Industries, Polycom, KLA-Tencor, and Ametek. In absolute terms, materials/processing stocks returned the most, 18%. The biggest detractor from performance were positions in technology and health-care stocks, a 28%
weighting. Performing relatively poorly were Isilon Systems, F5 Networks, Nvidia, QLogic, Autodesk, Akamai Technologies, Digital River, Ciena, Sepracor, Celgene, Medicis Pharmaceutical, MedImmune, and Allergan.

Small-Cap Equity Fund

For the quarter ended
March 31, 2007, the Small-Cap Equity Fund experienced a total return, net of expenses, of 2.21%. By comparison, the Russell 2000 Index produced an investment record of 1.95% for the same period. The Russell 2000 Index does not include an
allowance for the fees that an investor would pay for investing in the securities that comprise that index or for fund expenses.

The
segment of the Small-Cap Equity Fund advised with the assistance of Wellington Asset Management Company, LLP outperformed the Russell 2000 Index for the quarter ended March 31, 2007. A bottom-up investment approach was a primary
driver behind performance in the first quarter. Although stock selection in the financial, information technology, utilities, and materials sectors contributed to relative performance, the segment underperformed the Index due to weak stock selection
in six of ten sectors, including telecommunication services, health care, and consumer staples. The information technology sector added to performance, due in part to strong performance of Varian Semiconductor, a manufacturer of ion implantation
systems. Shares of Varian rose on news that competitor Applied Materials would end future development of beamline implant products for semiconductor manufacturing, improving the competitive environment for Varian. The segment also benefited from its
financial sector holdings, in particular from First Community Bancorp, a large bank in southern California. The company reported increased earnings on higher net interest income from acquisitions and organic loan growth. Stock selection in the
telecommunication services sector detracted from performance. The segments overweight position to weak performer, Syniverse, impacted results. The stock fell on disappointing fourth quarter results and 2007 outlook. The health care sector also
performed poorly due to security selection. Shares of AtheroGenics, a pharmaceutical company focused on chronic inflammatory diseases, declined sharply on news that the ARISE trial did not meet the primary endpoint.

The portion of the Small-Cap Equity Fund advised with the assistance of Smith Asset Management Group, L.P. outperformed the Russell 2000 Index for the
quarter ended March 31, 2007. Positive relative performance was primarily attributable to the markets return to earnings growth as the driver of stock performance during the first quarter of 2007. In particular, the market rewarded
companies with improving earnings growth prospects, higher than average earnings growth rates, and companies reporting positive earnings surprises. Deep value factors such as dividend yield and price/book which were significantly favored by the
market in 2006, performed poorly for the quarter.

The performance of the indexed segment of the Small-Cap Equity Fund for the quarter
ended March 31, 2007 was consistent with the Russell 2000 Index after taking into account expenses.

International Equity Fund

For the quarter ended March 31, 2007, the International Equity Fund experienced a total return, net of expenses, of 2.12%. By comparison, the Morgan
Stanley Capital International All-Country World Ex-U.S. Free Index (the MSCI AC World Ex-U.S. Index) produced an investment record of 3.75% for the same period. The MSCI AC World Ex-U.S. Index does not include an allowance for the fees
that an investor would pay for investing in the securities that comprise that index or for fund expenses.

The segment of the International
Equity Fund advised with the assistance of JPMorgan Asset Management (UK) Limited underperformed the MSCI AC World Ex-U.S. Index for the quarter ended March 31, 2007. Exposure to Japanese and emerging market financials, technology stocks and
Japanese auto companies held back performance during the quarter. Technology stocks in general were weak reflecting concerns about future demand and pricing pressures. That negative sentiment took its toll on names like Nidec, Ericsson and Asustek.
In autos, Honda and Nissan were adversely affected by the weakness of the dollar and concerns about the U.S. economy. Within financials, holding China Life and HDFC Bank (India) hurt as both stocks were caught up by pullbacks in the Chinese and
Indian markets. Overweight positions in Mitsubishi-UFJ Financial Group, Sumitomo Mitsui Financial Group and Bank of Yokohama also hurt. Japanese banking stocks generally fared poorly, reflecting concerns over earnings. Japanese banks have struggled
to raise loan rates amid weak domestic consumer demand. Many have reported declines in net interest earnings.



132



---

##### Table of Contents

Offsetting these were overweight positions in Altadis (tobacco company) and a number of commodity-related
stocks. Shares of Altadis surged as the company became the subject of a takeover attempt by Imperial Tobacco. Mining companies CVRD and BHP Billiton, along with Sumitomo Corp and Mitsubishi Corp (two Japanese trading companies that deal extensively
in oil and metals), all posted gains in excess of 20% as metal and energy prices rebounded off their lows. Exposure to U.K. retailers Morrison Supermarkets and Tesco also contributed positively to performance. Robust Christmas sales prompted several
brokerage houses to upgrade earnings estimates for the sector. Further, the sector has been boosted by merger and acquisition speculation following news that rival Sainsbury may be the subject of a takeover attempt. The introduction of REITs in the
U.K. has further stoked speculation surrounding these firms, whose large land holdings can now be spun off into lower tax structures.

The
segment of the International Equity Fund advised with the assistance of Philadelphia International Advisors, LP underperformed the MSCI AC World Ex-U.S. Index for the quarter ended March 31, 2007. The cause for the underperformance was poor
security selection within most of the sectors across the Index. In some cases there was negative news: HSBCs sub-prime loan exposure, Lundbecks promising drug cancelled, Ericssons lower market growth projection for 2007, but in
many cases it seemed the stocks slid lower for no clear fundamental reason. The segment has lighter exposure to some sectors that have been in the merger and acquisition spotlightparticularly utilities, food, and beverage/tobaccoand none
of the segments names were highlighted in takeover stories.

Retirement Date Funds

During the period from January 1, 2007 through March 31, 2007, these funds included
S&P 500 Flagship Securities Lending Fund, Daily MSCI EAFE Fund, S&P Mid-Cap 400 Index Securities Lending Fund, Russell 2000 Index Securities Lending Fund, Long U.S. Government Index Securities Lending Fund, Limited Duration Bond Non-Lending
Fund and Short Term Investment Fund. Effective May 1, 2007, these funds include, in the case of some or all of the Retirement Date Funds and in varying allocations, S&P 500®
Flagship Securities Lending Series Fund, Daily MSCI ACWI ex-US Securities Lending Index Fund, S&P MidCap® Index Securities Lending Series Fund, Russell 2000® Index Securities Lending Series Fund, Long U.S. Government Index Securities Lending Fund, Passive Bond Market Index Securities Lending Series Fund, U.S. Treasury Inflation Protected Securities Lending Series Fund and
Principal Accumulation Return Fund.

For the quarter ended March 31, 2007, the Retirement Date Funds experienced a total return, net
of expenses, of 0.76% for the Lifetime Income Retirement Date Fund, 0.86% for the 2010 Retirement Date Fund, 1.44% for the 2020 Retirement Date Fund, 1.69% for the 2030 Retirement Date Fund and 2.00% for the 2040 Retirement Date Fund. The
performance of each Retirement Date Fund for the quarter ended March 31, 2007 was consistent with the relevant combination benchmark after taking into account expenses.



133



---

##### Table of Contents

|Item 4. | CONTROLS AND PROCEDURES.
|------- | ------------------------

Conclusion Regarding
the Effectiveness of Disclosure Controls and Procedures: Under the supervision and with the participation of the Chief Executive Officer and Chief Financial Officer, the Collective Trust conducted an evaluation of its disclosure controls and
procedures (as such term is defined in Rule 13a-15(e) or 15d-15(e) under the Exchange Act). Based on such evaluation, the Collective Trusts Chief Executive Officer and Chief Financial Officer have concluded that its disclosure controls and
procedures are effective as of March 31, 2009.

Internal Control Over Financial Reporting: No change in the Collective
Trusts internal control over financial reporting occurred during the Collective Trusts last fiscal quarter ended March 31, 2009 that has materially affected, or is reasonably likely to materially affect, the Collective Trusts
internal control over financial reporting.

PART II. OTHER INFORMATION.



|Item 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
|------- | ------------------------------------------------------------

During the quarter ended March 31, 2009, the Collective Trust issued an aggregate of approximately $153 million in unregistered Units. Such Units were offered and sold in reliance upon the exemption from
registration under Rule 180 promulgated under the Securities Act of 1933 relating to exemption from registration of interests and participations issued in connection with certain H.R. 10 plans. Proceeds received by the Collective Trust from the sale
or transfer of the Units are applied to the applicable Fund.



|Item 6. | EXHIBITS.
|------- | ---------



|      |  |                                                                                                                                              
|----- |  | ---------------------------------------------------------------------------------------------------------------------------------------------
|      | 
|31.1* |  | Certification of Monet T. Ewing pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  
|      | 
|31.2* |  | Certification of Robert E. Fullam pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|      | 
|32.1* |  | Certification of Monet T. Ewing pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.    
|      | 
|32.2* |  | Certification of Robert E. Fullam pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.  



|* | Filed herewith.
|- | ---------------



134



---

##### Table of Contents

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



|             |  |  |  |                                                                 |  |                      |  |                        
|------------ |  |  |  | --------------------------------------------------------------- |  | -------------------- |  | -----------------------
|             |  |  |  | AMERICAN BAR ASSOCIATION MEMBERS/ STATE STREET COLLECTIVE TRUST
|             |  |  | 
|May 15, 2009 |  |  |  | By:                                                             |  | /s/ Monet T. Ewing  
|             |  |  |  |                                                                 |  | Name:                |  | Monet T. Ewing         
|             |  |  |  |                                                                 |  | Title:               |  | Chief Executive Officer
|             |  |  | 
|May 15, 2009 |  |  |  | By:                                                             |  | /s/ Robert E. Fullam
|             |  |  |  |                                                                 |  | Name:                |  | Robert E. Fullam       
|             |  |  |  |                                                                 |  | Title:               |  | Chief Financial Officer



135



---

##### Table of Contents

EXHIBIT INDEX



|      |  |                                                                                                                                              
|----- |  | ---------------------------------------------------------------------------------------------------------------------------------------------
|31.1* |  | Certification of Monet T. Ewing pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  
|      | 
|31.2* |  | Certification of Robert E. Fullam pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|      | 
|32.1* |  | Certification of Monet T. Ewing pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.    
|      | 
|32.2* |  | Certification of Robert E. Fullam pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.  



|* | Filed herewith.
|- | ---------------



136