N-CSRS 1 e63614nvcsrs.htm FORM N-CSR N-CSRS

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT
COMPANIES

Investment Company Act file number 811-08361


Goldman Sachs Variable Insurance Trust


(Exact name of registrant as specified in charter)

71 South Wacker Drive, Chicago, Illinois 60606-6303


(Address of principal executive offices) (Zip code)
     
Peter V. Bonanno   Copies to:
Goldman, Sachs & Co.   Jack W. Murphy
One New York Plaza   Dechert LLP
New York, New York 10004   1775 I Street, N.W.
    Washington, DC 20006

(Name and address of agents for service)

Registrant’s telephone number, including area code: (312) 655-4400


Date of fiscal year end: December 31


Date of reporting period: June 30, 2008


     
ITEM 1.   REPORTS TO STOCKHOLDERS.
     
    The Semi-Annual Reports to Stockholders are filed herewith.

 


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Money Market Fund
 
 
 
Semi-Annual Report
June 30, 2008
LOGO


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Money Market Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Overview
 
The first quarter of 2008 was very similar to the fourth quarter of 2007 for the U.S. economy, with softening growth evident from the continued weakness in the housing market, falling consumer confidence and the deteriorating labor market. The financial market had much to contend with, including massive writedowns from financial institutions due to losses on subprime mortgages, rating downgrades of subprime collateralized debt obligations (CDOs), higher oil prices, dislocated LIBOR rates and continued depreciation of the U.S. dollar. The credit markets continued to experience massive liquidity problems as concerns about the subprime mortgage market led to reduced risk appetite in other asset classes.
 
The Federal Reserve Board (the “Fed”) took unprecedented steps to restore liquidity and stave off a financial crisis by creating three new liquidity facilities, including: 1) the $200 billion Term Securities Lending Facility (TSLF); 2) the Primary Dealer Credit Facility (PDCF) with no specified limit; and 3) a lending facility specifically for Bear Stearns of $30 billion. The Fed also cut rates by 200 basis points in the first quarter, citing downside risk to growth. The federal government weighed in by enacting policy changes to allow Fannie Mae, Freddie Mac and the Federal Home Loan Banks to purchase additional mortgage securities. These actions helped to create liquidity and remove technical pressure from the market.
 
In the second quarter of 2008, the macro backdrop was dominated by the fallout from the housing market crisis, tight credit markets and rising commodity prices, the latter primarily driven by higher oil prices. This was evidenced by the latest reading of the S&P/Case-Shiller home price index which showed prices dropping 15.3% year-over-year and oil surpassing $140 a barrel. These factors weighed heavily on consumers, with consumer sentiment, as measured by the University of Michigan survey, falling to a 50-year low. The Fed is now faced with the conundrum of containing inflation expectations resulting from higher food and energy prices, while providing enough stimulus to maintain positive economic growth in the face of a slowing consumer. In the statement for its June meeting, the Federal Open Market Committee (“FOMC”) noted that, “Although downside risks to growth remain, they appear to have diminished somewhat, and the upside risks to inflation and inflation expectations have increased.” Goldman Sachs’ Economists have not changed their outlook for the economy for the balance of the year. They continue to expect a renewed slowdown by late 2008/early 2009 with a rise in unemployment to 6.5% by the end of 2009. With regards to Fed policy, they expect the Fed to be on hold with respect to interest rates for the remainder of 2008.
 
Investment Objective
 
The Money Market Fund seeks to maximize current income to the extent consistent with the preservation of capital and the maintenance of liquidity by investing exclusively in high quality money market instruments.
 
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Shareholder Letter (continued)
 
                                 
    Standardized
    Standardized
          Weighted
 
    7-Day
    7-Day
    30-Day
    Avg.
 
    Current
    Effective
    Current
    Maturity
 
As of June 30, 2008   Yield     Yield     Yield     (days)  
   
VIT Money Market Fund
    2.03 %     2.05 %     2.00 %     45  
 
 
 
An investment in a money market portfolio is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although a money market portfolio seeks to preserve the value of an investment at $1.00 per share, it is possible to lose money by investing in a money market portfolio.
 
The yields represent past performance. Past performance does not guarantee future results. Current performance may be lower or higher than the performance quoted above.
 
Yields will fluctuate as market conditions change. The yield quotations more closely reflect the current earnings of the Fund than total return quotations.
 
Performance Review
 
In the first quarter of 2008, we focused primarily on purchasing short dated commercial paper for the Fund as the liquidity crunch continued throughout most of the quarter. We maintained a high percentage in overnight liquidity, and as conditions in the markets stabilized with the multiple actions by the Fed, we focused on buying paper in the three- and six-month sectors when we saw value on that part of the yield curve.
 
In the second quarter of 2008, we continued to focus on maintaining a high percentage in short term liquidity. We were also able to take advantage of technical dislocations in the 3-6 month part of the yield curve prior to quarter end and opportunistically added positions in these sectors. Our current weighted average maturity target is now between 35-45 days.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Money Market Management Team
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Money Market Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
The economic and market forecasts presented herein have been generated by GSAM for informational purposes as of the date of this presentation. They are based on proprietary
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
 
models and there can be no assurance that the forecasts will be achieved. Please see additional disclosures at the end of this presentation.
 
Economic and market forecasts presented herein reflect our judgment as of the date of this presentation and are subject to change without notice. These forecasts do not take into account the specific investment objectives, restrictions, tax and financial situation or other needs of any specific client. Actual data will vary and may not be reflected here. These forecasts are subject to high levels of uncertainty that may affect actual performance. Accordingly, these forecasts should be viewed as merely representative of a broad range of possible outcomes. These forecasts are estimated, based on assumptions, and are subject to significant revision and may change materially as economic and market conditions change. Goldman Sachs has no obligation to provide updates or changes to these forecasts. Case studies and examples are for illustrative purposes only.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
                         
Principal
    Interest
    Maturity
     
Amount     Rate     Date   Value  
 
Commercial Paper and Corporate Obligations – 34.3%
Amstel Funding Corp.
$ 4,000,000       2.920 %   09/15/08   $ 3,975,342  
Atlantic Asset Securitization Corp.
  5,000,000       2.590     08/21/08     4,981,654  
Atlantis One Funding Corp.
  5,000,000       2.585     08/21/08     4,981,690  
BA Credit Card Trust (Emerald)
  4,000,000       3.150     09/16/08     3,973,050  
Bank of America Corp.
  6,317,000       2.850     10/14/08     6,264,490  
Caisse Depargne Et Prevoy
  4,000,000       2.810     09/22/08     3,974,086  
Charta LLC
  5,000,000       2.680     08/14/08     4,983,622  
Citibank Credit Card Issuance Trust (Dakota Corp.)
  5,000,000       3.200     08/04/08     4,984,889  
Citigroup Funding, Inc.
  5,000,000       2.950     09/15/08     4,968,861  
Danske Corp.
  5,000,000       2.760     09/17/08     4,970,100  
General Electric Capital Services, Inc.
  5,000,000       2.780     08/05/08     4,986,486  
Ranger Funding Co. LLC
  5,000,000       2.650     08/20/08     4,981,597  
San Paolo US Finance Corp.
  5,000,000       2.770     09/16/08     4,970,376  
Societe Generale
  3,744,000       2.850     08/04/08     3,733,923  
 
 
TOTAL COMMERCIAL PAPER AND CORPORATE
OBLIGATIONS
      $ 66,730,166  
 
 
                         
                         
Eurodollar Certificates of Deposit – 2.1%
ABN Amro Bank
$ 4,000,000       2.850 %   11/10/08   $ 4,000,145  
 
 
                         
                         
U.S. Government Agency Obligations – 9.8%
Federal Home Loan Bank
$ 5,000,000       2.509 (a)%   08/19/08   $ 5,000,000  
  2,000,000       2.492 (a)   09/06/08     1,999,072  
  4,000,000       2.800     02/25/09     4,000,000  
  1,000,000       3.125     06/19/09     999,589  
Federal Home Loan Mortgage Corp.(a)
  5,000,000       2.463     07/21/08     5,000,000  
Federal National Mortgage Association(a)
  2,000,000       2.230     07/01/08     1,999,765  
 
 
TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS
        $ 18,998,426  
 
 
                         
                         
Variable Rate Obligations(a) – 20.0%
ANZ National Bank Limited
$ 3,000,000       2.916 %   09/10/08   $ 3,000,000  
Barclays Bank PLC
  2,000,000       2.671     07/16/08     2,000,000  
Caja Madrid
  5,000,000       2.968     07/21/08     5,000,000  
HBOS Treasury Services PLC
  5,000,000       2.438     07/07/08     5,000,000  
IBM Corp.(b)
  10,000,000       2.478     07/08/08     10,000,000  
Merrill Lynch & Co., Inc.
  2,000,000       2.611     07/15/08     2,000,000  
Nordea Bank AB(b)
  4,000,000       2.468     07/11/08     4,000,000  
Royal Bank of Canada
  2,000,000       3.233     08/15/08     2,000,000  
UBS AG Stamford
  2,000,000       2.461     07/16/08     2,000,000  
Wells Fargo & Co.
  4,000,000       2.508     07/03/08     4,000,000  
 
 
TOTAL VARIABLE RATE OBLIGATIONS   $ 39,000,000  
 
 
                         
                         
Yankee Certificates of Deposit – 7.2%
BNP Paribas SA
$ 2,000,000       2.820 %   11/28/08   $ 2,000,000  
Calyon
  2,000,000       3.020     10/27/08     2,000,000  
  3,000,000       2.760     11/12/08     3,000,000  
Dexia Bank Belgium SA
  5,000,000       2.640     08/28/08     5,000,040  
Rabobank Nederland
  2,000,000       2.900     07/18/08     2,000,000  
 
 
TOTAL YANKEE CERTIFICATES
OF DEPOSIT
      $ 14,000,040  
 
 
TOTAL INVESTMENTS BEFORE REPURCHASE
AGREEMENT — 73.4%
  $ 142,728,777  
 
 
                         
                         
Repurchase Agreement(c) – 26.3%
Joint Repurchase Agreement Account II
$ 51,100,000       2.666 %   07/01/08   $ 51,100,000  
       Maturity Value:  $51,103,784
 
TOTAL INVESTMENTS – 99.7%   $ 193,828,777  
 
 
OTHER ASSETS IN EXCESS
OF LIABILITIES – 0.3%
    672,132  
 
 
NET ASSETS – 100.0%   $ 194,500,909  
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
(a) Variable or floating rate security index is based on either Federal Funds, U.S. Treasury Bill or London Interbank Offering Rate. Interest rate disclosed is that which is in effect at June 30, 2008.
 
(b) Securities are exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved
 
 
 4
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 


 
 
by the Board of Trustees, such securities have been determined to be liquid by the Investment Adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounted to $14,000,000, which represents approximately 7.2% of net assets as of June 30, 2008.
 
(c) Joint repurchase agreement was entered into on June 30, 2008. Additional information appears below.
 
Maturity dates represent either the stated date on the security or the next interest reset date for floating rate securities.
 
ADDITIONAL INVESTMENT INFORMATION
 
 
JOINT REPURCHASE AGREEMENT ACCOUNT II — At June 30, 2008, the Fund had an undivided interest in the Joint Repurchase Agreement Account II which equaled $51,100,000 in principal amount.
 
REPURCHASE AGREEMENTS
 
                                 
    Principal
    Interest
    Maturity
    Maturity
 
Counterparty   Amount     Rate     Date     Value  
   
ABN Amro, Inc. 
  $ 2,000,000,000       2.75 %     07/01/08     $ 2,000,152,778  
 
 
Banc of America Securities LLC
    3,945,000,000       2.65       07/01/08       3,945,290,396  
 
 
Banc of America Securities LLC
    500,000,000       2.25       07/01/08       500,031,250  
 
 
Barclays Capital, Inc. 
    2,100,000,000       2.70       07/01/08       2,100,157,500  
 
 
Credit Suisse Securities (USA) LLC
    180,000,000       2.55       07/01/08       180,012,750  
 
 
Deutsche Bank Securities, Inc. 
    3,500,000,000       2.70       07/01/08       3,500,262,500  
 
 
Greenwich Capital Markets
    375,000,000       2.75       07/01/08       375,028,646  
 
 
JPMorgan Securities
    2,500,000,000       2.70       07/01/08       2,500,187,500  
 
 
Lehman Brothers Holdings, Inc. 
    4,423,900,000       2.65       07/01/08       4,424,225,648  
 
 
Merrill Lynch
    1,000,000,000       2.50       07/01/08       1,000,069,444  
 
 
Morgan Stanley
    500,000,000       2.50       07/01/08       500,034,722  
 
 
UBS Securities LLC
    4,000,000,000       2.70       07/01/08       4,000,300,000  
 
 
TOTAL
                          $ 25,025,753,134  
 
 
At June 30, 2008, the Joint Repurchase Agreement Account II was fully collateralized by Federal Home Loan Bank, 2.270% to 3.500%, due 04/14/09 to 02/05/10; Federal Home Loan Mortgage Corp., 4.000% to 16.250%, due 11/01/08 to 04/01/38; Federal National Mortgage Association, 3.150% to 16.000%, due 07/01/08 to 07/01/48 and Government National Mortgage Association, 6.000%, due 01/15/38. The aggregate market value of the collateral, including accrued interest, was $25,578,123,127.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Statement of Assets and Liabilities
 
June 30, 2008 (Unaudited)
 
 
         
Assets:
Investment in securities, at value (based on amortized cost)
  $ 142,728,777  
Repurchase agreement, at value (based on amortized cost)
    51,100,000  
Cash
    67,846  
Receivables:
       
Fund shares sold
    512,192  
Interest
    228,342  
Reimbursement from adviser
    434  
Other assets
    5,135  
 
 
Total assets
    194,642,726  
 
 
 
Liabilities:
Payable for amounts owed to affiliates
    98,448  
Accrued expenses
    43,369  
 
 
Total liabilities
    141,817  
 
 
 
Net Assets:
Paid-in capital
    194,502,766  
Accumulated net realized loss from investment transactions
    (1,857 )
 
 
NET ASSETS
  $ 194,500,909  
 
 
Total Service Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized)
    194,500,909  
Net asset value, offering and redemption price per share:
  $ 1.00  
 
 
 
 
 6
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Statement of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
         
Investment income:
Interest
  $ 3,473,458  
 
 
 
Expenses:
Management fees
    354,845  
Distribution and Service fees
    253,460  
Professional fees
    31,010  
Transfer Agent fees
    20,277  
Custody and accounting fees
    19,096  
Trustee fees
    7,436  
Printing fees
    1,843  
Other
    3,693  
 
 
Total expenses
    691,660  
 
 
Less — expense reductions
    (61,658 )
 
 
Net expenses
    630,002  
 
 
NET INVESTMENT INCOME
    2,843,456  
 
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 2,843,456  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Statements of Changes in Net Assets
 
                 
    For the
    For the
 
    Six Months Ended
    Year Ended
 
    June 30, 2008 (Unaudited)     December 31, 2007  
 
From operations:
Net investment income
  $ 2,843,456     $ 10,321,430  
 
 
Net increase in net assets resulting from operations
    2,843,456       10,321,430  
 
 
 
Distributions to shareholders:
From net investment income
    (2,843,456 )     (10,321,430 )
 
 
 
From share transactions:
Proceeds from sales of shares
    28,477,215       127,077,458  
Reinvestment of dividends and distributions
    2,843,456       10,322,039  
Cost of shares redeemed
    (42,337,732 )     (131,320,430 )
 
 
Net increase (decrease) in net assets resulting from share transactions
    (11,017,061 )     6,079,067  
 
 
TOTAL INCREASE (DECREASE)
    (11,017,061 )     6,079,067  
 
 
 
Net assets:
Beginning of period
    205,517,970       199,438,903  
 
 
End of period
  $ 194,500,909     $ 205,517,970  
 
 
 
Summary of share transactions:
Shares sold
    28,477,215       127,077,458  
Shares issued on reinvestment of dividends and distributions
    2,843,456       10,322,039  
Shares redeemed
    (42,337,732 )     (131,320,430 )
 
 
NET INCREASE (DECREASE)
    (11,017,061 )     6,079,067  
 
 
 
 
 8
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                             
                                                    Ratios assuming no
     
                                              Ratio of
    expense reduction      
    Net asset
                            Net assets,
    Ratio of
    net investment
    Ratio of
     
    value,
    Net
    Distributions from
    Net asset
          end of
    net expenses
    income
    total expenses
     
    beginning
    investment
    net investment
    value, end
    Total
    period
    to average
    to average
    to average
     
    of period     income     income     of period     return(b)     (in 000s)     net assets     net assets     net assets      
 

FOR THE SIX MONTHS ENDED JUNE 30, (Unaudited)
                                                                             
2008
  $ 1.00     $ 0.01 (a)   $ (0.01 )   $ 1.00       1.39 %   $ 194,501       0.62 %(g)     2.82 %(d)(g)     0.69 %(g)    
                                                                             

FOR THE YEARS ENDED DECEMBER 31,
                                                                             
2007
    1.00       0.05 (a)     (0.05 )     1.00       4.98       205,518       0.48       4.87 (d)     0.71      
2006(c)
    1.00       0.05 (a)     (0.05 )     1.00       4.65       199,439       0.49       4.59 (d)     0.71      
2005(c)
    1.00       0.03 (e)     (0.03 )(f)     1.00       2.75       222,194       0.55       2.65       0.55      
2004(c)
    1.00       0.01 (e)     (0.01 )     1.00       0.91       264,679       0.52       0.88       0.52      
2003(c)
    1.00       0.01 (e)     (0.01 )     1.00       0.80       377,155       0.53       0.82       0.53      
 
 
 
(a) Calculated based on the average shares outstanding methodology.
(b) Assumes reinvestment of all distributions. The Goldman Sachs Money Market Fund first began operations as the Allmerica Money Market Fund (the “Predecessor AIT Fund”) of the Allmerica Investment Trust. On January 9, 2006, the Predecessor AIT Fund was reorganized as a new portfolio of the Goldman Sachs Variable Insurance Trust. Performance prior to January 9, 2006, is that of the Predecessor AIT Fund. The Predecessor AIT Fund was considered the accounting survivor of the reorganization and as such, the historical total return information of the Predecessor AIT Fund is provided.
(c) The Predecessor AIT Fund was the accounting survivor of the reorganization and as such, the prior years financial highlights reflect the financial information of the Predecessor AIT Fund through January 8, 2006. In connection with such reorganization, the Goldman Sachs Money Market Fund issued Service Class Shares to the former shareholders of the Predecessor AIT Fund.
(d) Ratio of net investment income assuming no expense reductions is 4.37% for the year ended December 31, 2006, 4.64% for the year ended December 31, 2007 and 2.75% for the six months ended June 30, 2008.
(e) Calculated based on the SEC methodology.
(f) Distribution from net realized gain on investments and return of capital amounted to less than $0.0005.
(g) Annualized.
 
The accompanying notes are an integral part of these financial statements.

9


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Money Market Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering one class of shares — Service Shares.
Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as Investment Adviser pursuant to a Management Agreement (the “Agreement”) with the Trust on behalf of the Fund.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Fund. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Fund is to value investments using the amortized-cost method, as permitted by Rule 2a-7 under the Act, which approximates market value. Under this method, all investments purchased at a discount or premium are valued by accreting or amortizing the difference between the original purchase price and maturity value of the issue over the period to maturity.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified cost basis. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual Fund of the Trust are allocated to the Fund on a straight-line and/or “pro-rata” basis depending upon the nature of the expense.
 
D. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required.
Dividends and distributions to shareholders are recorded on the ex-dividend date. Income distributions are declared and recorded daily and paid monthly. Capital gains distributions, if any, are declared and paid annually. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP.
The Fund adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAM reviewed the tax positions for the open tax years (tax years ended December 31, 2004-2007) and determined that the implementation of FIN 48 did not have a material impact on the Fund’s financial statements.
 
E. Repurchase Agreements — Repurchase agreements involve the purchase of securities subject to the seller’s agreement to repurchase the securities at a mutually agreed upon date and price. During the term of a repurchase agreement, the value of the underlying securities held as collateral on behalf of the Fund, including accrued interest, is required to exceed the value of the repurchase agreement, including accrued interest. If the seller defaults or becomes insolvent, realization of the collateral by the Fund may be delayed or limited and there may be a decline in the value of the collateral during the period while the Fund seeks to assert its rights. The underlying securities for all repurchase agreements are held in safekeeping at the Fund’s custodian or designated subcustodians under triparty repurchase agreements.
 
 
 10


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
 
 
3. AGREEMENTS
 
A. Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trust’s Board of Trustees.
As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Fund’s business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”), computed daily and payable monthly, equal to an annual percentage rate of 0.35% of the Fund’s average daily net assets.
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of the Service Shares of the Fund, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs is entitled to a monthly fee for distribution services equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.
 
C. Transfer Agency Agreement — Goldman Sachs serves as the Transfer Agent of the Fund for a fee. The fees charged for such transfer agency services are calculated daily and payable monthly equal to an annual rate of 0.02% of the average daily net assets of the Fund.
 
D. Other Agreements — Additionally, GSAM has voluntarily agreed to limit certain “Other Expenses” of the Fund (excluding Management Fees, Distribution and Service Fees, Transfer Agency fees and expenses, taxes, interest, brokerage fees and litigation, indemnification, shareholder meeting and other extraordinary expenses exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, 0.004% of the average daily net assets of the Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. For the six months ended June 30, 2008, GSAM reimbursed approximately $59,100 to the Fund.
In addition, the Fund has entered into certain offset arrangements with the custodian and transfer agent resulting in a reduction in the Fund’s expenses. For the six months ended June 30, 2008, custodian and transfer agent fees were reduced by approximately $1,000 and $2,000 respectively.
At June 30, 2008, the amounts owed to affiliates were approximately $55,000, $40,000 and $3,000 for Management, Distribution and Service, and Transfer Agent Fees, respectively.
 
4. PORTFOLIO SECURITIES TRANSACTIONS
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
 
 
11 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
4. PORTFOLIO SECURITIES TRANSACTIONS (continued)
 
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Fund invests:
 
         
    Investments in Securities
 
Level   Long-Assets  
   
Level 1
  $  
Level 2(a)
    193,828,777  
Level 3
     
 
 
Total
  $ 193,828,777  
 
 
 
(a) The Fund utilizes amortized cost which approximates fair value to value money market investments. This results in a Level 2 classification as amortized cost is considered a model-based price.
 
5. LINE OF CREDIT FACILITY
 
The Fund participates in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or affiliates. The facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Fund did not have any borrowings under the facility.
 
6. TAX INFORMATION
 
As of the Fund’s most recent fiscal year end, December 31, 2007, the Fund had a capital loss carryforward of $1,857 expiring December 31, 2014.
 
The amortized cost for the Fund stated in the accompanying Statement of Assets and Liabilities also represents aggregate cost for U.S. federal income tax purposes.
 
7. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund believes the risk of loss under these arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statement disclosures.
 
 
 12


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited)
 
Background
The Goldman Sachs Money Market Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) with respect to the Fund.
The Management Agreement was most recently approved by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Fund’s investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreement including: (a) the nature and quality of the advisory, administrative and other services provided to the Fund by the Investment Adviser and its affiliates; (b) the Fund’s investment performance; (c) the Fund’s management fee arrangements; (d) the Investment Adviser’s undertaking to reimburse certain expenses of the Fund that exceed a specified level and the estimated annualized savings resulting from this undertaking; (e) potential economies of scale; (f) the relative expense level of the Fund as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and the Fund; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Fund; (j) recently proposed changes to the expense cap arrangements; (k) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Fund; (l) the current pricing and profitability of the Fund’s transfer agent; and (m) the nature and quality of the services provided by the Fund’s unaffiliated service providers and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund controllers group, the tax group, the product services group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, distribution and other services; (g) the terms of the Management Agreement and agreements with other service providers entered into by the Trust on behalf of the Fund; (h) the administrative services provided under the Management Agreement, including the nature and extent of the Investment Adviser’s oversight of the Fund’s other service providers, including the custodian and fund accounting agent; and (i) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest. At the Annual Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and the Fund, and the Fund’s investment performance, fees and expenses, including the Fund’s expense trends over time.
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they reviewed information regarding the Fund’s assets, sales and redemptions, and the payment of Rule 12b-1 distribution and service fees by the Fund. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares, and other matters. During the course of their deliberations, the Independent Trustees met in
 
 
13 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Fund and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for the Fund and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Management Agreement as it applied to the Fund.
In evaluating the Management Agreement at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Fund. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreement, including: (a) information on the investment performance of the Fund in comparison to the performance of similar mutual funds; (b) general investment outlooks in the markets in which the Fund invests; (c) compliance reports; and (d) expenses borne by the Fund. In addition, the Trustees were provided with copies of disclosure materials regarding the Fund and its expenses, as well as information on the Fund’s competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreement
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Fund by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Fund’s transfer agent and distributor. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Fund and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
Investment Performance
The Independent Trustees also considered the investment performance of the Fund and the Investment Adviser. In this regard, they compared the investment performance of the Fund to the performance rankings and ratings compiled by the Outside Data Provider. This information on the Fund’s investment performance was provided for the one-year period ended December 31, 2007. The Trustees considered the Fund’s investment performance in light of its investment objective and credit parameters. They also considered the investor constituencies the Fund serves, and the Fund’s compliance with regulations of the Securities and Exchange Commission applicable to money market mutual funds and the stability of the Fund’s net asset value. In light of these considerations, the Trustees concluded that the Fund was providing investment performance within a competitive range for investors and that the Investment Adviser’s continued management would benefit the Fund and its shareholders.
 
Costs of Services Provided and Competitive Information
The Independent Trustees considered the contractual fee rate payable by the Fund under the Management Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fees to a relevant peer group and a category universe; an expense analysis which compared the Fund’s expenses to a peer group and a category universe; and a three-year history comparing the Fund’s expenses to the category average. The analyses also compared the Fund’s transfer agency fees, custody and accounting fees, other expenses and waivers/reimbursements to those of a peer group and a peer group median. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.
 
 
 14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertaking to limit the Fund’s “other expenses” ratio (excluding certain expenses) to a specified level.
They also considered information that indicated that services provided to the Fund differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
The Independent Trustees noted the competitive nature of the mutual fund marketplace, and that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
Profitability
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and the Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
Economies of Scale
The Independent Trustees reviewed information regarding potential economies of scale, and whether the Fund and its shareholders were participating in the benefits of such economies. In this regard, they considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; and information comparing the contractual fee rate charged by the Investment Adviser (which does not include fee breakpoints) with fee rates charged by other, unaffiliated investment managers to other variable annuity money market funds. The Trustees noted that the fees actually paid by the Fund were reduced by the Investment Adviser’s voluntary undertaking to limit certain “other expenses” to a certain amount. The Independent Trustees also considered the competitive nature of the money market fund business and the competiveness of the fees charged to the Fund by the Investment Adviser.
 
Other Benefits to the Investment Adviser and Its Affiliates
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Fund as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (c) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (d) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (e) Goldman Sachs’ retention of certain fees as Fund Distributor; (f) Goldman Sachs’ ability to engage in principal transactions with the Funds under the SEC exemptive orders permitting such trades; and (g) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund.
 
Other Benefits to the Fund and Its Shareholders
The Independent Trustees also noted that the Fund receives certain other benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (e) the Investment Adviser’s
 
 
15 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization.
 
Conclusion
In connection with their consideration of the Management Agreement, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels, and that the Management Agreement should be approved and continued with respect to the Fund.
 
 
 16


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MONEY MARKET FUND

 
Fund Expenses (Unaudited) — Six Month Period Ended June 30, 2008
 
As a shareholder of the Service Shares of the Fund, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual net expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of a Fund, you do not incur any transactional costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                               
                      Expenses Paid
 
                      for the
 
      Beginning
      Ending
      Six Months
 
      Account Value
      Account Value
      ended
 
      1/1/08       6/30/08       6/30/08*  
Actual
    $ 1,000.00       $ 1,013.90       $ 3.13  
Hypothetical 5% return
      1,000.00         1,021.76 +       3.14  
 
 
* Expenses are calculated using the Fund’s annualized net expense ratio, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2008. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. The annualized net expense ratio for the period was 0.62%.
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.
 
 
17 


 

 
     
TRUSTEES
  OFFICERS
Ashok N. Bakhru, Chairman
  James A. McNamara, President
John P. Coblentz, Jr.
  John M. Perlowski, Senior Vice
Diana M. Daniels
    President and Treasurer
Patrick T. Harker
  Peter V. Bonanno, Secretary
James A. McNamara
   
Jessica Palmer
   
Alan A. Shuch
   
Richard P. Strubel
   
     
     
     
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
     
     
 
GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Investment Adviser
32 Old Slip, New York, New York 10005
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
     
     
 
The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Fund’s entire investment portfolio,which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.
     
    Toll Free (in U.S.): 800-292-4726
     
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust Funds: Money Market Fund.
     
     
 
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
     
VITMMSAR/08-4947.MF/08-08    


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Growth and Income Fund
 
 
 
Semi-Annual Report
June 30, 2008
LOGO


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Growth and Income Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The U.S. equity markets finished the reporting period near their year-to-date lows, as concerns related to the ongoing credit crunch thwarted a brief rally in April and May. All told, the Russell 1000 Value Index returned −13.57% during the six-month reporting period. Headlines focused on additional financial asset write-offs, escalating gasoline prices and global inflation pressures. Volatility, which remains slightly above normalized levels, continues in the Financial, Insurance and Home Building segments of the equity markets.
 
Investment Objective
 
The Fund seeks long-term growth of capital and growth of income.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
             
    % of
     
Holding
 
Net Assets
   
Line of Business
 
Devon Energy Corp.
    5.6 %   Energy
Hess Corp.
    3.9     Energy
Sprint Nextel Corp.
    3.7     Telecommunication Services
Occidental Petroleum Corp.
    3.6     Energy
Unilever NV
    3.4     Food, Beverage & Tobacco
Entergy Corp.
    3.1     Utilities
Johnson & Johnson
    3.0     Pharmaceuticals, Biotechnology & Life Sciences
Baxter International, Inc.
    2.8     Health Care Equipment & Services
AT&T, Inc. 
    2.8     Telecommunication Services
Time Warner, Inc. 
    2.6     Media
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities will be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Shareholder Letter (continued)
 
Performance Review
 
Over the six-month period ended June 30, 2008, the Fund’s Institutional and Service Shares generated cumulative total returns of −7.34% and −7.18%, respectively. These returns compare to the −13.57% cumulative total return of the Fund’s benchmark, the Russell 1000 Value Index (with dividends reinvested), over the same time period.
 
The Fund outperformed its benchmark during a difficult market environment. Strong, positive stock selection was evident among the majority of sectors. The Fund’s holdings in the Energy and Financials sectors were the largest positive contributors to performance, while its holdings in the Consumer Staples sector detracted the most from performance.
 
The Fund’s Energy investments, such as Devon Energy Corp. and Hess Corp., performed well as production, capital allocation and reserve trends continue to improve. Elsewhere, shares of Visa rose as the company’s margins and market share continue to improve. We also believe Visa can benefit from low credit and balance sheet risk — two positive characteristics in the Financials sector. U.S. Steel Corp., a new holding added to the portfolio in the second quarter of 2008, was another positive contributor to performance. We believe the company is well positioned to benefit from a combination of its fixed cost structure and significant pricing power.
 
Holdings that detracted from performance included Unilever and Newell Rubbermaid, Inc., both of which declined in response to margin concerns. It is our belief that both companies still represent long-term values as the risk-reward trade-off appears attractive. In Financials, the Fund was negatively impacted by weakness in shares of AllianceBernstein and KeyCorp. In Services, shares of Sprint Nextel Corp. fell to levels that we think undervalue the company’s subscriber base and scarce assets. Additionally, we believe, at this time, the company’s setbacks are largely correctable under the leadership of its new Chief Executive Officer.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Value Portfolio Management Team
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Growth and Income Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
 
Principal Investment Strategies and Risks
 
The VIT Growth and Income Fund invests primarily in equity investments that the Investment Adviser considers to have favorable prospects for capital appreciation and/or dividend-paying ability. The Fund’s equity investments will be subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. The Fund’s investments in fixed income securities are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. Although the Fund invests primarily in publicly traded U.S. securities, the Fund may invest in foreign securities, including emerging markets securities, which may be more volatile and less liquid than investment in U.S. securities and will be subject to the risks of currency fluctuations and sudden economic or political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Shareholder Letter (continued)
 
 
SECTOR ALLOCATION
 
Percentage of Investment Portfolio
 
(GRAPH)
 
The Fund is actively managed and, as such, its composition may differ over time. The above graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category of the Fund reflects the value of investments in that category as a percentage of market value (excluding securities lending collateral, if any). Securities lending collateral represents 1.0% of the Fund’s net assets at June 30, 2008.
 
 
 4


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 92.0%
Automobiles & Components – 0.4%
81,192
  Johnson Controls, Inc.   $ 2,328,587  
 
 
Banks — 2.1%
150,482
  Comerica, Inc.     3,856,854  
237,940
  KeyCorp     2,612,581  
355,784
  Synovus Financial Corp.(a)     3,105,994  
162,845
  Wachovia Corp.     2,528,983  
             
          12,104,412  
 
 
Capital Goods – 2.9%
401,693
  General Electric Co.     10,721,186  
100,509
  United Technologies Corp.     6,201,406  
             
          16,922,592  
 
 
Commercial Services & Supplies – 1.0%
160,084
  Waste Management, Inc.     6,036,768  
 
 
Consumer Durables & Apparel – 1.3%
132,608
  Mattel, Inc.     2,270,249  
322,952
  Newell Rubbermaid, Inc.     5,422,364  
             
          7,692,613  
 
 
Consumer Services – 0.5%
140,998
  H&R Block, Inc.     3,017,357  
 
 
Diversified Financials – 8.3%
216,722
  AllianceBernstein Holding LP     11,850,359  
339,806
  Bank of America Corp.     8,111,169  
456,861
  Citigroup, Inc.     7,656,990  
385,458
  JPMorgan Chase & Co.     13,225,064  
154,696
  Merrill Lynch & Co., Inc.     4,905,410  
72,681
  Morgan Stanley     2,621,604  
             
          48,370,596  
 
 
Energy – 20.4%
268,707
  Devon Energy Corp.     32,287,833  
65,969
  EOG Resources, Inc.     8,655,133  
133,210
  Exxon Mobil Corp.     11,739,797  
177,614
  Hess Corp.     22,413,111  
46,400
  National-Oilwell Varco, Inc.*     4,116,608  
232,038
  Occidental Petroleum Corp.     20,850,935  
62,500
  Schlumberger Ltd.     6,714,375  
281,647
  The Williams Companies, Inc.     11,353,190  
             
          118,130,982  
 
 
Food & Staples Retailing – 2.6%
76,792
  SUPERVALU, Inc.     2,372,105  
224,066
  Wal-Mart Stores, Inc.     12,592,509  
             
          14,964,614  
 
 
Food, Beverage & Tobacco – 7.3%
200,747
  Altria Group, Inc.     4,127,358  
190,154
  ConAgra Foods, Inc.     3,666,169  
200,747
  Philip Morris International, Inc.     9,914,895  
35,090
  Reynolds American, Inc.     1,637,650  
57,977
  The Coca-Cola Co.     3,013,645  
693,143
  Unilever NV     19,685,261  
             
          42,044,978  
 
 
Health Care Equipment & Services – 2.8%
253,765
  Baxter International, Inc.     16,225,734  
 
 
Household & Personal Products – 0.3%
33,478
  The Clorox Co.     1,747,552  
 
 
Insurance – 3.9%
148,176
  American International Group, Inc.     3,920,737  
71,091
  Hartford Financial Services Group, Inc.     4,590,346  
39,749
  PartnerRe Ltd.     2,747,848  
125,023
  The Allstate Corp.     5,699,799  
126,841
  The Travelers Companies, Inc.     5,504,899  
             
          22,463,629  
 
 
Materials – 3.1%
36,335
  Air Products & Chemicals, Inc.     3,592,078  
60,709
  Nucor Corp.     4,533,141  
52,858
  United States Steel Corp.     9,767,101  
             
          17,892,320  
 
 
Media – 4.1%
447,916
  Comcast Corp. Class A     8,496,966  
1,026,256
  Time Warner, Inc.     15,188,589  
             
          23,685,555  
 
 
Pharmaceuticals, Biotechnology & Life Sciences – 6.8%
138,018
  Abbott Laboratories     7,310,813  
92,000
  Amgen, Inc.*     4,338,720  
269,183
  Johnson & Johnson     17,319,234  
187,549
  Pfizer, Inc.     3,276,481  
143,959
  Wyeth     6,904,274  
             
          39,149,522  
 
 
Real Estate Investment Trusts – 4.1%
580,170
  Annaly Capital Management, Inc.     8,998,437  
110,442
  Apartment Investment & Management Co.     3,761,654  
54,845
  Camden Property Trust     2,427,440  
381,267
  DCT Industrial Trust, Inc.     3,156,891  
46,020
  Pennsylvania Real Estate Investment Trust     1,064,903  
134,985
  Realty Income Corp.(a)     3,072,258  
15,804
  Vornado Realty Trust     1,390,752  
             
          23,872,335  
 
 
Retailing – 0.4%
68,436
  J.C. Penney Co., Inc.     2,483,543  
 
 
Software & Services – 0.5%
38,700
  Visa, Inc. Class A*     3,146,697  
 
 
Technology Hardware & Equipment – 2.2%
225,207
  Hewlett-Packard Co.     9,956,402  
23,048
  International Business Machines Corp.     2,731,879  
60
  Nortel Networks Corp.*     493  
             
          12,688,774  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Telecommunication Services – 7.5%
477,619
  AT&T, Inc.   $ 16,090,984  
127,800
  Embarq Corp.     6,041,106  
2,259,443
  Sprint Nextel Corp.     21,464,709  
             
          43,596,799  
 
 
Utilities – 9.5%
26,286
  American Electric Power Co., Inc.     1,057,486  
47,817
  Edison International     2,456,837  
150,346
  Entergy Corp.     18,113,686  
99,138
  Equitable Resources, Inc.     6,846,470  
133,735
  FirstEnergy Corp.     11,010,403  
110,547
  PG&E Corp.     4,387,610  
212,866
  PPL Corp.     11,126,506  
             
          54,998,998  
 
 
TOTAL COMMON STOCKS
(Cost $572,500,290)
  $ 533,564,957  
 
 
 
                 
        Dividend
   
Shares       Rate   Value
 
Preferred Stock – 1.1%
Banks – 1.1%
Freddie Mac Series Z
98,384
      8.375%     $2,390,731  
JPMorgan Chase & Co.
4,147,000
      7.900%     3,888,393  
             
 
 
TOTAL PREFERRED STOCKS
(Cost $6,538,894)
        $6,279,124  
 
 
 
                 
Principal
  Interest
  Maturity
   
Amount   Rate   Date   Value
 
Short-Term Obligation – 3.4%
JPMorgan Chase Euro – Time Deposit
$19,795,168
  1.922%   07/01/08     $19,795,168  
(Cost $19,795,168)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING COLLATERAL
(Cost $598,834,352)
        $559,639,249  
 
 
 
             
    Interest
     
Shares   Rate   Value  
 
Securities Lending Collateral(b) – 1.0%
Boston Global Investment Trust – Enhanced Portfolio
6,129,950
  2.745%        
(Cost $6,129,950)
  $ 6,129,950  
 
 
TOTAL INVESTMENTS – 97.5%
(Cost $604,964,302)
  $ 565,769,199  
 
 
OTHER ASSETS IN EXCESS OF LIABILITIES – 2.5%
    14,351,953  
 
 
NET ASSETS – 100.0%   $ 580,121,152  
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
 
 6
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Statement of Assets and Liabilities
 
June 30, 2008 (Unaudited)
 
 
         
Assets:
Investment in securities, at value (identified cost $598,834,352)(a)
  $ 559,639,249  
Securities lending collateral, at value which equals cost
    6,129,950  
Receivables:
       
Fund shares sold
    20,763,523  
Dividends and interest
    1,396,789  
Investment securities sold
    348,919  
Securities lending income
    4,177  
Other assets
    3,255  
 
 
Total assets
    588,285,862  
 
 
 
Liabilities:
Payables:
       
Payable upon return of securities loaned
    6,129,950  
Investment securities purchased
    1,297,450  
Amounts owed to affiliates
    363,290  
Fund shares redeemed
    211,198  
Accrued expenses
    162,822  
 
 
Total liabilities
    8,164,710  
 
 
 
Net Assets:
Paid-in capital
    605,116,579  
Accumulated undistributed net investment income
    9,740,324  
Accumulated net realized gain from investment transactions
    4,459,352  
Net unrealized loss on investments
    (39,195,103 )
 
 
NET ASSETS
  $ 580,121,152  
 
 
Net Assets:
       
Institutional
  $ 569,055,758  
Service
    11,065,394  
 
 
Total Net Assets
  $ 580,121,152  
 
 
Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized):
       
Institutional
    49,009,615  
Service
    950,835  
 
 
Net asset value, offering and redemption price per share:
       
Institutional
  $ 11.61  
Service
    11.64  
 
 
 
(a) Includes loaned securities having a market value of $5,859,842.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Statement of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
         
Investment income:
Dividends
  $ 10,859,801  
Interest (including securities lending income of $20,289)
    302,946  
 
 
Total investment income
    11,162,747  
 
 
 
Expenses:
Management fees
    2,085,456  
Transfer Agent fees(a)
    55,607  
Professional fees
    42,996  
Printing fees
    39,784  
Custody and accounting fees
    8,457  
Trustee fees
    7,436  
Distribution and Service fees — Service Class
    1,590  
Other
    7,608  
 
 
Total expenses
    2,248,934  
 
 
Less — expense reductions
    (6,030 )
 
 
Net expenses
    2,242,904  
 
 
NET INVESTMENT INCOME
    8,919,843  
 
 
 
Realized and unrealized gain (loss) from investment transactions:
Net realized gain from investment transactions
    6,227,814  
Net change in unrealized loss on investments
    (58,438,627 )
 
 
Net realized and unrealized loss from investment transactions
    (52,210,813 )
 
 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (43,290,970 )
 
 
 
(a) Institutional and Service Class had Transfer Agent fees of $55,480 and $127, respectively.
 
 
 8
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Statements of Changes in Net Assets
 
                 
    For the
       
    Six Months Ended
    For the
 
    June 30, 2008     Year Ended  
    (Unaudited)     December 31, 2007  
 
From operations:
Net investment income
  $ 8,919,843     $ 9,037,913  
Net realized gain from investment transactions
    6,227,814       43,363,162  
Net change in unrealized loss on investments
    (58,438,627 )     (48,550,141 )
 
 
Net increase (decrease) in net assets resulting from operations
    (43,290,970 )     3,850,934  
 
 
 
Distributions to shareholders:
From net investment income
               
Institutional Shares
          (10,416,926 )
Service Shares*
          (1,613 )
From net realized gains
               
Institutional Shares
          (53,637,788 )
Service Shares*
          (8,300 )
 
 
Total distributions to shareholders
          (64,064,627 )
 
 
 
From share transactions:
Proceeds from sales of shares
    75,053,050       180,088,286  
Reinvestments of dividends and distributions
          64,064,627  
Cost of shares redeemed
    (23,614,113 )     (43,981,650 )
 
 
Net increase in net assets resulting from share transactions
    51,438,937       200,171,263  
 
 
TOTAL INCREASE
    8,147,967       139,957,570  
 
 
 
Net assets:
Beginning of period
    571,973,185       432,015,615  
 
 
End of period
  $ 580,121,152     $ 571,973,185  
 
 
Accumulated undistributed net investment income
  $ 9,740,324     $ 820,481  
 
 
 
* Service Share Class commenced operations on July 24, 2007.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                                             
          Income (loss) from
                                        Ratios assuming no
           
          investment operations     Distributions to shareholders                                   expense reductions            
                Net
                                                    Ratio of
    Ratio of
    Ratio of
           
    Net asset
          realized
                From
          Net asset
          Net assets,
    Ratio of
    net investment
    total
    net investment
           
    value,
    Net
    and
    Total from
    From net
    net
          value,
          end of
    net expenses
    income to
    expenses
    income
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    realized
    Total
    end of
    Total
    period
    to average
    average
    to average
    to average
    turnover
     
Year – Share Class   of period     income(a)     gain (loss)     operations     income     gains     distributions     period     return(b)     (in 000s)     net assets     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)
                                                                                                                             
2008 - Institutional
  $ 12.53     $ 0.19     $ (1.11 )   $ (0.92 )   $     $     $     $ 11.61       (7.34 )%   $ 569,056       0.81 %(d)     3.19 %(d)     0.81 %(d)     3.19 %(d)     33 %    
2008 - Service
    12.52       0.17       (1.05 )     (0.88 )                       11.64       (7.18 )     11,065       1.06 (d)     7.55 (d)     1.06 (d)     7.55 (d)     33      
                                                                                                                             
                                                                                                                             
                                                                                                                             
 

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                                             
2007 - Institutional
    13.91       0.25       (0.03 )     0.22       (0.26 )     (1.34 )     (1.60 )     12.53       1.49       571,883       0.85       1.75       0.85       1.75       79      
2007 - Service(c)
    14.71       0.15       (0.74 )     (0.59 )     (0.26 )     (1.34 )     (1.60 )     12.52       (4.02 )     90       0.94 (d)     3.11 (d)     1.09 (d)     2.96 (d)     79      
 
 
2006 - Institutional
    11.97       0.28       2.43       2.71       (0.23 )     (0.54 )     (0.77 )     13.91       22.63       432,016       0.86       2.15       0.87       2.14       52      
2005 - Institutional
    11.71       0.21       0.25       0.46       (0.20 )           (0.20 )     11.97       3.93       313,152       0.88       1.77       0.88       1.77       46      
2004 - Institutional
    10.00       0.19       1.69       1.88       (0.17 )           (0.17 )     11.71       18.80       276,395       0.86       1.75       0.86       1.75       58      
2003 - Institutional
    8.14       0.13       1.85       1.98       (0.12 )           (0.12 )     10.00       24.36       230,316       1.02       1.44       1.20       1.26       51      
 
 
 
(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) Service Share Class commenced operations on July 24, 2007.
(d) Annualized.
 
The accompanying notes are an integral part of these financial statements.

10


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
Goldman Sachs Variable Insurance Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Growth and Income Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service.
Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as the investment adviser pursuant to a Management Agreement (the “Agreement”) with the Trust on behalf of the Fund.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Fund. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Fund is to value investments at market value. Investments in equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, such securities and investment companies are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services or broker/dealer-supplied valuations. The pricing services may use valuation models or matrix pricing, which considers yield or price with respect to comparable bonds, quotations from bond dealers or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, to determine current value. Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Investments in investment companies (other than those that are exchange traded) are valued at the net asset value per share on valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which market quotations are not readily available or are deemed not to reflect market value by GSAM are valued at fair value using methods approved by the Trust’s Board of Trustees.
In addition, GSAM, consistent with its procedures and applicable regulatory guidance, may determine to make an adjustment to the previous closing prices of either domestic or foreign securities in light of significant events, to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events that could affect a large number of securities in a particular market may include, but are not limited to: situations relating to one or more single issuers in a market sector; significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions or market closings; government actions or other developments; as well as the same or similar events which may affect specific issuers or the securities markets even though not tied directly to the securities markets. Other significant events that could relate to a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; corporate announcements on earnings; significant litigation and regulatory news such as governmental approvals.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes, if any, which are reduced by any amounts reclaimable by the Fund, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.
Net investment income (other than class-specific expenses) and unrealized and realized gains or losses are allocated daily to each class of shares of the respective Fund based upon the relative proportion of net assets of each class.
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual fund of the Trust are allocated to the Fund on a straight-line and/or “pro-rata” basis depending upon the nature of the expense. Each class of
 
 
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Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
shares of the Fund separately bears its respective class-specific Transfer Agent fees. Service Shares bear all expenses and fees relating to their Distribution and Service Plan.
 
D. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required. Dividends and distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP. Therefore, the source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain, or as a tax return of capital.
In addition, distributions paid by the Fund’s investments in real estate investment trusts (“REITs”) often include a “return of capital” which is recorded by the Fund as a reduction of the cost basis of the securities held. The Code requires a REIT to distribute at least 95% of its taxable income to investors. In many cases, however, because of “non-cash” expenses such as property depreciation, a REIT’s cash flow will exceed its taxable income. The REIT may distribute this excess cash to offer a more competitive yield. This portion of the distribution is deemed a return of capital and is generally not taxable to shareholders.
The Fund adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAM has reviewed the tax positions for open tax years (tax years ended December 31, 2004-2007) and has determined that the implementation of FIN 48 did not have a material impact on the Fund’s financial statements.
 
3. AGREEMENTS
 
A. Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trust’s Board of Trustees.
As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Fund’s business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”) computed daily and payable monthly, equal to an annual percentage rate of the Fund’s average daily net assets.
For the six months ended June 30, 2008, GSAM’s contractual Management Fees are listed below along with the effective rate for the period:
 
             
Contractual Management Rate
 
 
Up to $1 billion
  Next $1 billion   Over $2 billion   Effective Rate
 
 
0.75%
  0.68%   0.65%   0.75%
 
 
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of the Service Shares of the Fund, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs and/or authorized dealers are entitled to a monthly fee for distribution services equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.
 
C. Transfer Agency Agreement — Goldman Sachs also serves as the Transfer Agent of the Fund for a fee. The fees charged for such Transfer Agency services are calculated daily and payable monthly equal to an annual rate of 0.02% for the average daily net assets for the Institutional and Service Shares.
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
 
3. AGREEMENTS (continued)
 
D. Other Agreements — GSAM has voluntarily agreed to limit certain “Other Expenses” of the Fund (excluding Management Fees, Distribution and Service Fees, Transfer Agency Fees and expenses, taxes, interest, brokerage fees and litigation, indemnification, shareholder meetings and other extraordinary expenses, exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, 0.114% of the average daily net assets of the Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. For the six months ended June 30, 2008, GSAM made no reimbursements to the Fund.
In addition, the Fund has entered into certain offset arrangements with the transfer agent resulting in a reduction in the Fund’s expenses. For the six months ended June 30, 2008, transfer agent fees was reduced by approximately $6,000.
At June 30, 2008, amounts owed to affiliates were approximately $352,600, $1,300 and $9,400 for Management, Distribution and Service and Transfer Agent Fees, respectively.
 
4  PORTFOLIO SECURITIES TRANSACTIONS
 
The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2008 were $214,478,949 and $176,026,176, respectively. For the six months ended June 30, 2008, Goldman Sachs earned approximately $4,500 of brokerage commissions from portfolio transactions executed on behalf of the Fund.
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Fund invests:
 
                 
Level   Investments in Securities Long — Assets        
   
Level 1
  $ 545,974,031          
 
 
Level 2
    19,795,168          
 
 
Level 3
             
 
 
Total
  $ 565,769,199          
 
 
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
5. SECURITIES LENDING
 
Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), formerly Boston Global Advisers — a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund bears the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.
The Fund invests the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust (“Enhanced Portfolio”), a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by GSAM, for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in money market instruments, but is not a “money market fund” subject to the requirements of Rule 2a-7 of the Act. The Fund bears the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.
Both the Fund and GSAL receive compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the six months ended June 30, 2008 is reported parenthetically under Investment Income on the Statement of Operations. A portion of this amount, $1,903, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the six months ended June 30, 2008, GSAL earned $2,266 in fees as securities lending agent. The amount payable to Goldman Sachs upon return of securities loaned as of June 30, 2008 was $2,849,000.
 
6. LINE OF CREDIT FACILITY
 
The Fund participates in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or affiliates. This facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. This facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Fund did not have any borrowings under the facility.
 
7. TAX INFORMATION
 
As of the Fund’s most recent fiscal year end, December 31, 2007, the Fund had a capital loss carryforward of $152,979 that expires in December 31, 2010. Utilization of these losses may be substantially limited under the Code.
 
At June 30, 2008, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:
 
         
Tax cost
  $ 604,666,652  
 
 
Gross unrealized gain
    51,348,191  
Gross unrealized loss
    (90,245,644 )
 
 
Net unrealized security loss
  $ (38,897,453 )
 
 
 
The difference between book-basis and tax basis unrealized gains (losses) is attributable primarily to differences related to the tax treatment of partnership investments and wash sales as of the most recent fiscal year end.
 
 
 14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
 
8. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be against the Fund that have not yet occurred. However, the Fund believes the risk of loss under these made arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statement disclosures.
 
9. SUMMARY OF SHARE TRANSACTIONS
 
Share activity is as follows:
 
                                 
    For the six months ended
       
    June 30, 2008
    For the year ended
 
    (Unaudited)     December 31, 2007  
    Shares     Dollars     Shares     Dollars  
   
Institutional Shares
                               
Shares sold
    5,359,650     $ 63,646,571       12,554,047     $ 179,993,458  
Reinvestment of dividends and distributions
                5,059,614       64,054,714  
Shares redeemed
    (1,975,538 )     (23,585,931 )     (3,053,364 )     (43,976,699 )
 
 
      3,384,112       40,060,640       14,560,297       200,071,473  
 
 
Service Shares*
                               
Shares sold
    946,011       11,406,479       6,760       94,828  
Reinvestment of dividend and distributions
                783       9,913  
Shares redeemed
    (2,350 )     (28,182 )     (369 )     (4,951 )
 
 
      943,661       11,378,297       7,174       99,790  
 
 
NET INCREASE
    4,327,773     $ 51,438,937       14,567,471     $ 200,171,263  
 
 
 
* Service Share Class commenced operations on July 24, 2007.
 
10. SUBSEQUENT EVENT
 
Effective July 1, 2008, GSAM contractually reduced its contractual Management Fees for the Fund to achieve the following annual rates:
 
                 
Contractual Management Rate
 
Up to $1 billion
  Next $1 billion   Next $3 billion   Next $3 billion   Over $8 billion
 
 
0.75%
  0.68%   0.65%   0.64%   0.63%
 
 
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited)
 
Background
The Goldman Sachs Growth and Income Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust, and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) with respect to the Fund.
The Management Agreement was most recently approved by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Fund’s investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreement including: (a) the nature and quality of the advisory, administrative and other services provided to the Fund by the Investment Adviser and its affiliates; (b) the Fund’s investment performance; (c) the Fund’s management fee arrangements; (d) the Investment Adviser’s undertaking to reimburse certain expenses of the Fund that exceed a specified level; (e) potential economies of scale and the levels of breakpoints in the fees payable by the Fund under the Management Agreement; (f) the relative expense level of the Fund as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and the Fund; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Fund; (j) recently proposed changes to the expense cap arrangements, and proposed amendments to the management fee schedule to further reduce the fee rates charged on assets above specified levels; (k) information on the advisory fees charged to institutional accounts by the Investment Adviser; (l) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Fund; (m) the current pricing and profitability of the Fund’s transfer agent; and (n) the nature and quality of the services provided by the Fund’s unaffiliated service providers and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund controllers group, the tax group, the product services group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio brokerage, distribution and other services; (g) the terms of the Management Agreement and agreements with other service providers entered into by the Trust on behalf of the Fund; (h) the administrative services provided under the Management Agreement, including the nature and extent of the Investment Adviser’s oversight of the Fund’s other service providers, including the custodian and fund accounting agent; (i) an update on soft dollars and other trading related issues; and (j) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest. At the Annual Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
the Fund, and the Fund’s investment performance, fees and expenses, including the Fund’s expense trends over time and existing and proposed breakpoints in the fee rate payable under the Management Agreement.
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they reviewed information regarding the Fund’s assets, sales and redemptions, the commission rates paid by the Fund on brokerage transactions, the Investment Adviser’s receipt of research services in connection with those transactions, and the payment of Rule 12b-1 distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares; portfolio manager compensation, the alignment of the interests of the Fund and the portfolio managers and potential conflicts of interest; the number and types of accounts managed by the portfolio managers; and other matters. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Fund and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for the Fund and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Management Agreement as it applied to the Fund.
In evaluating the Management Agreement at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Fund. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreement, including: (a) information on the investment performance of the Fund in comparison to the performance of similar mutual funds and its benchmark performance index; (b) general investment outlooks in the markets in which the Fund invests; (c) compliance reports; and (d) expenses borne by the Fund. In addition, the Trustees were provided with copies of disclosure materials regarding the Fund and its expenses, as well as information on the Fund’s competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreement
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Fund by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Fund’s transfer agent and distributor and that Goldman Sachs Agency Lending provides as securities lending agent. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Fund and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
Investment Performance
The Independent Trustees also considered the investment performance of the Fund and the Investment Adviser. In this regard, they compared the investment performance of the Fund to the performance, rankings and ratings compiled by the Outside Data Provider. The Independent Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. This information on the Fund’s investment performance was provided for the one-, three-and five-
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
year periods ended December 31, 2007. In addition, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies, as well as in light of periodic analyses of its quality and risk profile. The Independent Trustees considered whether the Fund had operated within its investment policies, and had complied with its investment limitations. The Trustees believed that the Fund was providing investment performance within a competitive range for long-term investors and that the Investment Adviser’s continued management of the Fund would benefit the Fund and its shareholders.
 
Costs of Services Provided and Competitive Information
The Independent Trustees considered the contractual fee rate payable by the Fund under the Management Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fees and breakpoints to a relevant peer group and category universe; an expense analysis which compared the Fund’s expenses to a peer group and a category universe; and a one-year history comparing the Fund’s expenses to the category average. The analyses also compared the Fund’s transfer agency fees, custody and accounting fees, distribution fees, other expenses and waivers/reimbursements to those of a peer group and a peer group median. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertaking to limit the Fund’s “other expenses” ratio (excluding certain expenses) to a specified level.
They also considered comparative fee information for services provided by the Investment Adviser to institutional accounts and information that indicated that services provided to the Fund differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
The Independent Trustees noted the competitive nature of the mutual fund marketplace; and that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
Profitability
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and the Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Economies of Scale
The Independent Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund, which had been implemented at the following annual percentages of the average daily net assets of the Fund:
 
         
First $1 billion
    0.75 %
Next $1 billion
    0.68  
Next $3 billion
    0.65  
Next $3 billion
    0.64  
Over $8 billion
    0.63  
The breakpoints at the $5 and $8 billion asset levels were considered by the Independent Trustees at the May Committee meeting and were approved by the Trustees at the Annual Contract Meeting. These additional breakpoints had been proposed by the Investment Adviser to further share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. In approving these fee breakpoints, the Independent Trustees considered the Investment Adviser’s potential economies of scale in managing the Fund, and whether the Fund and its shareholders were participating in the benefits of those economies. In this regard, the Independent Trustees considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; information comparing the fee rate charged by the Investment Adviser with fee rates charged by other, unaffiliated investment managers to other mutual funds; and the Investment Adviser’s voluntary undertaking to limit “other expenses” to a certain amount. Upon reviewing these matters at the Annual Contract Meeting in 2008, the Independent Trustees concluded that the fee breakpoints represented a means of ensuring that benefits of scalability would be passed along to shareholders at the specified asset levels.
 
Other Benefits to the Investment Adviser and Its Affiliates
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Fund as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) soft dollar benefits and research received by the Investment Adviser from broker-dealers in exchange for executing transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) fees earned by Goldman Sachs Agency Lending, an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the cash collateral invests); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; and (i) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund.
 
Other Benefits to the Fund and Its Shareholders
The Independent Trustees also noted that the Fund receives certain other benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorably with derivatives counterparties as a result of the size and reputation of the Goldman Sachs organization; (e) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization.
 
 
19 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Conclusion
In connection with their consideration of the Management Agreement, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels, and that the Management Agreement should be approved and continued with respect to the Fund.
 
 
 20


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH AND INCOME FUND

 
Fund Expenses (Unaudited) — Six Month Period Ended June 30, 2008
 
As a shareholder of the Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000=8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                               
                  Expenses Paid
                  for the
      Beginning
    Ending
    Six Months
      Account Value
    Account Value
    Ended
Share Class     1/1/08     6/30/08     6/30/08*
Institutional
                             
Actual
    $ 1,000.00       $ 926.60       $ 3.88  
Hypothetical 5% return
      1,000.00         1,020.84 +       4.07  
 
Service
                             
Actual
    $ 1,000.00         928.20         5.08  
Hypothetical 5% return
      1,000.00         1,019.89 +       5.32  
 
 
* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2008. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.81 % and 1.06 % for Institutional and Service Shares, respectively.
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.
 
 
21 


 

  
     
TRUSTEES
  OFFICERS
Ashok N. Bakhru, Chairman
John P. Coblentz, Jr.
Diana M. Daniels
Patrick T. Harker
James A. McNamara
Jessica Palmer
Alan A. Shuch
Richard P. Strubel
  James A. McNamara, President
John M. Perlowski, Senior Vice
  President and Treasurer
Peter V. Bonanno, Secretary
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
 
GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Investment Adviser
32 Old Slip, New York, New York 10005
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
 
The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
     
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
     
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
     
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Fund’s entire investment portfolio, which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
     
 
The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.
     
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.
     
     
    Toll Free (in U.S.): 800-292-4726
     
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Growth and Income Fund.
     
 
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
     
VITG&ISAR/08-12261.MF/08-08    


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Structured Small Cap Equity Fund
 
 
 
Semi-Annual Report
June 30, 2008
GLDSCHLG


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Structured Small Cap Equity Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The Russell 2000 Index returned –9.37% for the six-month period ended June 30, 2008. Nine of the ten sectors in the Index experienced losses, particularly the Telecommunication Services (–22.7%) and Consumer Discretionary (–18.9%) sectors. The top-weighted Financials (–16.8%) sector was the biggest detractor (weight times performance) from Index returns.
 
Investment Objective
 
The Fund seeks long-term growth of capital. The Fund seeks this objective through a broadly diversified portfolio of equity investments in U.S. issuers.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
             
    % of
     
Holding
 
Net Assets
   
Line of Business
 
Stone Energy Corp. 
    2.1 %   Energy
The Buckle, Inc. 
    1.5     Retailing
Aspen Insurance Holdings Ltd. 
    1.3     Insurance
DCT Industrial Trust, Inc. 
    1.1     Real Estate
Schnitzer Steel Industries, Inc. Class A
    1.1     Materials
eResearchTechnology, Inc. 
    1.0     Pharmaceuticals, Biotechnology & Life Sciences
Owens & Minor, Inc. 
    0.9     Health Care Equipment & Services
Terra Industries, Inc. 
    0.9     Materials
Tecumseh Products Co. Class A
    0.9     Capital Goods
Ansys, Inc. 
    0.9     Software & Services
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities should be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
Performance Review
 
Over the six-month period ended June 30, 2008, the Fund’s Institutional and Service Shares generated cumulative total returns of –9.06% and –9.15%, respectively. These returns compare to the –9.37% cumulative total return of the Fund’s benchmark, the Russell 2000 Index (with dividends reinvested), over the same time period.
 
Our model is based on six investment themes — Valuation, Profitability, Quality, Management, Momentum and Sentiment. The Valuation theme attempts to capture potential mispricings of
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Shareholder Letter (continued)
 
securities, typically by comparing a measure of the company’s intrinsic value to its market value. Profitability assesses whether the company is earning more than its cost of capital. Quality evaluates whether the company’s earnings are coming from more persistent, cash-based sources, as opposed to accruals. Management assesses the characteristics, policies and strategic decisions of company management. Momentum predicts drift in stock prices caused by under-reaction to company-specific information. Finally, the Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries.
 
Portfolio Positioning and Highlights
 
Although markets were down, the Fund did manage to outpace its benchmark, the Russell 2000 Index during the reporting period, reversing the trend of 2007. Market volatility was a key feature during the six-month period. After the Russell 2000 Index declined in January and February, it rebounded sharply through May, only to experience a dramatic reversal in June. Though the period was challenging for equity markets generally, we were able to outperform, particularly in the second quarter. Although we haven’t fully recovered from the shortfall in 2007, we are pleased to report this initial step. We made several enhancements to our models over the past year and many of them paid off in the first half of 2008, as several new signals were major drivers of returns. Overall, we saw positive results from most of our investment themes, with the performance of our Momentum, Valuation, Management, Sentiment and Profitability themes all contributing strongly to the Fund’s relative performance during the period. We believe the rebound from our themes after their recent lows perhaps indicates that the massive selling of similar holdings by quantitative manager has run its course and that crowding (many other quantitative managers in the industry were looking for similar stock traits) has become less of a problem. In addition, we are encouraged by the strong positive contribution to returns from many of our newer, proprietary factors. We believe that we may be able to avoid future de-leveraging incidents by continuing to develop additional proprietary factors and allocating less risk to factors that appear to be too crowded.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Quantitative Investment Strategies Team
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Structured Small Cap Equity Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
 
Principal Investment Strategies and Risks
 
The VIT Structured Small Cap Equity Fund invests primarily in a broadly diversified portfolio of small-capitalization U.S. issuers, including foreign issuers that are traded in the United States. The Fund is subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. Stocks of smaller companies are often more volatile and less liquid and present greater risks than stocks of larger companies. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Investment Portfolio
 
(GRAPH)
 
The Fund is actively managed and, as such, its composition may differ over time. The above graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category of the Fund reflects the value of investments in that category as a percentage of market value (excluding securities lending collateral, if any). Securities lending collateral represents 8.5% of the Fund’s net assets at June 30, 2008.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 99.2%
Automobiles & Components – 0.2%
100
  ArvinMeritor, Inc.    $ 1,248  
4,300
  Coachmen Industries, Inc.*     9,116  
19,067
  Cooper Tire & Rubber Co.      149,485  
4,391
  Drew Industries, Inc.*     70,037  
2,184
  Modine Manufacturing Co.      27,016  
341
  Sauer-Danfoss, Inc.      10,622  
             
          267,524  
 
 
Banks – 3.5%
100
  1st Source Corp.      1,610  
100
  Ameris Bancorp     870  
1,909
  Associated Banc-Corp     36,825  
9,002
  Bancorpsouth, Inc.      157,445  
17,700
  Boston Private Financial Holdings, Inc.      100,359  
4,501
  Brookline Bancorp, Inc.      42,985  
26,051
  Cathay General Bancorp(a)     283,174  
2,987
  Central Pacific Financial Corp.      31,841  
1,392
  Chemical Financial Corp.      28,397  
1,824
  City National Corp.      76,736  
110
  Community Trust Bancorp, Inc.      2,889  
5,965
  CVB Financial Corp.      56,310  
80,188
  First Bancorp(a)     508,392  
1,376
  First Citizens BancShares, Inc. Class A     191,938  
682
  First Midwest Bancorp, Inc.      12,719  
827
  Heritage Commerce Corp.      8,187  
34
  Horizon Financial Corp.      212  
1,816
  Investors Bancorp, Inc.*     23,717  
266
  MB Financial, Inc.      5,977  
100
  Nara Bancorp, Inc.      1,073  
6,892
  Pacific Capital Bancorp NA(a)     94,972  
1,988
  Popular, Inc.      13,101  
3,790
  Preferred Bank     19,632  
51,654
  Provident Financial Services, Inc.      723,672  
100
  Renasant Corp.      1,473  
1,579
  Republic Bancorp, Inc. Class A     38,843  
100
  SCBT Financial Corp.      2,856  
100
  Southwest Bancorp, Inc.      1,150  
100
  Sterling Financial Corp.      414  
100
  Susquehanna Bancshares, Inc.      1,369  
10,185
  Synovus Financial Corp.(a)     88,915  
337
  Tompkins Financial Corp.      12,536  
705
  TriCo Bancshares     7,720  
75,700
  Umpqua Holdings Corp.(a)     918,241  
100
  Washington Trust Bancorp, Inc.      1,970  
7,197
  Webster Financial Corp.      133,864  
100
  Westfield Financial, Inc.      905  
49,289
  Whitney Holding Corp.(a)     901,989  
429
  Wilmington Trust Corp.      11,343  
1,939
  Wintrust Financial Corp.      46,245  
             
          4,592,866  
 
 
Capital Goods – 9.3%
14,114
  A.O. Smith Corp.      463,363  
1,561
  AAON, Inc.      30,065  
1,100
  Acuity Brands, Inc.      52,888  
49
  AGCO Corp.*(b)     2,568  
6,615
  American Woodmark Corp.(a)     139,775  
3,318
  Ampco-Pittsburgh Corp.      147,585  
4,228
  Applied Signal Technology, Inc.     57,754  
100
  Astec Industries, Inc.*     3,214  
440
  Axsys Technologies, Inc.*     22,898  
 
 
3,041
  AZZ, Inc.*     121,336  
1,170
  Belden, Inc.     39,640  
12,384
  Bucyrus International, Inc.     904,280  
8,320
  Builders FirstSource, Inc.*     44,179  
36,200
  C&D Technologies, Inc.*(a)     306,252  
6,093
  Capstone Turbine Corp.*     25,530  
214
  Cascade Corp.     9,056  
1,912
  China Fire & Security Group, Inc.*     15,392  
2,300
  CIRCOR International, Inc.     112,677  
53
  Coleman Cable, Inc.*     547  
6,155
  Columbus McKinnon Corp.*     148,212  
2,500
  Commercial Vehicle Group, Inc.*     23,375  
22,388
  Cubic Corp.     498,805  
23,979
  Encore Wire Corp.(a)     508,115  
6,026
  Gibraltar Industries, Inc.     96,235  
3,241
  Graham Corp.     240,191  
808
  Greenbrier Cos., Inc.     16,402  
8,527
  Griffon Corp.*     74,697  
203
  II-VI, Inc.*     7,089  
457
  Insituform Technologies, Inc. Class A*     6,960  
19,070
  Integrated Electrical Services, Inc.*     328,004  
3,020
  Kadant, Inc.*     68,252  
3,472
  KBR, Inc.     121,208  
20,148
  L.B. Foster Co. Class A*     668,914  
1,674
  Lennox International, Inc.     48,479  
54,012
  LSI Industries, Inc.     438,577  
3,315
  Lydall, Inc.*     41,603  
1,600
  Michael Baker Corp.*     35,008  
8,100
  NACCO Industries, Inc. Class A     602,235  
2,387
  NCI Building Systems, Inc.*     87,674  
13,193
  Orbital Sciences Corp.*     310,827  
230
  Peerless Manufacturing Co.*     10,780  
7,507
  Powell Industries, Inc.*     378,428  
33,090
  Power-One, Inc.*     62,540  
8,798
  Quanex Building Products Corp.     130,738  
1,164
  RBC Bearings, Inc.*     38,784  
2,705
  Robbins & Myers, Inc.     134,898  
19,568
  Rush Enterprises, Inc. Class A*     235,012  
5,100
  Sun Hydraulics Corp.     164,577  
19,615
  Superior Essex, Inc.*     875,417  
34,400
  Tecumseh Products Co. Class A*     1,127,632  
1,748
  Teledyne Technologies, Inc.*     85,285  
3,312
  Tennant Co.     99,592  
6,900
  The Gorman-Rupp Co.     274,896  
5,879
  Titan International, Inc.     209,410  
16,771
  Titan Machinery, Inc.*     525,268  
6,653
  Tredegar Corp.     97,799  
33,792
  TriMas Corp.*     202,414  
1,347
  Ultralife Corp.*     14,399  
1,540
  Universal Forest Products, Inc.     46,138  
3,678
  Valence Technology, Inc.*     16,294  
686
  Valmont Industries, Inc.     71,543  
6,358
  Vicor Corp.     63,453  
3,588
  Wabash National Corp.     27,125  
1,172
  Watts Water Technologies, Inc. Class A     29,183  
14,420
  Woodward Governor Co.     514,217  
             
          12,305,683  
 
 
 
 
 4
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 


 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Commercial Services & Supplies – 3.8%
1,822
  Administaff, Inc.   $ 50,816  
3,114
  Amrep Corp.(a)     148,195  
45,023
  Bowne & Co., Inc.     574,043  
7,770
  CDI Corp.     197,669  
3,670
  China Security & Surveillance Technology, Inc.*     49,472  
26,797
  Comfort Systems USA, Inc.     360,152  
796
  Consolidated Graphics, Inc.*     39,219  
23,825
  Herman Miller, Inc.     593,004  
7,134
  HNI Corp.(a)     125,986  
45,950
  IKON Office Solutions, Inc.     518,316  
1,866
  Kelly Services, Inc. Class A     36,070  
16,408
  Kimball International, Inc. Class B     135,858  
65,281
  MPS Group, Inc.*     693,937  
8,558
  Navigant Consulting, Inc.*     167,394  
7,294
  Resources Connection, Inc.     148,433  
1,400
  School Specialty, Inc.*     41,622  
102,806
  Spherion Corp.*     474,964  
16,410
  United Stationers, Inc.*     606,349  
100
  Viad Corp.     2,579  
             
          4,964,078  
 
 
Consumer Durables & Apparel – 2.0%
11,148
  American Greetings Corp. Class A     137,566  
37,834
  Brunswick Corp.     401,040  
2,500
  Callaway Golf Co.     29,575  
1,821
  Columbia Sportswear Co.     66,922  
6,000
  Deckers Outdoor Corp.*     835,200  
2,203
  Fossil, Inc.*     64,041  
3,069
  Fuqi International, Inc.*     26,885  
8,190
  Furniture Brands International, Inc.     109,418  
532
  Hanesbrands, Inc.*     14,439  
6,996
  Kenneth Cole Productions, Inc. Class A     88,849  
2,246
  Oxford Industries, Inc.     43,011  
2,022
  Polaris Industries, Inc.(a)     81,648  
4,083
  Skechers U.S.A., Inc. Class A*     80,680  
5,839
  The Warnaco Group, Inc.*     257,325  
15,177
  Wolverine World Wide, Inc.     404,771  
             
          2,641,370  
 
 
Consumer Services – 3.2%
9,325
  Bob Evans Farms, Inc.     266,695  
5,332
  California Pizza Kitchen, Inc.*     59,665  
17,354
  Capella Education Co.*     1,035,166  
3,896
  CEC Entertainment, Inc.*     109,127  
2,435
  Chipotle Mexican Grill, Inc. Class A*     201,180  
12,635
  Chipotle Mexican Grill, Inc. Class B*(b)     952,174  
11,013
  DeVry, Inc.     590,517  
21,400
  O’Charleys, Inc.     215,284  
3,060
  PF Chang’s China Bistro, Inc.*(a)     68,360  
7,888
  Pre-Paid Legal Services, Inc.*(a)     320,410  
5,976
  Sonic Corp.*     88,445  
8,730
  WMS Industries, Inc.*     259,892  
             
          4,166,915  
 
 
Diversified Financials – 2.5%
12,235
  Advance America Cash Advance Centers, Inc.     62,154  
2,100
  Capital Southwest Corp.     218,883  
 
 
27,281
  Cash America International, Inc.     845,711  
5,500
  CompuCredit Corp.*(a)     33,000  
16,274
  Eaton Vance Corp.     647,054  
863
  FCStone Group, Inc.*     24,104  
900
  Federated Investors, Inc. Class B     30,978  
3,572
  GAMCO Investors, Inc. Class A     177,243  
18,881
  Greenhill & Co., Inc.(a)     1,016,931  
6,485
  Knight Capital Group, Inc. Class A*     116,600  
106
  NGP Capital Resources Co.     1,633  
556
  PHH Corp.*     8,535  
1,783
  Piper Jaffray Cos, Inc.*     52,295  
1,090
  Portfolio Recovery Associates, Inc.*(a)     40,875  
100
  Sanders Morris Harris Group, Inc.     678  
563
  World Acceptance Corp.*     18,956  
             
          3,295,630  
 
 
Energy – 10.8%
3,256
  Allis-Chalmers Energy, Inc.*     57,957  
1,556
  Alpha Natural Resources, Inc.*     162,275  
900
  Approach Resources, Inc.*     24,111  
2,600
  Arlington Tankers Ltd.     60,372  
11,196
  Berry Petroleum Co. Class A     659,220  
1,690
  Bill Barrett Corp.*     100,403  
18,977
  Bois d’Arc Energy, Inc.*     461,331  
9,900
  Bronco Drilling Co., Inc.*     181,962  
327
  Cal Dive International, Inc.*     4,673  
20,185
  Complete Production Services, Inc.*     735,138  
10,200
  Concho Resources, Inc.*     380,460  
809
  Continental Resources, Inc.*     56,080  
6,942
  Dawson Geophysical Co.*     412,771  
1,635
  Dril-Quip, Inc.*     103,005  
31,900
  Energy Partners Ltd.*     475,948  
2,305
  Energy XXI Bermuda Ltd.*     15,951  
1,567
  Exterran Holdings, Inc.*     112,025  
18,834
  General Maritime Corp.     489,307  
13,483
  Grey Wolf, Inc.*     121,752  
8,300
  Gulf Island Fabrication, Inc.     406,119  
26,691
  Harvest Natural Resources, Inc.*     295,202  
840
  James River Coal Co.*     49,300  
3,793
  Knightsbridge Tankers Ltd.     122,173  
8,452
  Lufkin Industries, Inc.     703,883  
17,219
  Mariner Energy, Inc.*     636,586  
3,666
  Matrix Service Co.*     84,538  
3,691
  NATCO Group, Inc. Class A*     201,270  
6,200
  Newpark Resources, Inc.*     48,732  
914
  Oil States International, Inc.*     57,984  
500
  Petroleum Development Corp.*     33,245  
9,631
  Petroquest Energy, Inc.*     259,074  
5,238
  Pioneer Drilling Co.*     98,527  
24,500
  Rosetta Resources, Inc.*     698,250  
41,937
  Stone Energy Corp.*     2,764,068  
16,514
  Swift Energy Co.*     1,090,915  
10,720
  Teekay Tankers Ltd. Class A(a)     248,811  
20,433
  Union Drilling, Inc.*     442,987  
41,298
  Vaalco Energy, Inc.*     349,794  
400
  W&T Offshore, Inc.     23,404  
18,636
  Willbros Group, Inc.*     816,443  
9,729
  World Fuel Services Corp.     213,454  
             
          14,259,500  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Food & Staples Retailing – 2.8%
10,796
  BJ’s Wholesale Club, Inc.*   $ 417,805  
11,229
  Casey’s General Stores, Inc.     260,176  
6,027
  Longs Drug Stores Corp.     253,797  
27,445
  Nash Finch Co.     940,540  
45,710
  PriceSmart, Inc.     904,144  
3,183
  Susser Holdings Corp.*     30,811  
3,607
  The Andersons, Inc.     146,841  
5,480
  The Pantry, Inc.*     58,417  
3,350
  Weis Markets, Inc.     108,775  
36,534
  Winn-Dixie Stores, Inc.*     585,275  
             
          3,706,581  
 
 
Food, Beverage & Tobacco – 1.4%
65,255
  Chiquita Brands International, Inc.*(a)     989,918  
9,687
  Diamond Foods, Inc.     223,188  
2,800
  Flowers Foods, Inc.     79,352  
3,149
  Green Mountain Coffee Roasters, Inc.*(a)     118,308  
15,316
  Imperial Sugar Co.(a)     237,858  
815
  Ralcorp Holdings, Inc.*     40,294  
4,500
  Sanderson Farms, Inc.     155,340  
             
          1,844,258  
 
 
Health Care Equipment & Services – 5.8%
2,016
  AMERIGROUP Corp.*     41,933  
10,919
  Analogic Corp.     688,661  
38,100
  Conmed Corp.*     1,011,555  
3,241
  Cyberonics, Inc.*     70,330  
7,340
  Datascope Corp.     344,980  
771
  Exactech, Inc.*     19,823  
1,089
  Gen-Probe, Inc.*     51,706  
3,881
  Hill-Rom Holdings, Inc.     104,709  
1,671
  ICU Medical, Inc.*     38,233  
44,100
  Invacare Corp.     901,404  
33,861
  Kindred Healthcare, Inc.*     973,842  
187
  Kinetic Concepts, Inc.*     7,463  
2,009
  Masimo Corp.*     69,009  
10,290
  Medical Action Industries, Inc.*     106,707  
7,696
  Merit Medical Systems, Inc.*     113,131  
4,711
  NuVasive, Inc.*     210,393  
4,982
  Orthofix International NV*     144,229  
1,800
  Osteotech, Inc.*     10,242  
26,622
  Owens & Minor, Inc.     1,216,359  
31,807
  Quidel Corp.*     525,452  
7,961
  RehabCare Group, Inc.*     127,615  
9,387
  STERIS Corp.     269,970  
10,311
  SurModics, Inc.*(a)     462,345  
1,070
  Symmetry Medical, Inc.*     17,356  
2,190
  Synovis Life Technologies, Inc.*     41,238  
4,700
  Theragenics Corp.*     17,061  
1,705
  West Pharmaceutical Services, Inc.     73,792  
             
          7,659,538  
 
 
Insurance – 3.1%
9,477
  American Physicians Capital, Inc.     459,066  
72,605
  Aspen Insurance Holdings Ltd.     1,718,560  
6,265
  Endurance Specialty Holdings Ltd.     192,899  
594
  Hallmark Financial Services, Inc.*     5,744  
16,883
  IPC Holdings Ltd.     448,244  
1,300
  National Western Life Insurance Co. Class A     284,050  
 
 
23,700
  Platinum Underwriters Holdings Ltd.     772,857  
756
  Selective Insurance Group     14,183  
10,704
  Stewart Information Services Corp.     207,015  
             
          4,102,618  
 
 
Materials – 6.5%
8,329
  American Vanguard Corp.     102,447  
1,890
  Brush Engineered Materials, Inc.*     46,154  
20,200
  Calgon Carbon Corp.*(a)     312,292  
572
  Carpenter Technology Corp.     24,968  
3,494
  CF Industries Holdings, Inc.     533,883  
13,112
  Compass Minerals International, Inc.     1,056,303  
814
  Ferro Corp.     15,271  
70
  HB Fuller Co.     1,571  
6,200
  Horsehead Holding Corp.*     75,392  
3,808
  Innophos Holdings, Inc.     121,665  
6,933
  Kaiser Aluminum Corp.     371,123  
25,411
  Koppers Holdings, Inc.     1,063,958  
3,475
  LSB Industries, Inc.*(a)     68,805  
4,600
  Minerals Technologies, Inc.     292,514  
358
  NewMarket Corp.     23,710  
8,084
  Olympic Steel, Inc.     613,737  
1,827
  Quaker Chemical Corp.     48,708  
12,535
  Schnitzer Steel Industries, Inc. Class A     1,436,511  
59,517
  ShengdaTech, Inc.*(a)     591,004  
3,063
  Solutia, Inc.*     39,268  
27,808
  Spartech Corp.     262,229  
3,116
  Stepan Co.     142,152  
1,817
  Stillwater Mining Co.*     21,495  
24,500
  Terra Industries, Inc.     1,209,075  
67
  Universal Stainless & Alloy Products, Inc.*     2,482  
4,500
  Zep, Inc.     66,960  
             
          8,543,677  
 
 
Media – 1.7%
5,546
  AH Belo Corp. Class A     31,612  
9,492
  Arbitron, Inc.     450,870  
35,865
  Belo Corp. Class A     262,173  
13,168
  Cox Radio, Inc. Class A*     155,382  
1,493
  DreamWorks Animation SKG, Inc. Class A*     44,506  
61,373
  Entercom Communications Corp. Class A     430,839  
10,833
  Gray Television, Inc.     31,091  
14,668
  Harte-Hanks, Inc.     167,949  
27,131
  LIN TV Corp. Class A*     161,701  
4,163
  RCN Corp.*     44,877  
16,585
  Scholastic Corp.*     475,326  
101
  Sinclair Broadcast Group, Inc. Class A     768  
             
          2,257,094  
 
 
Pharmaceuticals, Biotechnology & Life Sciences – 6.1%
3,244
  Accelrys, Inc.*     15,668  
12,900
  Albany Molecular Research, Inc.*     171,183  
3,383
  Alnylam Pharmaceuticals, Inc.*     90,428  
911
  Alpharma, Inc. Class A*     20,525  
1,669
  Avant Immunotherapeutics, Inc.*     24,301  
 
 
 
 
 6
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 


 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Pharmaceuticals, Biotechnology & Life Sciences – (continued)
             
30,262
  BioMarin Pharmaceutical, Inc.*   $ 876,993  
777
  Bio-Rad Laboratories, Inc. Class A*     62,852  
3,599
  Bruker Corp.*     46,247  
25,350
  Caraco Pharmaceutical Laboratories Ltd.*     334,620  
26,770
  Cepheid, Inc.*     752,772  
10,593
  Cubist Pharmaceuticals, Inc.*     189,191  
1,208
  Dionex Corp.*     80,175  
3,700
  Emergent Biosolutions, Inc.*     36,741  
3,339
  Enzon Pharmaceuticals, Inc.*(a)     23,774  
73,899
  eResearchTechnology, Inc.*     1,288,799  
128
  Genomic Health, Inc.*     2,451  
32,653
  Idenix Pharmaceuticals, Inc.*     237,387  
18,912
  Isis Pharmaceuticals, Inc.*     257,771  
960
  Kendle International, Inc.*     34,877  
665
  KV Pharmaceutical Co. Class A*     12,854  
4,394
  Lexicon Pharmaceuticals, Inc.*     7,030  
11,878
  Luminex Corp.*(a)     244,093  
13,537
  Martek Biosciences Corp.*(a)     456,332  
533
  Molecular Insight Pharmaceuticals, Inc.*     2,937  
45,350
  Nabi Biopharmaceuticals*     178,679  
2,115
  OSI Pharmaceuticals, Inc.*     87,392  
12,845
  Par Pharmaceutical Cos, Inc.*     208,474  
1,000
  Parexel International Corp.*     26,310  
68,113
  PDL BioPharma, Inc.     723,360  
3,192
  Perrigo Co.     101,410  
660
  Poniard Pharmaceuticals, Inc.*     2,798  
17,133
  Regeneron Pharmaceuticals, Inc.*     247,400  
5,211
  Rigel Pharmaceuticals, Inc.*     118,081  
12,423
  The Medicines Co.*     246,224  
9
  United Therapeutics Corp.*     880  
13,480
  Varian, Inc.*     688,289  
84,800
  XOMA Ltd.*     143,312  
             
          8,042,610  
 
 
Real Estate Investment Trust – 7.7%
6,180
  Agree Realty Corp.     136,269  
20,316
  AMB Property Corp.     1,023,520  
949
  American Campus Communities, Inc.     26,420  
15,147
  Anthracite Capital, Inc.(a)     106,635  
23,979
  Associated Estates Realty Corp.     256,815  
268
  BioMed Realty Trust, Inc.     6,574  
696
  Brandywine Realty Trust     10,969  
875
  Care Investment Trust, Inc.     8,251  
180,180
  DCT Industrial Trust, Inc.     1,491,890  
9,511
  EastGroup Properties, Inc.     408,022  
1,070
  Entertainment Properties Trust     52,901  
10,000
  Equity Lifestyle Properties, Inc.     440,000  
7,811
  Equity One, Inc.     160,516  
6,974
  Federal Realty Investment Trust     481,206  
106
  Forestar Real Estate Group, Inc.*     2,019  
8,158
  Franklin Street Properties Corp.     103,117  
54
  Glimcher Realty Trust     604  
710
  Highwoods Properties, Inc.     22,308  
9,426
  Jones Lang LaSalle, Inc.     567,351  
5,488
  Kilroy Realty Corp.     258,101  
2,908
  LTC Properties, Inc.     74,329  
13,865
  National Health Investors, Inc.     395,291  
31,560
  Nationwide Health Properties, Inc.(a)     993,824  
13,660
  NorthStar Realty Finance Corp.(a)     113,651  
 
 
28,885
  Omega Healthcare Investors, Inc.     480,935  
27,781
  Post Properties, Inc.     826,485  
700
  Potlatch Corp.     31,584  
16,800
  Realty Income Corp.(a)     382,368  
2,517
  Saul Centers, Inc.     118,274  
12,401
  Sunstone Hotel Investors, Inc.     205,857  
16,400
  Taubman Centers, Inc.     797,860  
1,213
  UDR, Inc.     27,147  
1,191
  Universal Health Realty Income Trust     35,730  
1,643
  Urstadt Biddle Properties, Inc. Class A     24,086  
856
  Washington Real Estate Investment Trust     25,723  
             
          10,096,632  
 
 
Retailing – 4.7%
34,046
  Aeropostale, Inc.*     1,066,661  
2,863
  America’s Car-Mart, Inc.*     51,305  
5,211
  Asbury Automotive Group, Inc.     66,961  
1,514
  Big Lots, Inc.*     47,297  
5,316
  Blockbuster, Inc. Class A*(a)     13,290  
10,512
  Brown Shoe Co., Inc.     142,438  
1,989
  Charlotte Russe Holding, Inc.*     35,325  
8
  Dollar Tree, Inc.*     262  
2,076
  Fred’s, Inc. Class A     23,334  
13,825
  GameStop Corp. Class A*     558,530  
897
  Genesco, Inc.*     27,690  
1,194
  Group 1 Automotive, Inc.     23,725  
22,796
  Gymboree Corp.*     913,436  
1,328
  Jo-Ann Stores, Inc.*     30,584  
2,125
  Lumber Liquidators, Inc.*     27,625  
12,520
  Netflix, Inc.*(a)     326,396  
2,523
  Overstock.com, Inc.*     65,472  
19,478
  Pier 1 Imports, Inc.*(a)     67,004  
2,876
  Sonic Automotive, Inc. Class A     37,072  
8,979
  Stage Stores, Inc.     104,785  
100
  Syms Corp.     1,360  
42,651
  The Buckle, Inc.     1,950,430  
1,060
  The Cato Corp. Class A     15,094  
4,989
  The Childrens Place Retail Stores, Inc.*     180,103  
23,504
  Zale Corp.*(a)     443,991  
             
          6,220,170  
 
 
Semiconductors & Semiconductor Equipment – 2.4%
323
  ATMI, Inc.*     9,018  
5,773
  Brooks Automation, Inc.*     47,743  
1,600
  Cabot Microelectronics Corp.*     53,040  
810
  Ceva, Inc.*     6,456  
6,796
  Cohu, Inc.     99,765  
7,124
  Cymer, Inc.*     191,493  
2,186
  Fairchild Semiconductor International, Inc.*     25,642  
28,116
  Integrated Device Technology, Inc.*     279,473  
4,243
  Kulicke & Soffa Industries, Inc.*     30,931  
48,104
  LSI Corp.*     295,359  
100
  Micrel, Inc.     915  
11,644
  Monolithic Power Systems, Inc.*     251,743  
4,049
  Omnivision Technologies, Inc.*     48,952  
9,051
  PMC-Sierra, Inc.*     69,240  
1,257
  Power Integrations, Inc.*     39,734  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Semiconductors & Semiconductor Equipment – (continued)
             
43,210
  Semtech Corp.*   $ 607,965  
2,645
  Silicon Image, Inc.*     19,176  
33,465
  Silicon Storage Technology, Inc.*     92,698  
8,102
  Skyworks Solutions, Inc.*     79,967  
1,140
  Standard Microsystems Corp.*     30,951  
22,600
  TriQuint Semiconductor, Inc.*     136,956  
11,040
  Varian Semiconductor Equipment Associates, Inc.*     384,413  
9,295
  Veeco Instruments, Inc.*     149,464  
8,255
  Volterra Semiconductor Corp.*     142,481  
9,373
  Zoran Corp.*     109,664  
             
          3,203,239  
 
 
Software & Services – 10.1%
7,423
  Acxiom Corp.     85,290  
29,463
  Advent Software, Inc.*     1,063,025  
9,540
  Ansoft Corp.*     347,256  
23,788
  Ansys, Inc.*     1,120,891  
42,314
  Art Technology Group, Inc.*     135,405  
26,062
  AsiaInfo Holdings, Inc.*     308,053  
6,963
  Blackbaud, Inc.     149,008  
18,312
  Bottomline Technologies, Inc.*     178,176  
1,758
  Broadridge Financial Solutions, Inc.     37,006  
102,460
  Captaris, Inc.*     414,963  
19,500
  Ciber, Inc.*     121,095  
100
  Convergys Corp.*     1,486  
4,813
  CSG Systems International, Inc.*     53,039  
12,945
  CyberSource Corp.*     216,570  
1,289
  DemandTec, Inc.*     9,680  
328
  EarthLink, Inc.*     2,837  
7,221
  ExlService Holdings, Inc.*     101,311  
4,483
  Gartner, Inc.*     92,888  
1,770
  Heartland Payment Systems, Inc.     41,772  
4,413
  iGate Corp.*     35,878  
842
  Informatica Corp.*     12,664  
721
  InfoSpace, Inc.     6,006  
52,613
  Interwoven, Inc.*     631,882  
15,900
  JDA Software Group, Inc.*     287,790  
18,500
  Lawson Software, Inc.*     134,495  
25,674
  Lionbridge Technologies, Inc.*     66,239  
1,943
  Manhattan Associates, Inc.*     46,107  
2,288
  Mantech International Corp. Class A*     110,099  
6,240
  MAXIMUS, Inc.     217,277  
2,558
  Mentor Graphics Corp.*     40,416  
6,844
  MicroStrategy, Inc. Class A*     443,149  
5,391
  MSC.Software Corp.*     59,193  
1,707
  Net 1 UEPS Technologies, Inc.*     41,480  
22,098
  Phoenix Technologies Ltd.*     243,078  
1,635
  Progress Software Corp.*     41,807  
1,232
  PROS Holdings, Inc.*     13,835  
12,383
  QAD, Inc.     83,833  
72,111
  RealNetworks, Inc.*     475,933  
7,500
  Renaissance Learning, Inc.     84,075  
21,120
  RightNow Technologies, Inc.*     288,710  
25,313
  S1 Corp.*     191,619  
96,231
  Sapient Corp.*     617,803  
30,700
  Secure Computing Corp.*     127,098  
2,729
  SI International, Inc.*     57,145  
13,922
  Sohu.com, Inc.*     980,666  
5,400
  Solera Holdings, Inc.*     149,364  
6,400
  Sonic Solutions, Inc.*     38,144  
 
 
5,417
  SPSS, Inc.*     197,016  
2,577
  SRA International, Inc. Class A*     57,879  
4,249
  Startek, Inc.*     39,941  
6,625
  Sybase, Inc.*     194,907  
22,593
  Synopsys, Inc.*     540,199  
9,422
  Take-Two Interactive Software, Inc.*     240,921  
696
  Taleo Corp. Class A*     13,635  
2,445
  TeleCommunication Systems, Inc. Class A*     11,320  
1,372
  TeleTech Holdings, Inc.*     27,385  
2,818
  The Hackett Group, Inc.*     16,175  
7,306
  TIBCO Software, Inc.*     55,891  
34,461
  TNS, Inc.*     825,686  
2,248
  Ultimate Software Group, Inc.*     80,096  
1,100
  United Online, Inc.     11,033  
50,900
  Vignette Corp.*     610,800  
10,907
  Vocus, Inc.*     350,878  
             
          13,279,298  
 
 
Technology Hardware & Equipment – 5.2%
25,725
  ADTRAN, Inc.     613,284  
1,735
  Avid Technology, Inc.*     29,478  
15,292
  Avocent Corp.*     284,431  
41,697
  Bell Microproducts, Inc.*     100,907  
59,465
  Benchmark Electronics, Inc.*     971,658  
2,961
  Black Box Corp.     80,510  
3,311
  Blue Coat Systems, Inc.*     46,718  
1,322
  Coherent, Inc.*     39,515  
6,689
  Electronics for Imaging, Inc.*     97,659  
100
  EMS Technologies, Inc.*     2,184  
40,780
  Emulex Corp.*     475,087  
3,774
  Foundry Networks, Inc.*     44,609  
11,600
  Hutchinson Technology, Inc.*     155,904  
8,530
  Hypercom Corp.*     37,532  
22,900
  Ingram Micro, Inc. Class A*     406,475  
15,691
  Insight Enterprises, Inc.*     184,055  
42
  Littelfuse, Inc.*     1,325  
484
  Mercury Computer Systems, Inc.*     3,644  
16,214
  Methode Electronics, Inc.     169,436  
1,841
  Multi-Fineline Electronix, Inc.*     50,940  
300
  National Instruments Corp.     8,511  
100
  Newport Corp.*     1,139  
2,632
  PC-Tel, Inc.     25,241  
2,192
  Photon Dynamics, Inc.*     33,055  
14,078
  Plantronics, Inc.     314,221  
4,500
  Plexus Corp.*     124,560  
13,142
  Polycom, Inc.*     320,139  
25,100
  Quantum Corp.*     33,885  
2,269
  Rackable Systems, Inc.*     30,405  
3,106
  Scansource, Inc.*     83,117  
2,887
  Seachange International, Inc.*     20,671  
39,115
  STEC, Inc.*     401,711  
4,063
  Synaptics, Inc.*     153,297  
3,889
  SYNNEX Corp.*     97,575  
29,410
  Tech Data Corp.*     996,705  
17,900
  Tellabs, Inc.*     83,235  
5,380
  TTM Technologies, Inc.*     71,070  
37,419
  UTStarcom, Inc.*(a)     204,682  
             
          6,798,570  
 
 
 
 
 8
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 


 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Telecommunication Services – 1.1%
4,690
  Atlantic Tele-Network, Inc.   $ 129,022  
100
  Consolidated Communications Holdings, Inc.     1,489  
30,125
  IDT Corp. Class B*     51,212  
30,609
  NTELOS Holdings Corp.     776,550  
25,372
  Premiere Global Services, Inc.*     369,924  
1,851
  SureWest Communications     15,604  
2,334
  Syniverse Holdings, Inc.*     37,811  
3,792
  tw telecom, inc.*     60,786  
             
          1,442,398  
 
 
Transportation – 2.9%
3,063
  Alaska Air Group, Inc.*     46,987  
25,402
  Arkansas Best Corp.(a)     930,729  
5,833
  Dollar Thrifty Automotive Group*     55,122  
8,946
  Dynamex, Inc.*     239,842  
2,951
  ExpressJet Holdings, Inc.*     1,623  
8
  Genesee & Wyoming, Inc. Class A*     272  
6,363
  HUB Group, Inc. Class A*     217,169  
3,500
  J.B. Hunt Transport Services, Inc.     116,480  
714
  Kirby Corp.*     34,272  
22,546
  Marten Transport Ltd.*     360,060  
12,163
  Pacer International, Inc.     261,626  
3,174
  Park-Ohio Holdings Corp.*     46,848  
6,079
  Republic Airways Holdings, Inc.*     52,644  
1,000
  Saia, Inc.*     10,920  
18,056
  SkyWest, Inc.     228,408  
5,581
  Universal Truckload Services, Inc.*     122,894  
43,713
  Werner Enterprises, Inc.     812,188  
20,459
  YRC Worldwide, Inc.*(a)     304,225  
             
          3,842,309  
 
 
Utilities – 2.4%
346
  Allete, Inc.     14,532  
100
  Alliant Energy Corp.     3,426  
2,674
  Aquila, Inc.*     10,081  
3,700
  Black Hills Corp.     118,622  
140
  Central Vermont Public Service Corp.     2,712  
5,373
  Cleco Corp.     125,352  
10,900
  El Paso Electric Co.*     215,820  
23,306
  New Jersey Resources Corp.     760,941  
5,500
  Northwest Natural Gas Co.     254,430  
100
  OGE Energy Corp.     3,171  
3,628
  PNM Resources, Inc.     43,391  
39,200
  Portland General Electric Co.     882,784  
48
  South Jersey Industries, Inc.     1,793  
623
  Southwest Gas Corp.     18,522  
12,896
  The Laclede Group, Inc.     520,612  
235
  UIL Holdings Corp.     6,911  
8,138
  Unisource Energy Corp.     252,359  
             
          3,235,459  
 
 
TOTAL COMMON STOCKS
(Cost $135,468,856)
  $ 130,768,017  
 
 
                 
        Expiration
   
Units   Description   Month   Value
 
Right* – 0.0%
Semiconductors & Semiconductor Equipment – 0.0%
       
100
  Micrel, Inc.   03/09     $—  
(Cost $—)
           
 
 
 
                 
Principal
  Interest
  Maturity
   
Amount   Rate   Date   Value
 
Short-Term Obligation – 0.6%
JPMorgan Chase Euro – Time Deposit
       
$805,309
  1.922%   07/01/08     $805,309  
(Cost $805,309)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING COLLATERAL
(Cost $136,274,165)
        $131,573,326  
 
 
             
    Interest
     
Shares   Rate   Value  
 
Securities Lending Collateral – 8.5%
Boston Global Investment Trust – Enhanced Portfolio(c)
11,137,250
  2.745%   $ 11,137,250  
(Cost $11,137,250)
       
 
 
TOTAL INVESTMENTS – 108.3%
(Cost $147,411,415)
  $ 142,710,576  
 
 
LIABILITIES IN EXCESS OF OTHER
ASSETS – (8.3)%     (10,946,525 )
 
 
NET ASSETS – 100.0%   $ 131,764,051  
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) All or a portion of security is segregated for initial margin requirements on futures transactions.
 
(c) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
 
ADDITIONAL INVESTMENT INFORMATION
 
 
FUTURES CONTRACT — At June 30, 2008, the following futures contract was open:
 
                                 
    Number of
    Settlement
    Notional
    Unrealized
 
Type   Contracts Long     Month     Value     Loss  
   
Russell 2000 Index
    9       September 2008     $ 622,530     $ (42,273 )
 
 
 
 
 10
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Statement of Assets and Liabilities
 
June 30, 2008 (Unaudited)
 
 
         
Assets:
Investment in securities (identified cost $136,274,165)(a)
  $ 131,573,326  
Securities lending collateral, at value which equals cost
    11,137,250  
Due from Custodian
    97,969  
Receivables:
       
Investment securities sold
    4,063,624  
Dividends and interest
    127,477  
Fund shares sold
    69,611  
Reimbursement from investment adviser
    6,028  
Securities lending income
    25,825  
 
 
Total assets
    147,101,110  
 
 
 
Liabilities:
Due to Custodian
    6,476  
Payables:
       
Payable upon return of securities loaned
    11,137,250  
Investment securities purchased
    3,644,812  
Fund shares redeemed
    284,627  
Amounts owed to affiliates
    85,639  
Due to broker-variation margin
    6,480  
Accrued expenses
    171,775  
 
 
Total liabilities
    15,337,059  
 
 
 
Net Assets:
Paid-in capital
    161,023,547  
Accumulated undistributed net investment income
    646,113  
Accumulated net realized loss from investment and futures transactions
    (25,162,497 )
Net unrealized loss on investments and futures
    (4,743,112 )
 
 
NET ASSETS
  $ 131,764,051  
 
 
Net Assets:
       
Institutional
  $ 131,198,010  
Service
    566,041  
 
 
Total Net Assets
  $ 131,764,051  
 
 
Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized):
       
Institutional
    13,465,048  
Service
    58,241  
 
 
Net asset value, offering and redemption price per share:
       
Institutional
  $ 9.74  
Service
    9.72  
 
 
 
(a) Includes loaned securities having a market value of $10,522,003.
 
 
The accompanying notes are an integral part of these financial statements.
11 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Statement of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
         
Investment income:
Dividends
  $ 833,443  
Interest (including securities lending income of $128,688)
    140,904  
 
 
Total investment income
    974,347  
 
 
 
Expenses:
Management fees
    511,570  
Printing fees
    102,474  
Professional fees
    51,976  
Custody and accounting fees
    47,425  
Transfer Agent fees(a)
    13,652  
Trustee fees
    7,436  
Distribution and Service fees — Service Class
    100  
 
 
Total expenses
    734,633  
 
 
Less — expense reductions
    (146,474 )
 
 
Net expenses
    588,159  
 
 
NET INVESTMENT INCOME
    386,188  
 
 
 
Realized and unrealized gain (loss) from investment and futures transactions:
Net realized loss from:
       
Investment transactions
    (20,437,414 )
Futures transactions
    (83,129 )
Net change in unrealized gain (loss) on:
       
Investments
    6,360,692  
Futures
    (34,364 )
 
 
Net realized and unrealized loss from investment and futures transactions
    (14,194,215 )
 
 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (13,808,027 )
 
 
 
(a) Institutional and Service Class had Transfer Agent fees of $13,644 and $8, respectively.
 
 
 12
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Statements of Changes in Net Assets
 
                 
    For the
       
    Six Months Ended
    For the
 
    June 30, 2008
    Year Ended
 
    (Unaudited)     December 31, 2007  
 
From operations:
Net investment income
  $ 386,188     $ 908,830  
Net realized gain (loss) from investment and futures transactions
    (20,520,543 )     6,621,689  
Net change in unrealized gain (loss) on investments and futures
    6,326,328       (38,302,540 )
 
 
Net decrease in net assets resulting from operations
    (13,808,027 )     (30,772,021 )
 
 
 
Distributions to shareholders:
From net investment income
               
Institutional Shares
          (649,393 )
Service Shares(a)
          (40 )
From net realized gains
               
Institutional Shares
          (16,837,377 )
Service Shares(a)
          (1,071 )
 
 
Total distributions to shareholders
          (17,487,881 )
 
 
 
From share transactions:
Proceeds from sales of shares
    7,466,502       15,095,318  
Reinvestments of dividends and distributions
          17,487,881  
Cost of shares redeemed
    (14,800,542 )     (34,346,473 )
 
 
                 
Net decrease in net assets resulting from share transactions
    (7,334,040 )     (1,763,274 )
 
 
TOTAL DECREASE
    (21,142,067 )     (50,023,176 )
 
 
 
Net assets:
Beginning of period
    152,906,118       202,929,294  
 
 
End of period
  $ 131,764,051     $ 152,906,118  
 
 
Accumulated undistributed net investment income
  $ 646,113     $ 259,925  
 
 
 
(a) Service Share Class commenced operations on August 31, 2007.
 
 
The accompanying notes are an integral part of these financial statements.
13 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND
 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                                             
          Income (loss) from
                                        Ratios assuming no
           
          investment operations     Distributions to shareholders                                   expense reductions            
                Net
                                                    Ratio of
    Ratio of
    Ratio of
           
    Net asset
          realized
                From
          Net asset
          Net assets,
    Ratio of
    net investment
    total
    net investment
           
    value,
    Net
    and
    Total from
    From net
    net
          value,
          end of
    net expenses
    income to
    expenses
    income to
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    realized
    Total
    end of
    Total
    period
    to average
    average
    to average
    average
    turnover
     
Year - Share Class   of period     income(a)     gain (loss)     operations     income     gains     distributions     period     return(b)     (in 000s)     net assets     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)
                                                                                                                             
2008 – Institutional
  $ 10.71     $ 0.03     $ (1.00 )   $ (0.97 )   $     $     $     $ 9.74       (9.06 )%   $ 131,198       0.86 %(f)     0.46 %(f)     1.06 %(f)     0.26 %(f)     93 %    
2008 - Service
    10.71       0.04       (1.03 )     (0.99 )                       9.72       (9.15 )     566       1.11 (f)     0.71 %(f)     1.31 (f)     0.51 (f)     93      
                                                                                                                             
                                                                                                                             

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                                             
2007 - Institutional
    14.44       0.07 (c)     (2.42 )     (2.35 )     (0.05 )     (1.33 )     (1.38 )     10.71       (16.48 )     152,896       0.90 (d)     0.49 (c)(d)     0.95 (d)     0.44 (c)(d)     163      
2007 - Service(e)
    12.81       0.02       (0.74 )     (0.72 )     (0.05 )     (1.33 )     (1.38 )     10.71       (5.86 )     10       0.96 (f)     0.56 (f)     1.21 (f)     0.31 (f)     163      
 
 
2006 - Institutional
    13.93       0.07       1.64       1.71       (0.10 )     (1.10 )     (1.20 )     14.44       12.27       202,929       0.87       0.49       0.99       0.37       133      
2005 - Institutional
    14.40       0.05       0.86       0.91       (0.04 )     (1.34 )     (1.38 )     13.93       6.07       195,042       0.89       0.37       0.93       0.33       119      
2004 - Institutional
    12.99       0.02       2.10       2.12       (0.03 )     (0.68 )     (0.71 )     14.40       16.33       191,821       0.90       0.14       0.97       0.07       146      
2003 - Institutional
    9.19       0.04       4.18       4.22       (0.03 )     (0.39 )     (0.42 )     12.99       46.00       181,765       1.03       0.40       1.25       0.18       141      
 
 
 
(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) Reflects income recognized from a special dividend which amounted to $0.02 per share and 0.14% of average net assets.
(d) Includes non-recurring expense for a special shareholder meeting, which amounted to approximately 0.03% of average net assets.
(e) Service Share Class commenced operations on August 31, 2007.
(f) Annualized.
 
The accompanying notes are an integral part of these financial statements.

14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
Goldman Sachs Variable Insurance Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Structured Small Cap Equity Fund (the “Fund” or “Structured Small Cap Equity Fund”). The Fund is a diversified portfolio under the Act offering two classes of Shares — Institutional and Service.
Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as the Investment Adviser pursuant to a Management Agreement (the “Agreement”) with the Trust on behalf of the Fund.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Fund. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Fund is to value investments at market value. Investments in equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, such securities and investment companies are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services or broker/dealer-supplied valuations. The pricing services may use valuation models or matrix pricing, which consider yield or price with respect to comparable bonds, quotations from bond dealers or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, to determine current value. Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Investments in investment companies (other than those that are exchange traded) are valued at the net asset value per share on the valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which market quotations are not readily available or are deemed not to reflect market value by GSAM are valued at fair value using methods approved by the Trust’s Board of Trustees.
In addition, GSAM, consistent with its procedures and applicable regulatory guidance, may determine to make an adjustment to the previous closing prices of either domestic or foreign securities in light of significant events, to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events that could affect a large number of securities in a particular market may include, but are not limited to: situations relating to one or more single issuers in a market sector; significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions or market closings; government actions or other developments; as well as the same or similar events which may affect specific issuers or the securities markets even though not tied directly to the securities markets. Other significant events that could relate to a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; corporate announcements on earnings; significant litigation and regulatory news such as governmental approvals.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified-cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes, if any, which are reduced by any amounts reclaimable by the Fund, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.
Net investment income (other than class specific expenses) and unrealized and realized gains or losses are allocated daily to each class of Shares of the Fund based upon the relative proportion of net assets of each class.
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual Fund of the Trust are allocated to the Fund on a straight-line and/or “pro-rata” basis depending upon the nature of the expense. Each class of
 
 
15 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
shares of the Fund separately bears its respective class-specific Transfer Agency fees. Service Shares bear all expenses and fees relating to their Distribution and Service Plan.
 
D. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required. Dividends and distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP. Therefore, the source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain, or as a tax return of capital.
In addition, distributions paid by the Fund’s investments in real estate investment trusts (“REITs”) often include a “return of capital” which is recorded by the Fund as a reduction of the cost basis of the securities held. The Code requires a REIT to distribute at least 95% of its taxable income to investors. In many cases, however, because of “non-cash” expenses such as property depreciation, a REIT’s cash flow will exceed its taxable income. The REIT may distribute this excess cash to offer a more competitive yield. This portion of the distribution is deemed a return of capital and is generally not taxable to shareholders.
The Fund adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAM has reviewed the tax positions for open tax years (tax years ended December 31, 2004-2007) and has determined that the implementation of FIN 48 did not have a material impact on the Fund’s financial statements.
 
E. Futures Contracts — The Fund may enter into futures transactions to hedge against changes in interest rates, securities prices, currency exchange rates or to seek to increase total return. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Fund is required to segregate cash or securities equal to the minimum “initial margin” requirement of the associated futures exchange. Subsequent payments for futures contracts (“variation margin”) are paid or received by the Fund, dependent on the daily fluctuations in the value of the contracts, and are recorded for financial reporting purposes as unrealized gains or losses. When contracts are closed, the Fund realizes a gain or loss which is reported in the Statement of Operations.
The use of futures contracts involves, to varying degrees, elements of market and counterparty risk which may exceed the amounts recognized in the Statement of Assets and Liabilities. Changes in the value of a futures contract may not directly correlate with changes in the value of the underlying securities. This risk may decrease the effectiveness of the Fund’s strategies and potentially result in a loss.
 
3. AGREEMENTS
 
A. Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trust’s Board of Trustees.
As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Fund’s business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”) computed daily and payable monthly, equal to an annual percentage rate of the Fund’s average daily net assets.
 
 
 16


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
 
3. AGREEMENTS (continued)
 
For the six months ended June 30, 2008, GSAM’s contractual Management Fees are listed below along with the effective rates for the period:
 
             
Contractual Management Rate
Up to $2 billion
  Over $2 billion   Effective Rate   Effective Net
Management Rate
(after waiver)
 
 
0.75%
  0.68%   0.75%   0.73%*
 
 
* GSAM has voluntarily agreed to waive a portion of its Management fee equal to 0.02% of the Fund’s average daily net assets. For the six months ended June 30, 2008, GSAM waived approximately $13,200 of the Fund’s Management Fee.
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of the Service Shares of the Fund, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs and/or authorized dealers are entitled to a monthly fee for distribution services equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.
 
C. Transfer Agency Agreement — Goldman Sachs also serves as the Transfer Agent of the Fund for a fee. The fees charged for such transfer agency services are calculated daily and payable monthly equal to an annual rate of 0.02% of the average daily net assets of the Fund Institutional and Service Shares.
 
D. Other Agreements — GSAM has voluntarily agreed to limit certain “Other Expenses” of the Fund (excluding Management Fees, Distribution and Service Fees. Transfer Agency Fees and expenses, taxes, interest, brokerage fees and litigation, indemnification, shareholder meetings and other extraordinary expenses, exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, 0.114% of the average daily net assets of the Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. For the six months ended June 30, 2008, GSAM reimbursed approximately $131,600 to the Fund.
In addition, the Fund has entered into certain offset arrangements with the custodian and transfer agent resulting in a reduction in the Fund’s expenses. For the six months ended June 30, 2008, transfer agent fees were reduced by approximately $1,700.
At June 30, 2008, the amounts owed to affiliates were approximately $83,300, $100, and $2,200 for Management, Distribution and Services and Transfer Agent Fees, respectively.
 
4. PORTFOLIO SECURITIES TRANSACTIONS
 
The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2008, were $127,381,033 and $134,537,218, respectively. For the six months ended June 30, 2008, Goldman Sachs earned approximately $100 of brokerage commissions from portfolio transactions, including futures transactions executed with Goldman Sachs as the Futures Commission Merchant, on behalf of the Fund.
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
 
17 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
4. PORTFOLIO SECURITIES TRANSACTIONS (continued)
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
 
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Fund invests:
 
                 
    Investments in Securities Long —
    Other Investments —
 
Level   Assets     Liabilities  
   
Level 1
  $ 141,905,267     $ 42,273  
 
 
Level 2
    805,309        
 
 
Level 3
           
 
 
Total
  $ 142,710,576     $ 42,273  
 
 
 
5. SECURITIES LENDING
 
Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), formerly Boston Global Advisers — a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund bears the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.
The Fund invests the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust (“Enhanced Portfolio”), a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by GSAM, for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in money market instruments, but is not a “money market fund” subject to the requirements of Rule 2a-7 of the Act. The Fund bears the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.
Both the Fund and GSAL receive compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the six months ended June 30, 2008 is reported parenthetically under Investment Income on the Statement of Operations. A portion of this amount, $19,705, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the six months ended June 30, 2008, GSAL earned $14,358 in fees as securities lending agent.
 
6. LINE OF CREDIT FACILITIES
 
The Fund participates in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or affiliates. This facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The committed facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Fund did not have any borrowings under the facility.
 
 
 18


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
 
7. TAX INFORMATION
 
As of the Fund’s most recent fiscal year end, December 31, 2007, the Fund had certain timing differences (post-October losses related to the recognition of certain REIT dividends for tax purposes) on a tax basis of $(4,372,310).
At June 30, 2008, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:
 
         
Tax cost
  $ 147,650,060  
 
 
Gross unrealized gain
    10,956,432  
Gross unrealized loss
    (15,895,916 )
 
 
Net unrealized security loss
  $ (4,939,484 )
 
 
 
The difference between book-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and mark-to-market losses on Section 1256 futures contracts, and differences related to the tax treatment of partnership investments as of the Fund’s most recent fiscal year end.
 
8. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be against the Fund that have not yet occurred. However, the Fund believes the risk of loss under these arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statement disclosures.
 
 
19 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
9. SUMMARY OF SHARE TRANSACTIONS
 
Share activity is as follows:
 
                                 
    For the Six Months Ended
       
    June 30, 2008
    For the Year Ended
 
    (Unaudited)     December 31, 2007  
             
    Shares     Dollars     Shares     Dollars  
   
 
Institutional Shares
                               
Shares sold
    695,645     $ 6,865,093       1,128,929     $ 15,084,995  
Reinvestment of dividends and distributions
                1,595,508       17,486,770  
Shares redeemed
    (1,503,325 )     (14,783,228 )     (2,503,924 )     (34,346,473 )
 
 
      (807,680 )     (7,918,135 )     220,513       (1,774,708 )
 
 
Service Shares*
                               
Shares sold
    59,054       601,409       806       10,323  
Reinvestment of dividend and distributions
                101       1,111  
Shares redeemed
    (1,720 )     (17,314 )            
 
 
      57,334       584,095       907       11,434  
 
 
NET INCREASE (DECREASE)
    (750,346 )   $ (7,334,040 )     221,420     $ (1,763,274 )
 
 
* Service Share Class commenced operations on August 31, 2007.
 
10. SUBSEQUENT EVENT
 
Effective July 1, 2008, GSAM contractually reduced its management fees for the Fund to achieve the following annual rates:
 
             
Contractual Management Rate
 
Up to $2 billion
  Next $3 billion   Next $3 billion   Over $8 billion
 
 
0.75%
  0.68%   0.65%   0.64%
 
 
 
 
 20


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited)
 
Background
The Goldman Sachs Structured Small Cap Equity Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust, and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) with respect to the Fund.
The Management Agreement was most recently approved by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Fund’s investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreement including: (a) the nature and quality of the advisory, administrative and other services provided to the Fund by the Investment Adviser and its affiliates; (b) the Fund’s investment performance; (c) the Fund’s management fee arrangements; (d) the Investment Adviser’s undertakings to reimburse certain fees and expenses of the Fund that exceed specified levels and the estimated annualized savings from those undertakings; (e) potential economies of scale and the levels of breakpoints in the fees payable by the Fund under the Management Agreement; (f) the relative expense level of the Fund as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and the Fund; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Fund; (j) recently proposed changes to the expense cap arrangements, and proposed amendments to the management fee schedule to further reduce the fee rates charged on assets above specified levels; (k) capacity issues relating to the Fund; (l) information on the advisory fees charged to institutional accounts by the Investment Adviser; (m) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Fund; (n) the current pricing and profitability of the Fund’s transfer agent; and (o) the nature and quality of the services provided by the Fund’s unaffiliated service providers and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund controllers group, the tax group, the product services group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio brokerage, distribution and other services; (g) the terms of the Management Agreement and agreements with other service providers entered into by the Trust on behalf of the Fund; (h) the administrative services provided under the Management Agreement, including the nature and extent of the Investment Adviser’s oversight of the Fund’s other service providers, including the custodian and fund accounting agent; (i) an update on soft dollars and other trading related issues; and (j) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest. At the Annual Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and the Fund, and the Fund’s investment performance, fees and expenses, including the Fund’s expense trends over time and existing and proposed breakpoints in the fee rate payable under the Management Agreement.
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they
 
 
21 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
reviewed information regarding the Fund’s assets, sales and redemptions, the commission rates paid by the Fund on brokerage transactions, the Investment Adviser’s receipt of research services in connection with those transactions, and the payment of Rule 12b-1 distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares; portfolio manager compensation, the alignment of the interests of the Fund and the portfolio managers and potential conflicts of interest; the number and types of accounts managed by the portfolio managers; and other matters. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Fund and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for the Fund and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Management Agreement as it applied to the Fund.
In evaluating the Management Agreement at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Fund. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreement, including: (a) information on the investment performance of the Fund in comparison to the performance of similar mutual funds and its benchmark performance index; (b) general investment outlooks in the markets in which the Fund invests; (c) compliance reports; and (d) expenses borne by the Fund. In addition, the Trustees were provided with copies of disclosure materials regarding the Fund and its expenses, as well as information on the Fund’s competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreement
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Fund by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Fund’s transfer agent and distributor and that Goldman Sachs Agency Lending provides as securities lending agent. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Fund and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
Investment Performance
The Independent Trustees also considered the investment performance of the Fund and the Investment Adviser. In this regard, they compared the investment performance of the Fund to the performance, rankings and ratings compiled by the Outside Data Provider. The Independent Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. This information on the Fund’s investment performance was provided for the one-, three-and five-year periods ended December 31, 2007. In addition, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies, as well as in light of periodic analyses of its quality and risk profile. The Independent Trustees considered whether the Fund had operated within its investment policies, and had complied with its investment limitations. In connection with performance of the Fund, the Trustees noted the unusual market conditions prevailing in the recent year. They also noted that the Investment Adviser had taken steps intended to improve Fund performance, including making changes to the organization and operation of the Quantitative Investment Strategies Team and making adjustments to the model and trading strategies used to manage the Funds. The Trustees believed that the Investment Adviser’s continued management would benefit the Fund and its shareholders.
 
 
 22


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Costs of Services Provided and Competitive Information
The Independent Trustees considered the contractual fee rate payable by the Fund under the Management Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fees and breakpoints to a relevant peer group and a category universe; an expense analysis which compared the Fund’s expenses to a peer group and a category universe; and a one-year history comparing the Fund’s expenses to the category average. The analyses also compared the Fund’s transfer agency fees, custody and accounting fees, distribution fees, other expenses and waivers/reimbursements to those of a peer group and a peer group median. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertakings to limit the Fund’s “other expenses” ratio (excluding certain expenses) and the contractual management fee to certain specified levels.
They also considered comparative fee information for services provided by the Investment Adviser to institutional accounts and information that indicated that services provided to the Fund differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
The Independent Trustees noted the competitive nature of the mutual fund marketplace, and that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares at any time for any reason, including if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
Profitability
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and the Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
Economies of Scale
The Independent Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund, which had been implemented at the following annual percentages of the average daily net assets of the Fund:
 
         
 
 
First $2 billion
    0.75 %
Next $3 billion
    0.68  
Next $3 billion
    0.65  
Over $8 billion
    0.64  
The breakpoints at the $5 and $8 billion asset levels were considered by the Independent Trustees at the May committee meeting and were approved by the Trustees at the Annual Contract Meeting. These additional breakpoints had been proposed by the Investment Adviser to further share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. In approving these fee breakpoints, the Independent Trustees considered the Investment Adviser’s potential economies of scale in managing the Fund, and whether the Fund and its shareholders were participating in the benefits of those economies. In this regard, the Independent Trustees considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the
 
 
23 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Investment Adviser and its affiliates and the profits realized by them; information comparing the fee rate charged by the Investment Adviser with fee rates charged by other, unaffiliated investment managers to other mutual funds; and the Investment Adviser’s voluntary undertakings to limit management fees and “other expenses” to certain amounts. Upon reviewing these matters at the Annual Contract Meeting in 2008, the Independent Trustees concluded that the fee breakpoints represented a means of ensuring that benefits of scalability would be passed along to shareholders at the specified asset levels.
 
Other Benefits to the Investment Adviser and Its Affiliates
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Fund as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) soft dollar benefits and research received by the Investment Adviser from broker-dealers in exchange for executing transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) fees earned by Goldman Sachs Agency Lending, an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the cash collateral invests); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; and (i) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund.
 
Other Benefits to the Fund and Its Shareholders
The Independent Trustees also noted that the Fund receives certain other benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorably with derivatives counterparties as a result of the size and reputation of the Goldman Sachs organization; (e) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization.
 
Conclusion
In connection with their consideration of the Management Agreement, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels, and that the Management Agreement should be approved and continued with respect to the Fund.
 
 
 24


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED SMALL CAP EQUITY FUND

 
Fund Expenses (Unaudited)— Six Month Period Ended June 30, 2008
 
As a shareholder of the Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                               
                      Expenses Paid
 
                      for the
 
      Beginning
      Ending
      Six Months
 
      Account Value
      Account Value
      Ended
 
Share Class     1/1/08       6/30/08       6/30/08*  
Institutional
                             
Actual
    $ 1,000.00       $ 909.40       $ 4.08  
Hypothetical 5% return
      1,000.00         1,020.59 +       4.32  
                               
Service
                             
Actual
      1,000.00         908.50         5.22  
Hypothetical 5% return
      1,000.00         1,019.39 +       5.52  
 
 
* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2008. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.86% and 1.11% for Institutional and Service Shares, respectively.
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.
 
 
25 


 

 
     
TRUSTEES
  OFFICERS
Ashok N. Bakhru, Chairman
  James A. McNamara, President
John P. Coblentz, Jr.
  John M. Perlowski, Senior Vice
Diana M. Daniels
    President and Treasurer
Patrick T. Harker
  Peter V. Bonanno, Secretary
James A. McNamara
   
Jessica Palmer
   
Alan A. Shuch
   
Richard P. Strubel
   
     
     
     
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
     
     
     
 
GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Investment Adviser
32 Old Slip, New York, New York 10005
     
     
     
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
     
     
     
 
The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-526-7384 (for Retail Shareholders) or 1-800-621-2550 (for Institutional Shareholders); and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Fund’s entire investment portfolio,which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.
     
    Toll Free (in U.S.): 800-292-4726
     
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Structured Small Cap Equity Fund.
     
     
 
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
     
VITSTRCSCSAR/08-08    


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Structured U.S. Equity Fund
 
 
 
Semi-Annual Report
June 30, 2008


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Structured U.S. Equity Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The S&P 500 Index returned −11.91% for the six-month period ended June 30, 2008. Eight of the ten sectors in the Index posted negative results for the period, particularly the Financials (−29.7%) and Telecommunication Services (−17.4%) sectors. The top-weighted Financials sector was also the largest detractor (weight times performance) from Index returns.
 
Investment Objective
 
The Fund seeks long-term growth of capital and dividend income. The Fund seeks this objective through a broadly diversified portfolio of large-cap and blue chip equity investments representing all major sectors of the U.S. economy.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
             
    % of
     
Holding
 
Net Assets
   
Line of Business
 
Exxon Mobil Corp.
    4.9 %   Energy
Microsoft Corp.
    3.2     Software & Services

Pfizer, Inc.
    3.1     Pharmaceuticals, Biotechnology & Life Sciences
Verizon Communications, Inc.
    2.4     Telecommunication Services
Bank of America Corp.
    2.4     Diversified Financials
Halliburton Co.
    2.4     Energy
Time Warner, Inc.
    2.3     Media
Anadarko Petroleum Corp.
    2.1     Energy

Texas Instruments, Inc.
    1.9     Semiconductors & Semiconductor Equipment
ProLogis
    1.8     Real Estate
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities will be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Shareholder Letter (continued)
 
Performance Review
 
Over the six-month period ended June 30, 2008, the Fund’s Institutional and Service Shares generated cumulative total returns of −11.32% and −11.40%, respectively. These returns compare to the −11.91% cumulative total return of the Fund’s benchmark, the Standard & Poor’s 500 Index (with dividends reinvested), over the same time period.
 
Our model is based on six investment themes — Valuation, Profitability, Quality, Management, Momentum and Sentiment. The Valuation theme attempts to capture potential mispricings of securities, typically by comparing a measure of the company’s intrinsic value to its market value. Profitability assesses whether the company is earning more than its cost of capital. Quality evaluates whether the company’s earnings are coming from more persistent, cash-based sources, as opposed to accruals. Management assesses the characteristics, policies and strategic decisions of company management. Momentum predicts drift in stock prices caused by under-reaction to company-specific information. Finally, the Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries.
 
Portfolio Positioning and Highlights
 
Although markets were down, the Fund did manage to outpace its benchmark, the S&P 500 Index, during the reporting period. Market volatility was a key feature during the six-month period. After the S&P 500 Index declined sharply though March, the second quarter started off strong in April and May. However, the rally was short-lived due to a sharp reversal in early June, in which most gains from earlier in the quarter were erased. The S&P 500 Index fell over 8% in June, its worst monthly return since September 2002. Though the period was challenging for equity markets generally, we were able to outperform, particularly in the second quarter. Although we haven’t fully recovered from the shortfall in 2007, we are pleased to report this initial step. We made several enhancements to our models over the past year and many of them paid off in the first half of 2008, particularly in the second quarter, as several new signals were major drivers of returns. Overall, we saw positive results from most of our investment themes, with the performance of our Sentiment, Quality, Management and Momentum themes significantly contributing to the Fund’s relative performance for the period. Many of our investment themes (with the notable exception of Value) rebounded from their recent lows, perhaps indicating that the massive selling of similar holdings by quantitative managers has run its course and that crowding (many other quantitative managers in the industry were looking for similar stock traits) has become less of a problem. In addition, we are encouraged by the strong positive contribution to returns from many of our newer, proprietary factors. We believe that we may be able to avoid future de-leveraging incidents by continuing to develop additional proprietary factors, and allocating less risk to factors that appear to be too crowded.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Quantitative Investment Strategies Team
 
July 17, 2008
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Structured U.S. Equity Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
Principal Investment Strategies and Risks
 
The VIT Structured U.S. Equity Fund invests primarily in a diversified portfolio of equity investments in U.S. issuers, including foreign companies that are traded in the United States. The Fund is subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. The Fund may invest in foreign securities, which may be more volatile and less liquid than investment in U.S. securities and will be subject to the risks of currency fluctuations and sudden economic or political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Shareholder Letter (continued)
 
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Investment Portfolio
 
(GRAPH)
 
The Fund is actively managed and, as such, its composition may differ over time. The above graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category of the Fund reflects the value of investments in that category as a percentage of market value (excluding securities lending collateral, if any). Securities lending collateral represents 5.3% of the Fund’s net assets at June 30, 2008.
 
 
 4


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 98.8%
Banks – 1.5%
2,274
  BOK Financial Corp.   $ 121,545  
22,867
  Hudson City Bancorp, Inc.     381,421  
6,561
  Marshall & Ilsley Corp.     100,580  
257,004
  Regions Financial Corp.     2,803,923  
7,008
  U.S. Bancorp     195,453  
322,161
  Wells Fargo & Co.     7,651,324  
             
          11,254,246  
 
 
Capital Goods – 8.9%
5,982
  3M Co.     416,287  
47,037
  AGCO Corp.*(b)     2,465,209  
756
  Bucyrus International, Inc.     55,203  
94,100
  Caterpillar, Inc.(a)     6,946,462  
168,344
  Emerson Electric Co.     8,324,611  
6,095
  Flowserve Corp.     833,187  
5,600
  Fluor Corp.     1,042,048  
29,080
  General Dynamics Corp.     2,448,536  
296,302
  General Electric Co.     7,908,300  
652
  Graco, Inc.     24,822  
51,410
  Honeywell International, Inc.     2,584,895  
108,340
  Ingersoll-Rand Co. Ltd. Class A     4,055,166  
16,239
  Joy Global, Inc.     1,231,403  
48,818
  KBR, Inc.     1,704,236  
58,243
  Lockheed Martin Corp.     5,746,254  
94,409
  McDermott International, Inc.*     5,842,973  
116,345
  Northrop Grumman Corp.     7,783,481  
8,035
  Raytheon Co.     452,210  
47,197
  The Boeing Co.     3,101,787  
46,969
  Tyco International Ltd.     1,880,639  
             
          64,847,709  
 
 
Commercial Services & Supplies – 0.0%
1,177
  Copart, Inc.*     50,399  
 
 
Consumer Durables & Apparel – 0.1%
2,776
  Coach, Inc.*     80,171  
5,834
  NIKE, Inc. Class B     347,765  
             
          427,936  
 
 
Consumer Services – 2.1%
142,303
  Apollo Group, Inc. Class A*     6,298,331  
332
  Chipotle Mexican Grill, Inc. Class A*     27,430  
747
  DeVry, Inc.     40,054  
160,115
  McDonald’s Corp.     9,001,665  
             
          15,367,480  
 
 
Diversified Financials – 5.6%
12,291
  American Express Co.     463,002  
733,825
  Bank of America Corp.(b)     17,516,403  
49,601
  Bank of New York Mellon Corp.     1,876,406  
12,246
  BlackRock, Inc.     2,167,542  
45,746
  Capital One Financial Corp.     1,738,805  
164,100
  Eaton Vance Corp.     6,524,616  
32,564
  Federated Investors, Inc. Class B     1,120,853  
8,114
  Invesco Ltd.     194,574  
43,589
  Janus Capital Group, Inc.     1,153,801  
 
 
226,557
  JPMorgan Chase & Co.     7,773,171  
2,733
  Morgan Stanley     98,579  
6,966
  SEI Investments Co.     163,840  
             
          40,791,592  
 
 
Energy – 16.8%
2,281
  Alpha Natural Resources, Inc.*     237,886  
204,403
  Anadarko Petroleum Corp.     15,297,521  
52,860
  Apache Corp.     7,347,540  
14,733
  Baker Hughes, Inc.     1,286,780  
17,515
  Bill Barrett Corp.*     1,040,566  
13,488
  Cabot Oil & Gas Corp.     913,542  
1,900
  Cameron International Corp.*     105,165  
41,340
  Chevron Corp.     4,098,034  
7,510
  Cimarex Energy Co.     523,222  
126
  ConocoPhillips     11,893  
63,175
  Continental Resources, Inc.*     4,379,291  
1,893
  Denbury Resources, Inc.*     69,095  
57,002
  Devon Energy Corp.     6,849,360  
2,648
  Encore Acquisition Co.*     199,103  
16,043
  EOG Resources, Inc.     2,104,842  
10,608
  Exterran Holdings, Inc.*     758,366  
409,116
  Exxon Mobil Corp.     36,055,393  
66,354
  FMC Technologies, Inc.*     5,104,613  
57,567
  Global Industries Ltd.*     1,032,176  
323,312
  Halliburton Co.     17,158,168  
2,166
  Mariner Energy, Inc.*     80,077  
11,336
  Noble Energy, Inc.     1,139,948  
41,138
  Occidental Petroleum Corp.     3,696,661  
3,746
  Oceaneering International, Inc.*     288,629  
7,637
  Patterson-UTI Energy, Inc.     275,238  
19,014
  Pioneer Natural Resources Co.     1,488,416  
3,159
  SEACOR Holdings, Inc.*     282,762  
2,877
  St. Mary Land & Exploration Co.     185,969  
1,057
  Sunoco, Inc.     43,009  
3,268
  Superior Energy Services, Inc.*     180,198  
23,260
  Ultra Petroleum Corp.*     2,284,132  
568
  Unit Corp.*     47,127  
138,158
  Valero Energy Corp.     5,689,346  
35,493
  W&T Offshore, Inc.     2,076,695  
             
          122,330,763  
 
 
Food & Staples Retailing – 4.7%
140,857
  BJ’s Wholesale Club, Inc.*     5,451,166  
143,496
  Costco Wholesale Corp.(a)     10,064,810  
37,434
  CVS/Caremark Corp.     1,481,263  
5,398
  Ruddick Corp.     185,205  
73,859
  Safeway, Inc.     2,108,675  
265,923
  The Kroger Co.     7,677,197  
135,432
  Wal-Mart Stores, Inc.     7,611,278  
             
          34,579,594  
 
 
Food, Beverage & Tobacco – 5.3%
263,935
  Altria Group, Inc.     5,426,504  
95,616
  Archer-Daniels-Midland Co.     3,227,040  
47,012
  Bunge Ltd.(a)     5,062,722  
5,377
  Dr. Pepper Snapple Group, Inc.*     112,809  
9,628
  Hormel Foods Corp.     333,225  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Food, Beverage & Tobacco – (continued)
             
18,156
  PepsiCo, Inc.   $ 1,154,540  
177,005
  Philip Morris International, Inc.     8,742,277  
355,100
  Tyson Foods, Inc. Class A     5,305,194  
172,018
  UST, Inc.(a)     9,393,903  
             
          38,758,214  
 
 
Health Care Equipment & Services – 3.6%
157,594
  AmerisourceBergen Corp.     6,302,184  
1,709
  Becton, Dickinson and Co.     138,942  
198,684
  Boston Scientific Corp.*     2,441,826  
16,200
  Covidien Ltd.     775,818  
27,289
  Express Scripts, Inc.*     1,711,566  
820
  Gen-Probe, Inc.*     38,934  
2,699
  Hill-Rom Holdings, Inc.     72,819  
59,505
  Kinetic Concepts, Inc.*     2,374,845  
226,677
  Medco Health Solutions, Inc.*     10,699,154  
29,502
  Medtronic, Inc.     1,526,728  
1,095
  St. Jude Medical, Inc.*     44,764  
1,196
  Varian Medical Systems, Inc.*     62,013  
             
          26,189,593  
 
 
Household & Personal Products – 1.5%
56,521
  Herbalife Ltd.     2,190,189  
138,200
  Procter & Gamble Co.     8,403,942  
             
          10,594,131  
 
 
Insurance – 2.5%
1,484
  Arch Capital Group Ltd.*     98,419  
12,700
  Axis Capital Holdings Ltd.     378,587  
34,600
  Endurance Specialty Holdings Ltd.     1,065,334  
184,530
  MetLife, Inc.(a)     9,737,648  
28,741
  Prudential Financial, Inc.     1,716,987  
43,900
  The Chubb Corp.     2,151,539  
71,000
  The Travelers Companies, Inc.     3,081,400  
             
          18,229,914  
 
 
Materials — 3.9%
17,427
  Carpenter Technology Corp.     760,689  
22,513
  Celanese Corp. Class A     1,027,944  
87,252
  CF Industries Holdings, Inc.     13,332,106  
14,242
  Commercial Metals Co.     536,923  
2,078
  Monsanto Co.     262,742  
15,489
  Reliance Steel & Aluminum Co.     1,194,047  
6,427
  Schnitzer Steel Industries, Inc. Class A     736,534  
29,599
  Southern Copper Corp.(a)     3,156,141  
102,500
  Terra Industries, Inc.(a)     5,058,375  
11,100
  The Mosaic Co.*     1,606,170  
20,633
  Worthington Industries, Inc.(a)     422,977  
             
          28,094,648  
 
 
Media – 3.9%
576,311
  CBS Corp. Class B     11,232,301  
10,452
  The DIRECTV Group, Inc.*     270,811  
1,151,168
  Time Warner, Inc.     17,037,287  
             
          28,540,399  
 
 
Pharmaceuticals, Biotechnology & Life Sciences – 8.3%
4,948
  Abbott Laboratories     262,096  
92,689
  Amgen, Inc.*     4,371,213  
217,503
  Biogen Idec, Inc.*     12,156,243  
83,116
  Eli Lilly & Co.     3,836,634  
58,974
  Gilead Sciences, Inc.*     3,122,673  
8,549
  Invitrogen Corp.*     335,634  
21,118
  Johnson & Johnson     1,358,732  
325,719
  Merck & Co., Inc.     12,276,349  
1,285,838
  Pfizer, Inc.     22,463,590  
11,422
  Thermo Fisher Scientific, Inc.*     636,548  
             
          60,819,712  
 
 
Real Estate Investment Trust – 3.3%
18,891
  AMB Property Corp.     951,729  
40,085
  AvalonBay Communities, Inc.     3,573,979  
24,494
  Equity Residential     937,385  
16,200
  Federal Realty Investment Trust     1,117,800  
20,554
  Jones Lang LaSalle, Inc.     1,237,145  
16,731
  Nationwide Health Properties, Inc.     526,859  
246,975
  ProLogis     13,423,091  
2,798
  Taubman Centers, Inc.     136,123  
27,801
  The Macerich Co.     1,727,276  
18,287
  Ventas, Inc.     778,478  
             
          24,409,865  
 
 
Retailing – 2.1%
94,075
  Aeropostale, Inc.*     2,947,370  
80,145
  AutoNation, Inc.*     803,053  
10,004
  Best Buy Co., Inc.     396,158  
16,305
  Big Lots, Inc.*     509,368  
2,921
  Dollar Tree, Inc.*     95,488  
202,478
  GameStop Corp. Class A*     8,180,111  
2,121
  Ross Stores, Inc.     75,338  
82,197
  The TJX Companies, Inc.     2,586,740  
1,854
  Urban Outfitters, Inc.*     57,826  
             
          15,651,452  
 
 
Semiconductors & Semiconductor Equipment – 2.5%
163,025
  Intel Corp.     3,501,777  
6,406
  MEMC Electronic Materials, Inc.*     394,225  
496,988
  Texas Instruments, Inc.     13,995,182  
             
          17,891,184  
 
 
Software & Services – 6.6%
91,777
  Accenture Ltd. Class A     3,737,159  
50,744
  Activision, Inc.*     1,728,848  
1,495
  Acxiom Corp.     17,177  
24,943
  Adobe Systems, Inc.*     982,505  
4,972
  Advent Software, Inc.*(a)     179,390  
1,260
  Autodesk, Inc.*     42,600  
22,153
  Broadridge Financial Solutions, Inc.     466,321  
101,658
  eBay, Inc.*     2,778,313  
3,785
  Google, Inc. Class A*     1,992,500  
845,213
  Microsoft Corp.     23,251,810  
10,697
  Oracle Corp.*     224,637  
 
 
13,332
  Salesforce.com, Inc.*     909,642  
18,850
  Sohu.com, Inc.*     1,327,794  
1,477
  Sybase, Inc.*     43,453  
 
 
 6
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 


 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Software & Services – (continued)
             
323,408
  Symantec Corp.*   $ 6,257,945  
21,882
  VeriSign, Inc.*     827,140  
19,258
  Western Union Co.     476,058  
143,397
  Yahoo!, Inc.*     2,962,582  
             
          48,205,874  
 
 
Technology Hardware & Equipment – 6.8%
69,659
  Apple, Inc.*     11,663,703  
157,186
  Cisco Systems, Inc.*     3,656,146  
9
  CommScope, Inc.*     475  
203,363
  Dell, Inc.*     4,449,582  
235,185
  EMC Corp.*     3,454,868  
211,511
  Hewlett-Packard Co.     9,350,901  
4,045
  Ingram Micro, Inc. Class A*     71,799  
486,097
  Juniper Networks, Inc.*     10,781,632  
183,115
  Seagate Technology     3,502,990  
29,500
  Sun Microsystems, Inc.*     320,960  
4,469
  Tech Data Corp.*     151,454  
3,921
  Teradata Corp.*     90,732  
61,581
  Western Digital Corp.*     2,126,392  
             
          49,621,634  
 
 
Telecommunication Services – 3.9%
327,766
  AT&T, Inc.     11,042,436  
495,942
  Verizon Communications, Inc.     17,556,347  
             
          28,598,783  
 
 
Transportation – 1.5%
14,353
  Burlington Northern Santa Fe Corp.     1,433,721  
171,216
  J.B. Hunt Transport Services, Inc.     5,698,068  
992
  Kansas City Southern*     43,638  
4,148
  Kirby Corp.*     199,104  
19,208
  Landstar System, Inc.     1,060,666  
18,541
  Southwest Airlines Co.     241,775  
7,197
  Union Pacific Corp.     543,373  
10,178
  United Parcel Service, Inc. Class B     625,642  
73,651
  Werner Enterprises, Inc.     1,368,436  
3,123
  YRC Worldwide, Inc.*     46,439  
             
          11,260,862  
 
 
Utilities – 3.4%
1,329
  Atmos Energy Corp.     36,641  
20,000
  Dominion Resources, Inc.     949,800  
119,700
  Duke Energy Corp.     2,080,386  
1,221
  Entergy Corp.     147,106  
 
 
9,948
  Exelon Corp.     894,922  
63,800
  FirstEnergy Corp.     5,252,654  
3,687
  FPL Group, Inc.(a)     241,793  
1,274
  OGE Energy Corp.     40,399  
577
  Pinnacle West Capital Corp.     17,754  
63,644
  PPL Corp.     3,326,672  
549,809
  Reliant Energy, Inc.*     11,694,437  
             
          24,682,564  
 
 
TOTAL COMMON STOCKS
(Cost $757,692,450)
  $ 721,198,548  
 
 
                 
Principal
  Interest
  Maturity
   
Amount   Rate   Date   Value
 
Short-Term Obligation – 0.8%
JPMorgan Chase Euro - Time Deposit
$5,961,200
  1.922%   07/01/08     $5,961,200  
(Cost $5,961,200)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING COLLATERAL
(Cost $763,653,650)
        $727,159,748  
 
 
                 
    Interest
       
Shares   Rate       Value
 
Securities Lending Collateral(c) – 5.3%
Boston Global Investment Trust – Enhanced Portfolio
38,667,250
  2.745%         $ 38,667,250  
(Cost 38,667,250)
           
 
 
TOTAL INVESTMENTS – 104.9%
(Cost $802,320,900)
        $765,826,998  
 
 
LIABILITIES IN EXCESS OF
OTHER ASSETS – (4.9)%
    (35,706,155)  
 
 
NET ASSETS – 100.0%     $730,120,843  
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) All or a portion of security is segregated for initial margin requirements on futures transactions.
 
(c) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
 
ADDITIONAL INVESTMENT INFORMATION
 
 
FUTURES CONTRACT — At June 30, 2008, the following futures contract was open:
 
                                 
    Number of
                   
    Contracts
    Settlement
    Notional
    Unrealized
 
Type   Long     Month     Value     Loss  
   
S&P 500 E-mini
    117       September 2008     $ 7,494,435     $ (244,304 )
 
 
 
 
 8
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Statement of Assets and Liabilities
 
June 30, 2008 (Unaudited)
 
 
         
Assets:
Investment in securities, at value (identified cost $763,653,650)(a)
  $ 727,159,748  
Securities lending collateral, at value which equals cost
    38,667,250  
Cash
    5,564  
Receivables:
       
Investment securities sold
    28,009,237  
Dividends and interest
    803,487  
Securities lending income
    10,304  
Reimbursement from investment adviser
    5,369  
Other assets
    6,515  
 
 
Total assets
    794,667,474  
 
 
 
Liabilities:
Payables:
       
Payable upon return of securities loaned
    38,667,250  
Investment securities purchased
    23,888,120  
Fund shares redeemed
    1,389,616  
Amounts owed to affiliates
    454,159  
Due to broker — variation margin
    4,292  
Accrued expenses
    143,194  
 
 
Total liabilities
    64,546,631  
 
 
 
Net Assets:
Paid-in capital
    823,730,865  
Accumulated undistributed net investment income
    5,787,112  
Accumulated net realized loss from investments and futures transactions
    (62,658,928 )
Net unrealized loss on investments
    (36,738,206 )
 
 
NET ASSETS
  $ 730,120,843  
 
 
Net Assets:
       
Institutional
  $ 563,358,404  
Service
    166,762,439  
 
 
Total Net Assets
  $ 730,120,843  
 
 
Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized):
       
Institutional
    48,293,159  
Service
    14,308,444  
 
 
Net asset value, offering and redemption price per share:
       
Institutional
  $ 11.67  
Service
    11.65  
 
 
 
(a) Includes loaned securities having a market value of $37,749,545.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Statement of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
         
Investment Income:
Dividends
  $ 8,111,418  
Interest (including securities lending income of $94,714)
    157,619  
 
 
Total investment income
    8,269,037  
 
 
 
Expenses:
Management fees
    2,663,755  
Distribution and Service fees- Service Class
    226,366  
Transfer Agent fees(a)
    81,954  
Custody and accounting fees
    79,042  
Professional fees
    51,184  
Printing fees
    44,102  
Trustee fees
    7,436  
Other
    9,166  
 
 
Total expenses
    3,163,005  
 
 
Less — expense reductions
    (52,211 )
 
 
Net expenses
    3,110,794  
 
 
NET INVESTMENT INCOME
    5,158,243  
 
 
 
Realized and unrealized loss from investment and futures transactions:
Net realized loss from:
       
Investment transactions
    (24,449,098 )
Futures transactions
    (612,602 )
Net change in unrealized loss on:
       
Investments
    (83,294,523 )
Futures
    (244,304 )
 
 
Net realized and unrealized loss from investment and futures transactions
    (108,600,527 )
 
 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (103,442,284 )
 
 
 
(a) Institutional and Service Class had Transfer Agent fees of $63,825 and $18,129, respectively.
 
 
 10
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Statements of Changes in Net Assets
 
                 
    For the
       
    Six Months Ended
    For the
 
    June 30, 2008
    Year Ended
 
    (Unaudited)     December 31, 2007  
 
From operations:
Net investment income
  $ 5,158,243     $ 11,126,996  
Net realized gain (loss) from investment and futures transactions
    (25,061,700 )     89,223,736  
Net change in unrealized loss on investments and futures
    (83,538,827 )     (112,448,615 )
 
 
Net decrease in net assets resulting from operations
    (103,442,284 )     (12,097,883 )
 
 
 
Distributions to shareholders:
From net investment income
               
Institutional Shares
          (8,387,116 )
Service Shares
          (2,111,011 )
From net realized gains
               
Institutional Shares
          (58,850,904 )
Service Shares
          (16,150,952 )
 
 
Total distributions to shareholders
          (85,499,983 )
 
 
 
From share transactions:
Proceeds from sales of shares
    6,275,213       21,372,414  
Reinvestments of dividends and distributions
          85,499,983  
Cost of shares redeemed
    (130,857,237 )     (223,288,554 )
 
 
Net decrease in net assets resulting from share transactions
    (124,582,024 )     (116,416,157 )
 
 
TOTAL DECREASE
    (228,024,308 )     (214,014,023 )
 
 
 
Net assets:
Beginning of period
    958,145,151       1,172,159,174  
 
 
End of period
  $ 730,120,843     $ 958,145,151  
 
 
Accumulated undistributed net investment income
  $ 5,787,112     $ 628,869  
 
 
 
 
The accompanying notes are an integral part of these financial statements.
11 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                                             
          Income (loss) from
                                        Ratios assuming no
           
          investment operations     Distributions to shareholders                                   expense reductions            
                Net
                                                    Ratio of
    Ratio of
    Ratio of
           
    Net asset
          realized
                From
          Net asset
          Net assets,
    Ratio of
    net investment
    total
    net investment
           
    value,
    Net
    and
    Total from
    From net
    net
          value,
          end of
    net expenses
    income to
    expenses
    income to
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    realized
    Total
    end of
    Total
    period
    to average
    average
    to average
    average
    turnover
     
Year – Share Class   of period     income(a)     gain (loss)     operations     income     gains     distributions     period     return(b)     (in 000s)     net assets     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)
                                                                                                                             
2008 - Institutional
  $ 13.16     $ 0.08     $ (1.57 )   $ (1.49 )   $     $     $     $ 11.67       (11.32 )%   $ 563,358       0.71 %(e)     1.31 %(e)     0.72 %(e)     1.30 %(e)     47 %    
2008 - Service
    13.16       0.07       (1.58 )     (1.51 )                       11.65       (11.40 )     166,762       0.92 (e)     1.09 (e)     0.97 (e)     1.04 (e)     47      
                                                                                                                             
                                                                                                                             
                                                                                                                             
 

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                                             
2007 - Institutional
    14.67       0.15       (0.37 )     (0.22 )     (0.16 )     (1.13 )     (1.29 )     13.16       (1.63 )     752,148       0.71 (c)     1.02 (c)     0.72 (c)     1.01 (c)     125      
2007 - Service
    14.67       0.14       (0.37 )     (0.23 )     (0.15 )     (1.13 )     (1.28 )     13.16       (1.72 )     205,997       0.79 (c)     0.94 (c)     0.97 (c)     0.76 (c)     125      
 
 
2006 - Institutional
    13.13       0.14       1.55       1.69       (0.15 )           (0.15 )     14.67       12.89       910,345       0.72       1.01       0.72       1.01       99      
2006 - Service(d)
    13.54       0.13       1.14       1.27       (0.14 )           (0.14 )     14.67       9.38       261,814       0.80 (e)     0.92 (e)     0.97 (e)     0.75 (e)     99      
 
 
2005 - Institutional
    12.42       0.13       0.68       0.81       (0.10 )           (0.10 )     13.13       6.51       820,394       0.74       1.00       0.76       0.99       109      
2004 - Institutional
    10.92       0.14       1.49       1.63       (0.13 )           (0.13 )     12.42       14.94       521,137       0.75       1.26       0.78       1.23       128      
2003 - Institutional
    8.49       0.07       2.43       2.50       (0.07 )           (0.07 )     10.92       29.47       383,025       0.85       0.79       0.85       0.79       92      
 
 
 
(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) Includes non-recurring expense for a special shareholder meeting, which amounted to approximately 0.02% of average net assets.
(d) Service Share Class commenced operations on January 9, 2006.
(e) Annualized.
 
The accompanying notes are an integral part of these financial statements.

12


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
Goldman Sachs Variable Insurance Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Structured U.S. Equity Fund (the “Fund” or “Structured U.S. Equity Fund”). The Fund is a diversified portfolio under the Act offering two classes of Shares — Institutional and Service.
Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as Investment Adviser pursuant to a Management Agreement (the “Agreement”) with the Trust on behalf of the Fund.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Fund. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Fund is to value investments at market value. Investments in equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, such securities and investment companies are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services or broker/dealer-supplied valuations. The pricing services may use valuation models or matrix pricing, which consider yield or price with respect to comparable bonds, quotations from bond dealers or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, to determine current value. Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Investments in investment companies (other than those that are exchange traded) are valued at the net asset value per share on the valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which market quotations are not readily available or are deemed not to reflect market value by GSAM are valued at fair value using methods approved by the Trust’s Board of Trustees.
In addition, GSAM, consistent with its procedures and applicable regulatory guidance, may determine to make an adjustment to the previous closing prices of either domestic or foreign securities in light of significant events, to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events that could affect a large number of securities in a particular market may include, but are not limited to: situations relating to one or more single issuers in a market sector; significant fluctuations in U.S. or foreign markets; market dislocations, market disruptions or market closings; government actions or other developments; as well as the same or similar events which may affect specific issuers or the securities markets even though not tied directly to the securities markets. Other significant events that could relate to a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; corporate announcements on earnings; significant litigation and regulatory news such as governmental approvals.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified-cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes, if any, which are reduced by any amounts reclaimable by the Fund, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.
Net investment income (other than class-specific expenses) and unrealized and realized gain or losses are allocated daily to each class of shares of the Fund based upon the relative proportion of net assets of each class.
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual Fund of the Trust are allocated to the Fund on a straight-line and/or “pro-rata” basis depending upon the nature of the expense. Each class of shares of the Fund separately bears its respective class-specific Transfer Agency fees. Service Shares bear all expenses and fees relating to their Distribution and Service Plan.
 
D. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no
 
 
13 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
federal tax provisions are required. Dividends and distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP. Therefore, the source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain, or as a tax return of capital.
In addition, distributions paid by the Fund’s investments in real estate investment trusts (“REITs”) often include a “return of capital” which is recorded by the Fund as a reduction of the cost basis of the securities held. The Code requires a REIT to distribute at least 95% of its taxable income to investors. In many cases, however, because of “non-cash” expenses such as property depreciation, a REIT’s cash flow will exceed its taxable income. The REIT may distribute this excess cash to offer a more competitive yield. This portion of the distribution is deemed a return of capital and is generally not taxable to shareholders.
The Fund adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAM has reviewed the tax positions for open tax years (tax years ended December 31, 2004-2007) and has determined that the implementation of FIN 48 did not have a material impact on the Fund’s financial statements.
 
E. Futures Contracts — The Fund may enter into futures transactions to hedge against changes in interest rates, securities prices, currency exchange rates or to seek to increase total return. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Fund is required to segregate cash or securities equal to the minimum “initial margin” requirement of the associated futures exchange. Subsequent payments for futures contracts (“variation margin”) are paid or received by the Fund, dependent on the daily fluctuations in the value of the contracts, and are recorded for financial reporting purposes as unrealized gains or losses. When contracts are closed, the Fund realizes a gain or loss which is reported in the Statement of Operations.
The use of futures contracts involves, to varying degrees, elements of market and counterparty risk which may exceed the amounts recognized in the Statement of Assets and Liabilities. Changes in the value of a futures contract may not directly correlate with changes in the value of the underlying securities. These risks may decrease the effectiveness of the Fund’s strategies and potentially result in a loss.
 
3. AGREEMENTS
 
A. Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trust’s Board of Trustees.
As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Fund’s business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”) computed daily and payable monthly, equal to an annual percentage rate of the Fund’s average daily net assets.
For the six months ended June 30, 2008, GSAM’s contractual Management Fees are listed below along with the effective rate for the period:
 
             
Contractual Management Rate
 
First $1 billion
  Next $1 billion   Over $2 billion   Effective Rate
 
 
0.65%
  0.59%   0.56%   0.65%
 
 
 
 
 14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
 
3. AGREEMENTS (continued)
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of Service Shares of the Fund, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs and/or authorized dealers are entitled to a monthly fee for distribution services equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Services Shares. Goldman Sachs has voluntarily agreed to waive Distribution and Service Fees so as not to exceed an annual rate of 0.21% of the Fund’s average daily net assets attributable to Service Shares. This waiver may be modified or terminated at any time at the option of Goldman Sachs. For the six months ended June 30, 2008, Goldman Sachs waived approximately $36,000 in Distribution and Service Fees for the Fund’s Service Shares.
 
C. Transfer Agency Agreement — Goldman Sachs also serves as Transfer Agent of the Fund for a fee. The fees charged for such transfer agency services are calculated daily and payable monthly equal to an annual rate of 0.02% of the average daily net assets of the Institutional and Service Shares.
 
D. Other Agreements — GSAM has also voluntarily agreed to limit certain “Other Expenses” of the Fund (excluding Management Fees, Distribution and Service Fees, Transfer Agency Fees and expenses, taxes, interest, brokerage fees and litigation, indemnification, shareholder meetings and other extraordinary expenses, exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, 0.044% of the average daily net assets of the Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. For the six months ended June 30, 2008, GSAM reimbursed approximately $5,400 to the Fund.
In addition, the Fund has entered into certain offset arrangements with the custodian and transfer agent resulting in a reduction in the Fund’s expenses. For the six months ended June 30, 2008, transfer agent fees were reduced by approximately $10,800.
At June 30, 2008, the amounts owed to affiliates were approximately $411,400, $30,100 and $12,700 for Management, Distribution and Service, and Transfer Agent Fees, respectively.
 
4. PORTFOLIO SECURITIES TRANSACTIONS
 
The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2008, were $384,704,789 and $499,049,719, respectively. For the six months ended June 30, 2008, Goldman Sachs earned approximately $200 of brokerage commissions from portfolio transactions, including futures transactions executed with Goldman Sachs as the Futures Commission Merchant, on behalf of the Fund.
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
 
 
15 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
4. PORTFOLIO SECURITIES TRANSACTIONS (continued)
 
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Fund invests:
 
                 
    Investments in Securities
    Other Investments-
 
Level   Long-Assets     Liabilities  
   
Level 1
  $ 759,865,798     $ 244,304  
 
 
Level 2
    5,961,200        
 
 
Level 3
           
 
 
Total
  $ 765,826,998     $ 244,304  
 
 
 
5. SECURITIES LENDING
 
Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), formerly Boston Global Advisers — a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit the Fund bears the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.
The Fund invests the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust (“Enhanced Portfolio”), a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by GSAM, for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in money market instruments, but is not a “money market fund” subject to the requirements of Rule 2a-7 of the Act. The Fund bears the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.
Both the Fund and GSAL receive compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the six months ended June 30, 2008 is reported parenthetically under Investment Income on the Statement of Operations. A portion of this amount, $16,190, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the six months ended June 30, 2008, GSAL earned $10,523 in fees as securities lending agent. The amount payable to Goldman Sachs upon return of securities loaned as of June 30, 2008 was $10,405,225.
 
6. LINE OF CREDIT FACILITY
 
The Fund participates in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or affiliates. This facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The committed facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Fund did not have any borrowings under the facility.
 
 
 16


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
 
7. TAX INFORMATION
 
As of the Fund’s most recent fiscal year end, December 31, 2007, the Fund had capital loss carryforwards and certain timing differences on a tax basis as follows:
 
         
Capital loss carryforward:(1)
       
Expiring 2009
  $ (6,902,391 )
Expiring 2010
    (31,739,316 )
 
 
Total capital loss carryforward
  $ (38,641,707 )
 
 
Timing differences (related to the recognition of certain REIT dividends for tax purposes)
  $ 10,000  
 
 
 
(1) Expiration occurs on December 31 of the year indicated. Due to fund mergers, utilization of these losses may be substantially limited under the Code.
 
At June 30, 2008, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:
 
         
Tax cost
  $ 806,812,431  
 
 
Gross unrealized gain
    53,146,409  
Gross unrealized loss
    (94,131,842 )
 
 
Net unrealized security loss
  $ (40,985,433 )
 
 
 
The difference between book-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and differences related to tax treatment of partnership investments as of the recent fiscal year end.
 
8. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be against the Fund that have not yet occurred. However, the Fund believes the risk of loss under these arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statement disclosures.
 
 
17 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
9. SUMMARY OF SHARE TRANSACTIONS
 
Share activity is as follows:
 
                                 
    For the six months ended
       
    June 30, 2008
    For the year ended
 
    (Unaudited)     December 31, 2007  
    Shares     Dollars     Shares     Dollars  
   
Institutional Shares
                               
Shares sold
    478,269     $ 5,743,153       1,297,781     $ 19,077,072  
Reinvestment of dividends and distributions
                5,047,899       67,238,024  
Shares redeemed
    (9,335,124 )     (113,975,900 )     (11,241,957 )     (167,665,376 )
     
     
      (8,856,855 )     (108,232,747 )     (4,896,277 )     (81,350,280 )
 
 
Service Shares
                               
Shares sold
    43,731       532,060       154,935       2,295,342  
Reinvestment of dividend and distributions
                1,371,018       18,261,959  
Shares redeemed
    (1,385,140 )     (16,881,337 )     (3,719,403 )     (55,623,178 )
     
     
      (1,341,409 )     (16,349,277 )     (2,193,450 )     (35,065,877 )
 
 
NET DECREASE
    (10,198,264 )   $ (124,582,024 )     (7,089,727 )   $ (116,416,157 )
 
 
 
10. SUBSEQUENT EVENT
 
Effective July 1, 2008, GSAM contractually reduced its management fees for the Fund to achieve the following annual rates:
 
                 
Contractual Management Rate
 
Up to $1 billion
  Next $1 billion   Next $3 billion   Next $3 billion   Over $8 billion
 
 
0.65%
  0.59%   0.56%   0.55%   0.54%
 
 
 
 
 18


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited)
 
 
Background
 
The Goldman Sachs Structured U.S. Equity Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust, and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) with respect to the Fund.
 
The Management Agreement was most recently approved by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
 
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Fund’s investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreement including: (a) the nature and quality of the advisory, administrative and other services provided to the Fund by the Investment Adviser and its affiliates; (b) the Fund’s investment performance; (c) the Fund’s management fee arrangements; (d) the Investment Adviser’s undertaking to reimburse certain fees and expenses of the Fund that exceed a specified level and the estimated annualized savings from those undertakings; (e) potential economies of scale and the levels of breakpoints in the fees payable by the Fund under the Management Agreement; (f) the relative expense level of the Fund as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and the Fund; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Fund; (j) recently proposed changes to the expense cap arrangements and proposed amendments to the management fee schedule to further reduce the fee rates charged on assets above specified levels; (k) information on the advisory fees charged to institutional accounts by the Investment Adviser; (l) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Fund; (m) the current pricing and profitability of the Fund’s transfer agent; and (n) the nature and quality of the services provided by the Fund’s unaffiliated service providers and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
 
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund controllers group, the tax group, the product services group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio brokerage, distribution and other services; (g) the terms of the Management Agreement and agreements with other service providers entered into by the Trust on behalf of the Fund; (h) the administrative services provided under the Management Agreement, including the nature and extent of the Investment Adviser’s oversight of the Fund’s other service providers, including the custodian and fund accounting agent; (i) an update on soft dollars and other trading related issues; and (j) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest. At the Annual
 
 
19 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and the Fund, and the Fund’s investment performance, fees and expenses, including the Fund’s expense trends over time and existing and proposed breakpoints in the fee rate payable under the Management Agreement.
 
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they reviewed information regarding the Fund’s assets, sales and redemptions, the commission rates paid by the Fund on brokerage transactions, the Investment Adviser’s receipt of research services in connection with those transactions, and the payment of Rule 12b-1 distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares; portfolio manager compensation, the alignment of the interests of the Fund and the portfolio managers and potential conflicts of interest; the number and types of accounts managed by the portfolio managers; and other matters. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
 
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Fund and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for the Fund and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Management Agreement as it applied to the Fund.
 
In evaluating the Management Agreement at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Fund. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreement, including: (a) information on the investment performance of the Fund in comparison to the performance of similar mutual funds and its benchmark performance index; (b) general investment outlooks in the markets in which the Fund invests; (c) compliance reports; and (d) expenses borne by the Fund. In addition, the Trustees were provided with copies of disclosure materials regarding the Fund and its expenses, as well as information on the Fund’s competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreement
 
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Fund by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Fund’s transfer agent and distributor and that Goldman Sachs Agency Lending provides as securities lending agent. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Fund and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
Investment Performance
 
The Independent Trustees also considered the investment performance of the Fund and the Investment Adviser. In this regard, they compared the investment performance of the Fund to the performance, rankings and ratings compiled by the
 
 
 20


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Outside Data Provider. The Independent Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. This information on the Fund’s investment performance was provided for the one-, three-and five-year periods ending December 31, 2007. In addition, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies, as well as in light of periodic analyses of its quality and risk profile. The Independent Trustees considered whether the Fund had operated within its investment policies, and had complied with its investment limitations. In connection with performance of the Fund, the Trustees noted the unusual market conditions prevailing in the recent year. They also noted that the Investment Adviser had taken steps intended to improve Fund performance, including making changes to the organization and operation of the Quantitative Investment Strategies Team and making adjustments to the model and trading strategies used to manage the Funds. The Trustees believed that the Investment Adviser’s continued management would benefit the Fund and its shareholders.
 
Costs of Services Provided and Competitive Information
 
The Independent Trustees considered the contractual fee rate payable by the Fund under the Management Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.
 
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fees and breakpoints to a relevant peer group and a category universe; an expense analysis which compared the Fund’s expenses to a peer group and a category universe; and a two-year history comparing the Fund’s expenses to the category average. The analyses also compared the Fund’s transfer agency fees, custody and accounting fees, distribution fees, other expenses and waivers/reimbursements to those of a peer group and a peer group median. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.
 
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertaking to limit the Fund’s “other expenses” ratio (excluding certain expenses) to a specified level and Goldman Sachs’ voluntary undertaking to waive a portion of the Rule 12b-1 fees paid by the Fund’s Service Shares.
 
They also considered comparative fee information for services provided by the Investment Adviser to institutional accounts and information that indicated that services provided to the Fund differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
 
The Independent Trustees noted the competitive nature of the mutual fund marketplace, and that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
Profitability
 
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and the Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall
 
 
21 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
Economies of Scale
 
The Independent Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund, which had been implemented at the following annual percentages of the average daily net assets of the Fund:
           
First $1 billion
    0.65   %
Next $1 billion
    0.59    
Next $3 billion
    0.56    
Next $3 billion
    0.55    
Over $8 billion
    0.54    
 
The breakpoints at the $5 and $8 billion asset levels were considered by the Independent Trustees at the May Committee meeting and were approved by the Trustees at the Annual Contract Meeting. These additional breakpoints had been proposed by the Investment Adviser to further share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. In approving these fee breakpoints, the Independent Trustees considered the Investment Adviser’s potential economies of scale in managing the Fund, and whether the Fund and its shareholders were participating in the benefits of those economies. In this regard, the Independent Trustees considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; information comparing the fee rate charged by the Investment Adviser with fee rates charged by other, unaffiliated investment managers to other mutual funds; and the Investment Adviser’s voluntary undertaking to limit “other expenses” to a certain amount. Upon reviewing these matters at the Annual Contract Meeting in 2008, the Independent Trustees concluded that the fee breakpoints represented a means of ensuring that benefits of scalability would be passed along to shareholders at the specified asset levels.
 
Other Benefits to the Investment Adviser and Its Affiliates
 
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Fund as stated above, including (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) soft dollar benefits and research received by the Investment Adviser from broker-dealers in exchange for executing transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) fees earned by Goldman Sachs Agency Lending, an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the cash collateral invests); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; and (i) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund.
 
Other Benefits to the Fund and Its Shareholders
 
The Independent Trustees also noted that the Fund receives certain other benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate
 
 
 22


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
favorably with derivatives counterparties as a result of the size and reputation of the Goldman Sachs organization; (e) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization.
 
Conclusion
 
In connection with their consideration of the Management Agreement, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels, and that the Management Agreement should be approved and continued with respect to the Fund.
 
 
23 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRUCTURED U.S. EQUITY FUND

 
Fund Expenses (Unaudited) — Six Month Period Ended June 30, 2008
 
As a shareholder of the Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000=8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                               
                      Expenses Paid
 
                      for the
 
      Beginning
      Ending
      Six Months
 
      Account Value
      Account Value
      Ended
 
Share Class     1/1/08       6/30/08       6/30/08*  
Institutional
                             
Actual
    $ 1,000.00       $ 886.80       $ 3.33  
Hypothetical 5% return
      1,000.00         1,021.33 +       3.57  
 
Service
                             
Actual
      1,000.00         886.00         4.31  
Hypothetical 5% return
      1,000.00         1,020.29 +       4.62  
 
 
* Expenses for each share class are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2008. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. Expense ratios for the most recent fiscal half year may differ from expense ratios based on one-year data in the financial highlights. The annualized net expense ratios for the period were 0.71% and 0.92% for Institutional and Service Shares, respectively.
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.
 
 
 24


 

 
     
TRUSTEES
  OFFICERS
Ashok N. Bakhru, Chairman
John P. Coblentz, Jr.
Diana M. Daniels
Patrick T. Harker
James A. McNamara
Jessica Palmer
Alan A. Shuch
Richard P. Strubel
  James A. McNamara, President
John M. Perlowski, Senior Vice
  President and Treasurer
Peter V. Bonanno, Secretary
     
     
     
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
     
     
 
GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Investment Adviser
32 Old Slip, New York, New York 10005
     
     
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
     
 
The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
     
     
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-526-7384 (for Retail Shareholders) or 1-800-621-2550 (for Institutional Shareholders); and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
     
     
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
     
     
 
The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.
     
     
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Fund’s entire investment portfolio, which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
     
     
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.
     
     
     
    Toll Free (in U.S.): 800-292-4726
     
     
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Structured U.S. Equity Fund.
     
 
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
     
VITSTRCUSSAR/08-08    


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Mid Cap Value Fund
 
 
 
Semi-Annual Report
June 30, 2008
(GOLDMAN SACHS LOGO)


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Mid Cap Value Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The U.S. equity markets finished the reporting period near their year-to-date lows, as concerns related to the ongoing credit crunch thwarted a brief rally in April and May. All told, the Russell Midcap Value Index returned –8.58% during the six-month reporting period. Headlines focused on additional financial asset write-offs, escalating gasoline prices and global inflation pressures. Volatility, which remains slightly above normalized levels, continues in the Financial, Insurance and Home Building segments of the equity markets.
 
Investment Objective
 
The Fund seeks long-term capital appreciation.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
             
    % of
     
Holding
 
Net Assets
   
Line of Business
 
PPL Corp. 
    2.9 %   Utilities
United States Steel Corp. 
    2.7     Materials
Range Resources Corp. 
    2.7     Energy
Entergy Corp. 
    2.3     Utilities
Amphenol Corp. Class A
    2.2     Technology Hardware & Equipment
Hess Corp. 
    2.0     Energy
Fortune Brands, Inc. 
    1.8     Consumer Durables & Apparel
DPL, Inc. 
    1.8     Utilities
EOG Resources, Inc. 
    1.8     Energy
Edison International
    1.7     Utilities
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities will be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Shareholder Letter (continued)
 
Performance Review
 
Over the six-month period ended June 30, 2008, the Fund’s Institutional and Service Shares generated cumulative total returns of –3.99% and –4.13%, respectively. These returns compare to the –8.58% cumulative total return of the Fund’s benchmark, the Russell Midcap Value Index (with dividends reinvested), over the same time period.
 
Consistent with longer term trends, the Fund fared better than its benchmark in a period of high market volatility and investor anxiety. The Fund’s holdings in the Energy and Financials sectors led performers in the Fund while its positions in the Consumer Staples and Industrials sectors detracted from performance versus the benchmark.
 
In Energy, Range Resources Corp. and W-H Energy Services, Inc. ranked as top performers. Range Resources continues to report strong production and cost trends, while W-H Energy Services is capitalizing on increased demand for unconventional drilling techniques. U.S. Steel Corp. was another positive contributor to the Fund’s performance. We believe, at this time, the company is well positioned to benefit from a combination of its fixed cost structure and significant pricing power.
 
In Technology, shares of Tessera Technologies, Inc. declined after the company hit a setback in its attempt to take legal action against peers who allegedly infringed on the company’s intellectual property. While the stock has recovered from its lows, we reduced the Fund’s exposure to reflect the increased uncertainty. In Consumer Staples, shares of Newell Rubbermaid, Inc. declined due to market concerns with the company’s exposure to resin prices.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Value Portfolio Management Team
 
July 17, 2008
 
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Mid Cap Value Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
 
Principal Investment Strategies and Risks
 
The VIT Mid Cap Value Fund invests primarily in a diversified portfolio of equity investments in mid-cap issuers with public stock market capitalizations within the range of the market capitalizations of companies consisting of the Russell Midcap Value Index at the time of investment. The Fund is subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. The securities of mid-capitalization companies involve greater risks than those associated with larger, more established companies and may be subject to more abrupt or erratic price movements. Although the Fund invests primarily in publicly traded U.S. securities, the Fund may invest in foreign securities, which may be more volatile and less liquid than investment in U.S. securities and will be subject to the risks of currency fluctuations and sudden economic or political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may also invest in fixed income securities, which are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Shareholder Letter (continued)
 
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Investment Portfolio
 
(GRAPH)
 
† The Fund is actively managed and, as such, its composition may differ over time. The above graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category of the Fund reflects the value of investments in that category as a percentage of market value (excluding securities lending collateral, if any). Securities lending collateral represents 1.3% of the Fund’s net assets at June 30, 2008.
 
 
 4


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 98.8%
Automobiles & Components – 1.5%
202,834
  BorgWarner, Inc.    $ 9,001,773  
359,159
  Johnson Controls, Inc.      10,300,680  
186,182
  Tenneco, Inc.*     2,519,042  
             
          21,821,495  
 
 
Banks – 3.9%
219,334
  Comerica, Inc.      5,621,530  
286,605
  Commerce Bancshares, Inc.      11,366,754  
680,345
  Hudson City Bancorp, Inc.      11,348,155  
427,500
  Huntington Bancshares, Inc.      2,466,675  
185,167
  KeyCorp     2,033,134  
163,030
  M&T Bank Corp.(a)     11,500,136  
877,900
  Synovus Financial Corp.(a)     7,664,067  
320,208
  Webster Financial Corp.      5,955,869  
             
          57,956,320  
 
 
Capital Goods – 4.5%
79,340
  Alliant Techsystems, Inc.*     8,067,291  
57,604
  Chicago Bridge & Iron Co. NV     2,293,791  
165,294
  Cooper Industries Ltd. Class A     6,529,113  
139,581
  Eaton Corp.      11,860,198  
155,200
  General Cable Corp.*     9,443,920  
80,600
  Ingersoll-Rand Co. Ltd. Class A     3,016,858  
162,917
  KBR, Inc.      5,687,433  
130,571
  Lennox International, Inc.      3,781,336  
179,554
  Parker Hannifin Corp.      12,805,791  
81,130
  Rockwell Collins, Inc.      3,890,995  
             
          67,376,726  
 
 
Commercial Services & Supplies – 1.8%
1,723,915
  Allied Waste Industries, Inc.*     21,755,807  
277,100
  Monster Worldwide, Inc.*     5,711,031  
             
          27,466,838  
 
 
Consumer Durables & Apparel – 4.1%
438,080
  Fortune Brands, Inc.      27,340,573  
138,600
  M.D.C. Holdings, Inc.      5,413,716  
400,840
  Mattel, Inc.      6,862,381  
951,186
  Newell Rubbermaid, Inc.      15,970,413  
11,200
  NVR, Inc.*     5,600,896  
             
          61,187,979  
 
 
Consumer Services – 1.0%
724,360
  H&R Block, Inc.      15,501,304  
 
 
Diversified Financials – 4.3%
500,085
  CIT Group, Inc.(a)     3,405,579  
605,300
  Invesco Ltd.      14,515,094  
117,926
  Lazard Ltd. Class A     4,027,173  
384,337
  Legg Mason, Inc.      16,745,563  
216,466
  Northern Trust Corp.      14,843,073  
563,400
  SLM Corp.*     10,901,790  
             
          64,438,272  
 
 
Energy – 15.3%
447,100
  Denbury Resources, Inc.*     16,319,150  
259,500
  Dril-Quip, Inc.*     16,348,500  
199,300
  EOG Resources, Inc.      26,148,160  
598,401
  EXCO Resources, Inc.*     22,086,981  
 
 
233,657
  Hess Corp.      29,485,177  
229,900
  Newfield Exploration Co.*     15,000,975  
87,700
  Petroleum Development Corp.*     5,831,173  
607,274
  Range Resources Corp.      39,800,738  
220,700
  Smith International, Inc.      18,348,998  
164,529
  W-H Energy Services, Inc. Class H*     15,752,006  
227,600
  Whiting Petroleum Corp.*     24,143,808  
             
          229,265,666  
 
 
Food & Staples Retailing – 2.0%
310,402
  Safeway, Inc.      8,861,977  
671,996
  SUPERVALU, Inc.      20,757,957  
             
          29,619,934  
 
 
Food, Beverage & Tobacco – 2.9%
244,172
  Campbell Soup Co.      8,169,995  
283,682
  Coca-Cola Enterprises, Inc.      4,907,699  
626,582
  ConAgra Foods, Inc.      12,080,501  
107,929
  General Mills, Inc.      6,558,845  
93,158
  Lorillard, Inc.*     6,442,807  
104,272
  Reynolds American, Inc.      4,866,374  
             
          43,026,221  
 
 
Health Care Equipment & Services – 4.1%
79,565
  Coventry Health Care, Inc.*     2,420,367  
197,970
  Edwards Lifesciences Corp.*     12,282,059  
81,312
  Health Net, Inc.*     1,956,367  
570,350
  IMS Health, Inc.      13,289,155  
288,700
  Kinetic Concepts, Inc.*     11,522,017  
277,546
  Laboratory Corp. of America Holdings*     19,325,528  
             
          60,795,493  
 
 
Household & Personal Products – 2.1%
50,100
  Energizer Holdings, Inc.*     3,661,809  
151,000
  Herbalife Ltd.      5,851,250  
422,739
  The Clorox Co.      22,066,976  
             
          31,580,035  
 
 
Insurance – 8.5%
179,835
  Assurant, Inc.      11,861,917  
182,589
  Everest Re Group Ltd.      14,554,169  
666,700
  Genworth Financial, Inc. Class A     11,873,927  
196,900
  Lincoln National Corp.      8,923,508  
167,311
  PartnerRe Ltd.      11,566,209  
296,772
  Philadelphia Consolidated Holding Corp.*     10,081,345  
156,100
  Principal Financial Group, Inc.      6,551,517  
110,041
  RenaissanceRe Holdings Ltd.      4,915,532  
134,416
  Torchmark Corp.      7,883,498  
555,218
  Unum Corp.      11,354,208  
453,186
  W. R. Berkley Corp.      10,948,974  
434,552
  Willis Group Holdings Ltd.      13,631,896  
151,132
  XL Capital Ltd. Class A     3,107,274  
             
          127,253,974  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Materials – 6.2%
564,496
  Albemarle Corp.    $ 22,529,035  
281,978
  Celanese Corp. Class A     12,875,116  
104,600
  CF Industries Holdings, Inc.      15,982,880  
221,300
  United States Steel Corp.      40,891,814  
             
          92,278,845  
 
 
Media – 2.5%
827,326
  Cablevision Systems Corp. Class A*     18,697,568  
3,636,771
  Charter Communications, Inc. Class A*     3,818,609  
487,300
  DISH Network Corp. Class A*     14,268,144  
             
          36,784,321  
 
 
Pharmaceuticals, Biotechnology & Life Sciences – 0.8%
440,484
  PerkinElmer, Inc.     12,267,479  
 
 
Real Estate Investment Trust – 5.0%
1,364,400
  Annaly Capital Management, Inc.     21,161,844  
506,120
  Apartment Investment & Management Co.     17,238,447  
154,300
  Camden Property Trust     6,829,318  
502,195
  DCT Industrial Trust, Inc.     4,158,175  
274,657
  Pennsylvania Real Estate Investment Trust     6,355,563  
221,196
  Vornado Realty Trust     19,465,248  
             
          75,208,595  
 
 
Retailing – 1.9%
165,801
  J.C. Penney Co., Inc.     6,016,918  
125,300
  Nordstrom, Inc.     3,796,590  
232,919
  Ross Stores, Inc.     8,273,283  
355,400
  The TJX Companies, Inc.     11,184,438  
             
          29,271,229  
 
 
Semiconductors & Semiconductor Equipment – 0.0%
23,467
  Tessera Technologies, Inc.*     384,155  
 
 
Software & Services – 2.7%
324,381
  Activision, Inc.*     11,051,661  
167,300
  Autodesk, Inc.*     5,656,413  
883,221
  Iron Mountain, Inc.*     23,449,517  
             
          40,157,591  
 
 
Technology Hardware & Equipment – 5.4%
717,542
  Amphenol Corp. Class A     32,203,285  
442,900
  CommScope, Inc.*     23,371,833  
1,288,234
  Seagate Technology     24,643,916  
             
          80,219,034  
 
 
Telecommunication Services – 1.7%
535,965
  Embarq Corp.     25,335,066  
 
 
Transportation – 0.9%
90,942
  Landstar System, Inc.     5,021,817  
116,289
  Ryder System, Inc.     8,009,987  
             
          13,031,804  
 
 
Utilities – 15.7%
356,090
  American Electric Power Co., Inc.     14,325,501  
311,895
  CMS Energy Corp.     4,647,235  
56,878
  Constellation Energy Group, Inc.     4,669,684  
1,007,934
  DPL, Inc.     26,589,299  
498,914
  Edison International     25,634,201  
287,245
  Entergy Corp.     34,607,278  
328,155
  Equitable Resources, Inc.     22,662,384  
310,897
  FirstEnergy Corp.     25,596,150  
411,604
  PG&E Corp.     16,336,563  
832,725
  PPL Corp.     43,526,536  
150,222
  Sempra Energy     8,480,032  
166,755
  Wisconsin Energy Corp.     7,540,661  
             
          234,615,524  
 
 
TOTAL COMMON STOCKS
(Cost $1,486,798,212)
  $ 1,476,843,900  
 
 
 
                 
Principal
  Interest
  Maturity
     
Amount   Rate   Date   Value  
 
Short-Term Obligation – 0.5%
JPMorgan Chase Euro — Time Deposit
$7,441,648
  1.922%   07/01/08   $ 7,441,648  
(Cost $7,441,648)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING COLLATERAL
(Cost $1,494,239,860)
      $ 1,484,285,548  
 
 
 
                 
    Interest
     
Shares   Rate   Value  
 
Securities Lending Collateral – 1.3%
Boston Global Investment Trust — Enhanced Portfolio(b)
19,471,000
  2.745%   $ 19,471,000  
(Cost $19,471,000)
           
 
 
TOTAL INVESTMENTS – 100.6%
(Cost $1,513,710,860)
      $ 1,503,756,548  
 
 
LIABILITIES IN EXCESS OF
 OTHER ASSETS – (0.6)%
    (8,230,627 )
 
 
NET ASSETS – 100.0%   $ 1,495,525,921  
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
 
 6
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Statement of Assets and Liabilities
 
June 30, 2008 (Unaudited)
 
 
         
Assets:
Investment in securities, at value (identified cost $1,494,239,860)(a)
  $ 1,484,285,548  
Securities lending collateral, at value which equals cost
    19,471,000  
Receivables:
       
Investment securities sold
    19,093,550  
Dividends and interest
    2,614,575  
Fund shares sold
    126,013  
Securities lending income
    4,948  
Other assets
    10,319  
 
 
Total assets
    1,525,605,953  
 
 
 
Liabilities:
Due to Custodian
    17,209  
Payables:
       
Payable upon return of securities loaned
    19,471,000  
Investment securities purchased
    4,900,418  
Fund shares redeemed
    4,425,707  
Amounts owed to affiliates
    1,103,503  
Accrued expenses
    162,195  
 
 
Total liabilities
    30,080,032  
 
 
 
Net Assets:
Paid-in capital
    1,489,721,146  
Accumulated undistributed net investment income
    11,706,637  
Accumulated net realized gain from investment transactions
    4,052,450  
Net unrealized loss on investments
    (9,954,312 )
 
 
NET ASSETS
  $ 1,495,525,921  
 
 
Net Assets:
       
Institutional
  $ 1,306,158,226  
Service
    189,367,695  
 
 
Total Net Assets
  $ 1,495,525,921  
 
 
Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized):
       
Institutional
    97,041,904  
Service
    14,080,897  
 
 
Net asset value, offering and redemption price per share:
       
Institutional
  $ 13.46  
Service
    13.45  
 
 
 
(a) Includes loaned securities having a market value of $18,063,350.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Statement of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
         
Investment Income:
Dividends
  $ 15,678,371  
Interest (including securities lending income of $53,544)
    295,718  
 
 
Total investment income
    15,974,089  
 
 
 
Expenses:
Management fees
    6,353,983  
Distribution and Service fees — Service Class
    252,267  
Transfer Agent fees(a)
    158,836  
Custody and accounting fees
    54,763  
Professional fees
    35,808  
Trustee fees
    7,436  
Printing fees
    13,333  
Other
    7,761  
 
 
Total expenses
    6,884,187  
 
 
Less — expense reductions
    (19,763 )
 
 
Net expenses
    6,864,424  
 
 
NET INVESTMENT INCOME
    9,109,665  
 
 
 
Realized and unrealized gain (loss) from investment transactions:
Net realized gain from investment transactions (including commissions recaptured of $87,743)
    31,129,048  
Net change in unrealized loss on investments
    (112,544,641 )
 
 
Net realized and unrealized loss from investment transactions
    (81,415,593 )
 
 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (72,305,928 )
 
 
 
(a) Institutional and Service Class had Transfer Agent fees of $138,656 and $20,180, respectively.
 
 
 8
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Statements of Changes in Net Assets
 
                 
    For the
       
    Six Months Ended
    For the
 
    June 30, 2008
    Year Ended
 
    (Unaudited)     December 31, 2007  
 
From operations:
Net investment income
  $ 9,109,665     $ 16,589,754  
Net realized gain from investment transactions
    31,129,048       212,185,517  
Net change in unrealized loss on investments
    (112,544,641 )     (159,644,495 )
 
 
Net increase (decrease) in net assets resulting from operations
    (72,305,928 )     69,130,776  
 
 
 
Distributions to shareholders:
From net investment income
               
Institutional Shares
          (12,560,085 )
Service Shares
          (1,557,608 )
From net realized gains
               
Institutional Shares
          (232,422,728 )
Service Shares
          (33,694,519 )
 
 
Total distributions to shareholders
          (280,234,940 )
 
 
 
From share transactions:
Proceeds from sales of shares
    26,527,589       125,541,601  
Reinvestments of dividends and distributions
          280,234,940  
Cost of shares redeemed
    (242,899,439 )     (358,267,798 )
 
 
Net increase (decrease) in net assets resulting from share transactions
    (216,371,850 )     47,508,743  
 
 
TOTAL DECREASE
    (288,677,778 )     (163,595,421 )
 
 
 
Net assets:
Beginning of period
    1,784,203,699       1,947,799,120  
 
 
End of period
  $ 1,495,525,921     $ 1,784,203,699  
 
 
Accumulated undistributed net investment income
  $ 11,706,637     $ 2,596,972  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                                             
          Income (loss) from
                                        Ratios assuming no
           
          investment operations     Distributions to shareholders                                   expense reductions            
                Net
                                                    Ratio of
    Ratio of
    Ratio of
           
    Net asset
          realized
                From
          Net asset
          Net assets
    Ratio of
    net investment
    total
    net investment
           
    value,
    Net
    and
    Total from
    From net
    net
          value,
          end of
    net expenses
    income to
    expenses
    income
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    realized
    Total
    end of
    Total
    period
    to average
    average
    to average
    to average
    turnover
     
Year – Share Class   of period     income(a)     gain (loss)     operations     income     gains     distributions     period     return(b)     (in 000s)     net assets     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, (Unaudited)
2008 - Institutional
  $ 14.02     $ 0.08     $ (0.64 )   $ (0.56 )   $     $     $     $ 13.46       (3.99 )%   $ 1,306,158       0.84 %(e)     1.17 %(e)     0.84 %(e)     1.17 %(e)     44 %    
2008 - Service
    14.03       0.06       (0.64 )     (0.58 )                       13.45       (4.13 )     189,368       1.09 (e)     0.92 (e)     1.09 (e)     0.92 (e)     44      
                                                                                                                             

FOR THE YEARS ENDED DECEMBER 31,
2007 - Institutional
    16.09       0.14 (f)     0.39       0.53       (0.13 )     (2.47 )     (2.60 )     14.02       3.20       1,559,013       0.87 (c)     0.85 (f)     0.87 (c)     0.85 (f)     84      
2007 - Service
    16.09       0.12 (f)     0.40       0.52       (0.11 )     (2.47 )     (2.58 )     14.03       3.16       225,190       0.97 (c)     0.75 (f)     1.12 (c)     0.60 (f)     84      
 
 
2006 - Institutional
    15.53       0.13       2.39       2.52       (0.16 )     (1.80 )     (1.96 )     16.09       16.16       1,673,896       0.86       0.80       0.87       0.79       57      
2006 - Service(d)
    15.96       0.12       1.95       2.07       (0.14 )     (1.80 )     (1.94 )     16.09       12.91       273,903       0.96 (e)     0.72 (e)     1.12 (e)     0.56 (e)     57      
 
 
2005 - Institutional
    15.28       0.13       1.82       1.95       (0.10 )     (1.60 )     (1.70 )     15.53       12.83       1,430,814       0.87       0.83       0.87       0.83       53      
2004 - Institutional
    13.37       0.10       3.34       3.44       (0.09 )     (1.44 )     (1.53 )     15.28       25.88       917,151       0.88       0.67       0.88       0.67       72      
2003 - Institutional
    10.61       0.12       2.89       3.01       (0.11 )     (0.14 )     (0.25 )     13.37       28.39       577,923       0.91       1.02       0.91       1.02       64      
 
 
 
(a) Calculated based on the average shares outstanding methodology.
 
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
 
(c) Includes non-recurring expense for a special shareholder meeting which amounted to approximately 0.02% of average net assets.
 
(d) Service Share Class commenced operations on January 9, 2006.
 
(e) Annualized.
 
(f) Reflects income recognized from a special dividend which amounted to $0.01 per share and 0.06% of average net assets.
 
The accompanying notes are an integral part of these financial statements.

10


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
Goldman Sachs Variable Insurance Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Mid Cap Value Fund (the “Fund” or “Mid Cap Value Fund”). The Fund is a diversified portfolio under the Act offering two classes of Shares — Institutional and Service.
Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as Investment Adviser pursuant to a Management Agreement (the “Agreement”) with the Trust on behalf of the Fund.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Fund. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Fund is to value investments at market value. Investments in equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, such securities and investment companies are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services or broker/dealer-supplied valuations. The pricing services may use valuation models or matrix pricing, which consider yield or price with respect to comparable bonds, quotations from bond dealers or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, to determine current value. Unlisted equity securities for which market quotations are available are valued at the last sale price on valuation date, or if no sale occurs, at the last bid price. Investments in investment companies (other than those that are exchange traded) are valued at the net asset value per share on the valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which market quotations are not readily available or are deemed not to reflect market value by GSAM are valued at fair value using methods approved by the Trust’s Board of Trustees.
In addition, GSAM, consistent with its procedures and applicable regulatory guidance, may determine to make an adjustment to the previous closing prices of either domestic or foreign securities in light of significant events, to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events that could affect a large number of securities in a particular market may include, but are not limited to: situations relating to one or more single issuers in a market sector; significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions or market closings; government actions or other developments; as well as the same or similar events which may affect specific issuers or the securities markets even though not tied directly to the securities markets. Other significant events that could relate to a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; corporate announcements on earnings; significant litigation and regulatory news such as governmental approvals.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified-cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes, if any, which are reduced by any amounts reclaimable by the Fund, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.
Net investment income (other than class-specific expenses) and unrealized and realized gain or losses are allocated daily to each class of shares of the Fund based upon the relative proportion of net assets of each class.
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual fund of the Trust are allocated to the Fund on a straight-line and/or “pro-rata” basis depending upon the nature of the expense. Each class of
 
 
11 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
shares of the Fund separately bears its respective class-specific Transfer Agency fees. Service Shares bear all expenses and fees relating to their Distribution and Service Plan.
 
D. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required. Dividends and distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP. Therefore, the source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain, or as a tax return of capital.
In addition, distributions paid by the Fund’s investments in real estate investment trusts (“REITs”) often include a “return of capital” which is recorded by the Fund as a reduction of the cost basis of the securities held. The Code requires a REIT to distribute at least 95% of its taxable income to investors. In many cases, however, because of “non-cash” expenses such as property depreciation, a REIT’s cash flow will exceed its taxable income. The REIT may distribute this excess cash to offer a more competitive yield. This portion of the distribution is deemed a return of capital and is generally not taxable to shareholders.
The Fund adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAM has reviewed the tax positions for open tax years (tax years ended December 31, 2004-2007) and has determined that the implementation of FIN 48 did not have a material impact on the Fund’s financial statements.
 
E. Commission Recapture — The Fund may direct portfolio trades, subject to obtaining best execution, to various brokers who have agreed to rebate a portion of the commissions generated. Such rebates are made directly to the Fund as cash payments and are included in net realized gain (loss) on investments in the Statement of Operations.
 
3. AGREEMENTS
 
A. Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trust’s Board of Trustees.
As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Fund’s business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”) computed daily and payable monthly, equal to the annual percentage rate of the Fund’s average daily net assets.
For the six months ended June 30, 2008, GSAM’s contractual Management Fees are listed below along with the effective rate for the periods:
 
         
Contractual Management Rate
 
First $2 billion
  Over $2 billion   Effective Rate
 
 
0.80%
  0.72%   0.80%
 
 
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of the Service Shares of the Fund, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs and/or authorized dealers are entitled to a
 
 
 12


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
 
3. AGREEMENTS (continued)
 
monthly fee for distribution services equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.
 
C. Transfer Agency Agreement — Goldman Sachs also serves as the Transfer Agent of the Fund for a fee. The fees charged for such transfer agency services are calculated daily and payable monthly equal to an annual rate of 0.02% of the average daily net assets of the Institutional and Service Shares.
 
D. Other Agreements — GSAM has voluntarily agreed to limit certain “Other Expenses” of the Fund (excluding Management Fees, Distribution and Service Fees, Transfer Agency Fees and expenses, taxes, interest, brokerage fees and litigation, indemnification, shareholder meetings and other extraordinary expenses, exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, 0.054% of the average daily net assets of the Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. For the six months ended June 30, 2008, GSAM made no reimbursements to the Fund.
In addition, the Fund has entered into certain offset arrangements with the transfer agent resulting in a reduction in the Fund’s expenses. For the six months ended June 30, 2008, transfer agent fees were reduced by approximately $19,800.
At June 30, 2008, the amounts owed to affiliates were approximately $1,036,400, $41,200 and $25,900 for Management, Distribution and Service, and Transfer Agent Fees, respectively.
 
4. PORTFOLIO SECURITIES TRANSACTIONS
 
The cost of purchases and proceeds from sales and maturities of long term securities for the six months ended June 30, 2008 were $694,005,846 and $904,381,891, respectively. For the six months ended June 30, 2008, Goldman Sachs earned approximately $3,800 of brokerage commissions from portfolio transactions executed on behalf of the Fund.
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Fund invests:
 
         
Level   Investments in Securities Long — Assets
 
Level 1
  $ 1,496,314,900  
 
 
Level 2
    7,441,648  
 
 
Level 3
     
 
 
Total
  $ 1,503,756,548  
 
 
 
 
13 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
4. PORTFOLIO SECURITIES TRANSACTIONS (continued)
 
5. SECURITIES LENDING
 
Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), formerly Boston Global Advisers — a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund bears the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.
The Fund invests the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust (“Enhanced Portfolio”), a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by GSAM, for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in money market instruments, but is not a “money market fund” subject to the requirements of Rule 2a-7 of the Act. The Fund bears the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.
Both the Fund and GSAL receive compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the six months ended June 30, 2008 is reported parenthetically under Investment Income on the Statement of Operations. A portion of this amount, $10,727, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the six months ended June 30, 2008, GSAL earned $5,800 in fees as securities lending agent. The amount payable to Goldman Sachs upon return of securities loaned as of June 30, 2008 was $9,746,250.
 
6. LINE OF CREDIT FACILITY
 
The Fund participates in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or affiliates. This facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The committed facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Fund did not have any borrowings under the facility.
 
7. TAX INFORMATION
 
As of the Fund’s most recent fiscal year end, December 31, 2007, the Fund had certain post-October loss deferral on a tax basis in the amount of $26,052,059.
At June 30, 2008, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:
 
         
Tax cost
  $ 1,516,662,200  
 
 
Gross unrealized gain
    166,079,497  
Gross unrealized loss
    (178,985,149 )
 
 
Net unrealized security loss
  $ (12,905,652 )
 
 
 
The difference between book-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and return of capital distributions from underlying fund investments as of the most recent fiscal year end.
 
 
 14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
 
7. TAX INFORMATION (continued)
 
8. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund believes the risk of loss under these arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statement disclosures.
 
 
9. SUMMARY OF SHARE TRANSACTIONS
 
Share activity is as follows:
 
                                 
    For the Six Months Ended
   
    June 30, 2008
  For the Year Ended
    (Unaudited)   December 31, 2007
    Shares   Dollars   Shares   Dollars
 
Institutional Shares
                               
Shares sold
    1,933,452     $ 25,833,926       7,357,466     $ 124,362,206  
Reinvestment of dividends and distributions
                17,350,057       244,982,821  
Shares redeemed
    (16,080,727 )     (215,622,947 )     (17,570,640 )     (298,177,337 )
 
 
      (14,147,275 )     (189,789,021 )     7,136,883       71,167,690  
 
 
Service Shares
                               
Shares sold
    53,723       693,663       71,832       1,179,395  
Reinvestment of dividend and distributions
                2,496,609       35,252,119  
Shares redeemed
    (2,027,551 )     (27,276,492 )     (3,536,467 )     (60,090,461 )
 
 
      (1,973,828 )     (26,582,829 )     (968,026 )     (23,658,947 )
 
 
NET INCREASE (DECREASE)
    (16,121,103 )   $ (216,371,850 )     6,168,857     $ 47,508,743  
 
 
 
 
10. SUBSEQUENT EVENT
 
Effective July 1, 2008, GSAM contractually reduced its Management Fees for the Fund to achieve the following annual rates:
 
             
Contractual Management Rate
 
Up to $2 billion
  Next $3 billion   Next $3 billion   Over $8 billion
 
 
0.80%
  0.72%   0.68%   0.67%
 
 
 
 
15 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited)
 
Background
The Goldman Sachs Mid Cap Value Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) with respect to the Fund.
The Management Agreement was most recently approved by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Fund’s investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreement including: (a) the nature and quality of the advisory, administrative and other services provided to the Fund by the Investment Adviser and its affiliates; (b) the Fund’s investment performance; (c) the Fund’s management fee arrangements; (d) the Investment Adviser’s undertaking to reimburse certain expenses of the Fund that exceed a specified level; (e) potential economies of scale and the levels of breakpoints in the fees payable by the Fund under the Management Agreement; (f) the relative expense level of the Fund as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and the Fund; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Fund; (j) recently proposed changes to the expense cap arrangements and proposed amendments to the management fee schedule to further reduce the fee rates charged on assets above specified levels; (k) capacity issues relating to the Fund; (l) information on the advisory fees charged to institutional accounts by the Investment Adviser; (m) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Fund; (n) the current pricing and profitability of the Fund’s transfer agent; and (o) the nature and quality of the services provided by the Fund’s unaffiliated service providers and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund controllers group, the tax group, the product services group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio brokerage, distribution and other services; (g) the terms of the Management Agreement and agreements with other service providers entered into by the Trust on behalf of the Fund; (h) the administrative services provided under the Management Agreement, including the nature and extent of the Investment Adviser’s oversight of the Fund’s other service providers, including the custodian and fund accounting agent; (i) an update on soft dollars and other trading related issues; and (j) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest. At the Annual Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and the Fund, and the Fund’s investment performance, fees and expenses, including the Fund’s expense trends over time and existing and proposed breakpoints in the fee rate payable under the Management Agreement.
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they reviewed information regarding the Fund’s assets, sales and redemptions, the commission rates paid by the Fund on
 
 
 16


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
brokerage transactions, the Investment Adviser’s receipt of research services in connection with those transactions, and the payment of Rule 12b-1 distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares; portfolio manager compensation, the alignment of the interests of the Fund and the portfolio managers and potential conflicts of interest; the number and types of accounts managed by the portfolio managers; and other matters. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Fund and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for the Fund and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Management Agreement as it applied to the Fund.
In evaluating the Management Agreement at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Fund. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreement, including: (a) information on the investment performance of the Fund in comparison to the performance of similar mutual funds and its benchmark performance index; (b) general investment outlooks in the markets in which the Fund invests; (c) compliance reports; and (d) expenses borne by the Fund. In addition, the Trustees were provided with copies of disclosure materials regarding the Fund and its expenses, as well as information on the Fund’s competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreement
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Fund by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Fund’s transfer agent and distributor and that Goldman Sachs Agency Lending provides as securities lending agent. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Fund and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
Investment Performance
The Independent Trustees also considered the investment performance of the Fund and the Investment Adviser. In this regard, they compared the investment performance of the Fund to the performance rankings and ratings compiled by the Outside Data Provider. The Independent Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. This information on the Fund’s investment performance was provided for the one-, three-and five-year periods ended December 31, 2007. In addition, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies, as well as in light of periodic analyses of its quality and risk profile. The Independent Trustees considered whether the Fund had operated within its investment policies, and had complied with its investment limitations. The Trustees believed that the Fund was providing investment performance within a competitive range for long-term investors and that the Investment Adviser’s continued management would benefit the Fund and its shareholders.
 
Costs of Services Provided and Competitive Information
The Independent Trustees considered the contractual fee rate payable by the Fund under the Management Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.
 
 
17 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fees and breakpoints to a relevant peer group and a category universe; an expense analysis which compared the Fund’s expenses to a peer group and a category universe; and a two-year history comparing the Fund’s expenses to the category average. The analyses also compared the Fund’s transfer agency fees, custody and accounting fees, distribution fees, other expenses and waivers/reimbursements to those of a peer group and a peer group median. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertaking to limit the Fund’s “other expenses” ratio (excluding certain expenses) to a specified level.
They also considered comparative fee information for services provided by the Investment Adviser to institutional accounts and information that indicated that services provided to the Fund differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
The Independent Trustees noted the competitive nature of the mutual fund marketplace, and that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
Profitability
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and the Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
Economies of Scale
The Independent Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund, which had been implemented at the following annual percentages of the average daily net assets of the Fund:
 
         
First $2 billion
    0.80 %
Next $3 billion
    0.72  
Next $3 billion
    0.68  
Over $8 billion
    0.67  
 
The breakpoints at the $5 and $8 billion asset levels were considered by the Independent Trustees at the May Committee meeting and were approved by the Trustees at the Annual Contract Meeting. These additional breakpoints had been proposed by the Investment Adviser to further share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. In approving these fee breakpoints, the Independent Trustees considered the Investment Adviser’s potential economies of scale in managing the Fund, and whether the Fund and its shareholders were participating in the benefits of those economies. In this regard, the Independent Trustees considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; information comparing the fee rate charged by the Investment Adviser with fee rates charged by other, unaffiliated investment managers to other mutual funds; and the Investment Adviser’s voluntary undertaking to limit “other expenses” to a certain amount. Upon reviewing these matters at the Annual Contract Meeting in 2008, the Independent Trustees concluded that the fee breakpoints represented a means of ensuring that benefits of scalability would be passed along to shareholders at the specified asset levels.
 
 
 18


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Other Benefits to the Investment Adviser and Its Affiliates
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Fund as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) soft dollar benefits and research received by the Investment Adviser from broker-dealers in exchange for executing transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) fees earned by Goldman Sachs Agency Lending, an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the cash collateral invests); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; and (i) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund.
 
Other Benefits to the Fund and Its Shareholders
The Independent Trustees also noted that the Fund receives certain other benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorably with derivatives counterparties as a result of the size and reputation of the Goldman Sachs organization; (e) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization.
 
Conclusion
In connection with their consideration of the Management Agreement, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels, and that the Management Agreement should be approved and continued with respect to the Fund.
 
 
19 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 
Fund Expenses (Unaudited) — Six Month Period Ended June 30, 2008
 
As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                               
                      Expenses Paid
 
                      for the
 
      Beginning
      Ending
      Six Months
 
      Account Value
      Account Value
      Ended
 
Share Class     1/1/08       6/30/08       6/30/08*  
Institutional
                             
Actual
    $ 1,000.00       $ 960.10       $ 4.04  
Hypothetical 5% return
      1,000.00         1,020.74 +       4.17  
 
Service
                             
Actual
      1,000.00         958.70         5.26  
Hypothetical 5% return
      1,000.00         1,019.49 +       5.42  
 
 
* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2008. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.84% and 1.09% for Institutional and Service Shares, respectively.
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.
 
 
 20


 

 
     
TRUSTEES
Ashok N. Bakhru, Chairman
John P. Coblentz, Jr.
Diana M. Daniels
Patrick T. Harker
James A. McNamara
Jessica Palmer
Alan A. Shuch
Richard P. Strubel
  OFFICERS
James A. McNamara, President
John M. Perlowski, Senior Vice
  President and Treasurer
Peter V. Bonanno, Secretary
     
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
 
GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Investment Adviser
32 Old Slip, New York,
New York 10005
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
 
The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
     
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
     
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
     
 
The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital international Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.
     
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Fund’s entire investment portfolio, which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
     
     
     
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Funds.
    Toll Free (in U.S.): 800-292-4726
     
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Mid Cap Value Fund.
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
     
VITMIDCAPSAR/08-4995-MF/08-08    


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Capital Growth Fund
 
 
 
Semi-Annual Report
June 30, 2008
LOGO


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Capital Growth Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The U.S. equity markets ended the first half of the year in negative territory as volatility persisted and risk aversion remained a prevalent theme for investors. Market volatility, as measured by the CBOE volatility index (VIX), hit a five-year high during March as investor uncertainty was fueled by weakness in the Financials sector and a poor consumer confidence report that indicated an economic slowdown in progress. Commodity prices increased and crude oil prices reached record highs. The Federal Reserve Board cut short-term interest rates several times during the period and stated that economic activity shows signs of growth while inflation remains a concern.
 
Investment Objective
 
The Fund seeks long-term growth of capital.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
             
    % of
     
Holding
 
Net Assets
   
Line of Business
 
Weatherford International Ltd. 
    4.0 %   Energy
Microsoft Corp. 
    3.6     Software & Services
Suncor Energy, Inc. 
    3.4     Energy
Hess Corp. 
    3.3     Energy
Google, Inc. Class A
    3.0     Software & Services
Cisco Systems, Inc. 
    2.9     Technology Hardware & Equipment
QUALCOMM, Inc. 
    2.6     Technology Hardware & Equipment
American Tower Corp. Class A
    2.6     Telecommunication Services
Schlumberger Ltd. 
    2.6     Energy
Western Union Co. 
    2.4     Software & Services
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities will be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Shareholder Letter (continued)
 
Performance Review
 
Over the six-month period that ended June 30, 2008, the Fund’s Institutional and Service Shares generated cumulative total returns of −6.68% and −6.83%, respectively. These returns compare to the −9.06% cumulative total return of the Fund’s benchmark, the Russell 1000 Growth Index (with dividends reinvested), over the same time period.
 
The Fund outperformed its benchmark during a difficult market environment. This was largely due to stock selection.
 
The Energy sector continued to benefit as the price of oil hit new highs during the reporting period. All of the Fund’s Energy holdings delivered positive returns. Chesapeake Energy Corp.’s shares were boosted in June after the company’s Chief Executive Officer said that he expects the company to become the world’s largest natural gas producer within the next two months. He stated that Chesapeake’s current back-log represents the largest number of drilling opportunities in the company’s history. We believe that Chesapeake is well positioned as its daily gas production continues to increase, with last year marking the 18th straight year of production growth.
 
Shares of Hess Corp. benefited after reports indicated that the company may double its reserves on an offshore field in Brazil. We believe that Brazil represents a significant growth opportunity for Hess as the area shows signs of great discovery potential. Beyond Brazil, we believe that Hess’ growth prospects come predominantly from its exploration opportunities in the Gulf of Mexico, Ghana, Australia, Libya and North Dakota. In our view, Hess has the ability to add new, promising discoveries and meaningfully expand its reserves.
 
Video game publisher Activision, Inc. was a top positive contributor to performance during the reporting period after the company reported a better-than-expected fiscal fourth quarter. Activision’s results were driven by strong sales of the games Call of Duty 4 and Guitar Hero 3. The video game publisher is currently in the process of merging with Vivendi’s gaming division, Blizzard. The combined company, ActivisionBlizzard, would be the largest video game publisher in the world, with a strong portfolio of gaming franchises including the aforementioned Guitar Hero and Call of Duty as well as Tony Hawk, and the subscription-based game World of Warcraft. In our view, the merger would allow the company to decrease expenses through cost-saving synergies and also increase top-line growth through better marketing and improved game monetization. We believe Activision is well positioned to grow the company’s video game franchise as the gaming cycle has started to gain momentum with the proliferation of the next-generation consoles, namely the Playstation 3, Xbox360 and Nintendo Wii.
 
Mobile handset chip maker QUALCOMM, Inc. positively contributed to performance during the period. QUALCOMM has been a primary beneficiary of rapid growth in the smartphone market as demand for the semiconductor company’s intellectual property has increased sharply. Smartphones require advanced semiconductor chips in order to utilize data-rich Internet and multi-media capabilities. QUALCOMM receives royalties from the handset makers when the company’s patented technologies are used in mobile devices. In addition to increased sales from smartphones, the cell phone industry is transitioning to the third generation standard, or “3G,” which employs more of QUALCOMM’s patented technologies than the current standard, GSM. We believe that the expansion of the smartphone market and ongoing transition to 3G will fuel QUALCOMM’s growth in the future.
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
 
Shares of the software giant, Microsoft Corp., were down as investors expressed uncertainty about the company’s bid for Yahoo. We believe the offer makes strategic sense for Microsoft, as the acquisition may help it increase its competitiveness in Internet search and advertising. Internet search is a rapidly growing area and provides the largest return on investment of any other advertising medium. We believe, at this time, search advertising will continue to gain share and combining the second (Yahoo) and third (Microsoft) largest players in the industry will create greater challenges for Google. In our view, Google remains the dominant market share leader in Internet searches worldwide with attractive growth prospects in online advertising, search and Internet shopping. The company is an industry innovator that continues to identify additional sources of revenue by finding new ways to sell ads. We believe that the strong secular growth of search and online advertising could support another competitor in addition to Google and still provide significant opportunities for both companies. In addition to search advertising, we believe Microsoft has significant opportunities for growth in its other business segments including Windows Vista, Microsoft Office, and Xbox. The Xbox product is still early in its product life cycle and we believe Microsoft should see significant margin expansion in its gaming console business going forward.
 
Within Healthcare, Merck & Co., Inc. detracted from performance as negative headlines surrounding the company’s cholesterol drug, Vytorin, caused the stock to decline. A controversial study found that Vytorin, which is marketed through a joint venture between Merck and Schering-Plough, was no more effective in combating heart disease than a generic. In our view, the market overreacted to the clinical data and the current valuations are very attractive as they reflect essentially zero contribution from the joint venture. We believe that Merck is attractively valued and that the company has growth opportunities in its currently approved products, Gardasil and Januvia, which are preparing to launch. It’s our belief, at this time, that the company should benefit from additional products in the pipeline over the next few years.
 
Chicago Mercantile Exchange detracted from performance as the stock was down on uncertainty surrounding its planned merger with New York Mercantile Exchange. Shareholders of the latter attempted to block the deal, claiming that Chicago Mercantile Exchange’s offer is too low. We continue to like Chicago Mercantile Exchange, regardless of the merger with New York Mercantile Exchange, and believe the stock is attractively priced. In our view, the company’s long-term growth prospects are compelling as it continues to expand its customer base, enter new financial markets, and develop innovative new products.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Growth Team
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Capital Growth Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Shareholder Letter (continued)
 
information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
Principal Investment Strategies and Risks
 
The VIT Capital Growth Fund invests primarily in equity investments. The Fund is subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. Although the Fund invests primarily in publicly traded U.S. securities, the Fund may invest in foreign securities, including emerging markets securities, which may be more volatile and less liquid than investment in U.S. securities and will be subject to the risks of currency fluctuations and sudden economic or political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may participate in the initial public offering (“IPO”) market. The market value of IPO shares may fluctuate considerably due to factors such as the absence of a prior public market, unseasoned trading, and the small number of shares available for trading and limited information about the issuer. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
 
 4


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
 
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Investment Portfolio
 
(GRAPH)
 
  The Fund is actively managed and, as such, its composition may differ over time. The above graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category of the Fund reflects the value of investments in that category as a percentage of market value (excluding securities lending collateral, if any). Securities lending collateral represents 4.2% of the Fund’s net assets at June 30, 2008.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 99.9%
Automobiles & Components – 0.9%
275,600
  Gentex Corp.   $ 3,979,664  
 
 
Capital Goods – 2.7%
18,300
  Danaher Corp.     1,414,590  
12,100
  Precision Castparts Corp.     1,166,077  
58,400
  Rockwell Automation, Inc.     2,553,832  
49,130
  United Technologies Corp.     3,031,321  
48,810
  W.W. Grainger, Inc.     3,992,658  
             
          12,158,478  
 
 
Consumer Durables & Apparel – 4.8%
160,100
  Coach, Inc.*     4,623,688  
112,280
  Fortune Brands, Inc.     7,007,395  
67,200
  Harman International Industries, Inc.     2,781,408  
113,200
  Mattel, Inc.     1,937,984  
315,400
  Newell Rubbermaid, Inc.     5,295,566  
             
          21,646,041  
 
 
Diversified Financials – 3.5%
18,900
  CME Group, Inc.     7,242,291  
407,830
  The Charles Schwab Corp.     8,376,828  
             
          15,619,119  
 
 
Energy – 18.2%
150,100
  Chesapeake Energy Corp.     9,900,596  
50,100
  Halliburton Co.     2,658,807  
118,000
  Hess Corp.     14,890,420  
251,100
  Quicksilver Resources, Inc.*     9,702,504  
108,440
  Schlumberger Ltd.     11,649,709  
258,640
  Suncor Energy, Inc.     15,032,157  
363,400
  Weatherford International Ltd.*     18,021,006  
             
          81,855,199  
 
 
Food, Beverage & Tobacco – 1.9%
131,400
  PepsiCo, Inc.     8,355,726  
 
 
Health Care Equipment & Services – 4.3%
129,700
  Baxter International, Inc.     8,293,018  
147,100
  St. Jude Medical, Inc.*     6,013,448  
46,600
  Stryker Corp.     2,930,208  
33,400
  Zimmer Holdings, Inc.*     2,272,870  
             
          19,509,544  
 
 
Media – 4.0%
147,600
  Comcast Corp. Class A     2,799,972  
86,711
  Lamar Advertising Co. Class A*(a)     3,124,197  
128,100
  National CineMedia, Inc.     1,365,546  
169,225
  The McGraw-Hill Companies, Inc.     6,789,307  
119,774
  Viacom, Inc. Class B*     3,657,898  
             
          17,736,920  
 
 
Pharmaceuticals, Biotechnology & Life Sciences – 14.1%
212,434
  Amylin Pharmaceuticals, Inc.*(a)     5,393,699  
96,190
  Charles River Laboratories International, Inc.*     6,148,465  
104,400
  Genentech, Inc.*     7,923,960  
 
 
156,253
  Gilead Sciences, Inc.*     8,273,596  
105,600
  Johnson & Johnson     6,794,304  
185,400
  Merck & Co., Inc.     6,987,726  
419,500
  Schering-Plough Corp.     8,259,955  
130,200
  Teva Pharmaceutical Industries Ltd. ADR     5,963,160  
139,500
  Thermo Fisher Scientific, Inc.*     7,774,335  
             
          63,519,200  
 
 
Real Estate – 1.6%
369,900
  CB Richard Ellis Group, Inc. Class A*(a)     7,102,080  
 
 
Retailing – 4.4%
33,000
  Amazon.com, Inc.*(a)     2,419,890  
54,900
  J.C. Penney Co., Inc.     1,992,321  
394,540
  Lowe’s Companies, Inc.     8,186,705  
155,300
  Target Corp.     7,219,897  
             
          19,818,813  
 
 
Semiconductors & Semiconductor Equipment – 3.3%
343,300
  Intel Corp.     7,374,084  
232,079
  Linear Technology Corp.(a)     7,558,813  
             
          14,932,897  
 
 
Software & Services – 20.1%
257,000
  Activision, Inc.*     8,755,990  
104,400
  Citrix Systems, Inc.*     3,070,404  
211,340
  Cognizant Technology Solutions Corp. Class A*     6,870,663  
214,425
  Electronic Arts, Inc.*     9,526,903  
31,100
  Equinix, Inc.*     2,774,742  
105,200
  Fiserv, Inc.*     4,772,924  
133,600
  Global Payments, Inc.     6,225,760  
25,110
  Google, Inc. Class A*     13,218,406  
156,200
  Iron Mountain, Inc.*     4,147,110  
587,168
  Microsoft Corp.     16,152,992  
43,800
  Visa, Inc. Class A*     3,561,378  
443,391
  Western Union Co.     10,960,626  
             
          90,037,898  
 
 
Technology Hardware & Equipment – 11.8%
83,500
  Amphenol Corp. Class A     3,747,480  
63,400
  Apple, Inc.*     10,615,696  
552,890
  Cisco Systems, Inc.*     12,860,221  
301,800
  Dell, Inc.*     6,603,384  
41
  Nortel Networks Corp.*     337  
267,291
  QUALCOMM, Inc.     11,859,702  
62,500
  Research In Motion Ltd.*     7,306,250  
             
          52,993,070  
 
 
 
 
 6
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 


 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Telecommunication Services – 4.3%
279,290
  American Tower Corp. Class A*   $ 11,800,003  
96,050
  Crown Castle International Corp.*     3,720,016  
216,300
  MetroPCS Communications, Inc.*     3,830,673  
             
          19,350,692  
 
 
TOTAL COMMON STOCKS
(Cost $420,996,363)
  $ 448,615,341  
 
 
 
                 
Principal
  Interest
  Maturity
   
Amount   Rate   Date   Value
 
Short-Term Obligation – 0.1%
JPMorgan Chase Euro — Time Deposit
$314,080
  1.922%   07/01/08     $314,080  
(Cost $314,080)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING COLLATERAL
(Cost $421,310,443)
        $448,929,421  
 
 
 
             
    Interest
     
Shares   Rate   Value  
 
Securities Lending Collateral – 4.2%
Boston Global Investment Trust — Enhanced Portfolio(b)
$18,735,600
  2.745%   $ 18,735,600  
(Cost $18,735,600)
       
 
 
TOTAL INVESTMENTS – 104.2%
(Cost $440,046,043)
  $ 467,665,021  
 
 
LIABILITIES IN EXCESS OF OTHER
ASSETS – (4.2)%
    (18,650,917 )
 
 
NET ASSETS – 100.0%   $ 449,014,104  
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
Investment Abbreviation:
ADR — American Depositary Receipt
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Statement of Assets and Liabilities
 
June 30, 2008 (Unaudited)
 
 
         
Assets:
Investment in securities, at value (identified cost $421,310,443)(a)
  $ 448,929,421  
Securities lending collateral, at value which equals cost
    18,735,600  
Receivables:
       
Investment securities sold
    2,532,311  
Dividends and interest
    146,678  
Fund shares sold
    76,931  
Securities lending income
    6,975  
Other assets
    5,452  
 
 
Total assets
    470,433,368  
 
 
 
Liabilities:
Due to Custodian
    1,531  
Payables:
       
Payable upon return of securities loaned
    18,735,600  
Investment securities purchased
    1,301,855  
Fund shares redeemed
    885,363  
Amounts owed to affiliates
    360,654  
Accrued expenses
    134,261  
 
 
Total liabilities
    21,419,264  
 
 
 
Net Assets:
Paid-in capital
    613,814,477  
Accumulated undistributed net investment income
    121,471  
Accumulated net realized loss from investment transactions
    (192,540,822 )
Net unrealized gain on investments
    27,618,978  
 
 
NET ASSETS
  $ 449,014,104  
 
 
Net Assets:
       
Institutional
  $ 158,019,698  
Service
    290,994,406  
 
 
Total Net Assets
  $ 449,014,104  
 
 
Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized):
       
Institutional
    13,306,798  
Service
    24,533,905  
 
 
Net asset value, offering and redemption price per share:
       
Institutional
  $ 11.88  
Service
    11.86  
 
 
 
(a) Includes loaned securities having a market value of $18,178,716.
 
 
 8
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Statement of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
         
Investment income:
Dividends(a)
  $ 1,927,063  
Interest (including securities lending income of $50,788)
    119,121  
 
 
Total investment income
    2,046,184  
 
 
 
Expenses:
Management fees
    1,734,631  
Distribution and Service fees — Service Class
    378,829  
Transfer Agent fees(b)
    46,253  
Professional fees
    23,811  
Custody and accounting fees
    12,145  
Trustee fees
    7,436  
Other
    1,332  
 
 
Total expenses
    2,204,437  
 
 
Less — expense reductions
    (5,650 )
 
 
Net expenses
    2,198,787  
 
 
NET INVESTMENT LOSS
    (152,603 )
 
 
 
Realized and unrealized loss from investment transactions:
Net realized loss from investment transactions (including commissions recaptured of $7,928)
    (12,901,079 )
Net change in unrealized loss on investments
    (21,755,850 )
 
 
Net realized and unrealized loss from investment transactions
    (34,656,929 )
 
 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (34,809,532 )
 
 
 
(a) Foreign taxes withheld on dividends were $4,263.
 
(b) Institutional and Service Class had Transfer Agent fees of $15,949 and $30,304, respectively.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Statements of Changes in Net Assets
 
                 
    For the
       
    Six Months Ended
    For the
 
    June 30, 2008
    Year Ended
 
    (Unaudited)     December 31, 2007  
 
From operations:
Net investment income (loss)
  $ (152,603 )   $ 591,271  
Net realized gain (loss) from investment transactions
    (12,901,079 )     52,755,104  
Net change in unrealized loss on investments
    (21,755,850 )     (1,044,398 )
 
 
Net increase (decrease) in net assets resulting from operations
    (34,809,532 )     52,301,977  
 
 
 
Distributions to shareholders:
From net investment income
               
Institutional Shares
          (316,363 )
Service Shares
          (254,633 )
 
 
Total distributions to shareholders
          (570,996 )
 
 
 
From share transactions:
Proceeds from sales of shares
    9,817,372       15,692,854  
Reinvestments of dividends and distributions
          570,996  
Cost of shares redeemed
    (41,511,387 )     (104,879,500 )
 
 
Net decrease in net assets resulting from share transactions
    (31,694,015 )     (88,615,650 )
 
 
TOTAL DECREASE
    (66,503,547 )     (36,884,669 )
 
 
 
Net assets:
Beginning of period
    515,517,651       552,402,320  
 
 
End of period
  $ 449,014,104     $ 515,517,651  
 
 
Accumulated undistributed net investment income
  $ 121,471     $ 274,074  
 
 
 
 
 10
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                             
          Income (loss) from
                                        Ratios assuming no
           
          investment operations                                         expense reductions            
                Net
          Distributions to
                            Ratio of
    Ratio of
    Ratio of
           
    Net asset
    Net
    realized
          shareholders
    Net asset
          Net assets,
    Ratio of
    net investment
    total
    net investment
           
    value,
    investment
    and
    Total from
    from net
    value,
          end of
    net expenses
    income (loss)
    expenses
    income (loss)
    Portfolio
     
    beginning
    income
    unrealized
    investment
    investment
    end of
    Total
    period
    to average
    to average
    to average
    to average
    turnover
     
Year – Share Class   of period     (loss)(a)     gain (loss)     operations     income     period     return(b)     (in 000s)     net assets     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)
                                                                                                             
2008 – Institutional
  $ 12.73     $ 0.01     $ (0.86 )   $ (0.85 )   $     $ 11.88       (6.68 )%   $ 158,020       0.79 %(f)     0.10 %(f)     0.79 %(f)     0.10 %(f)     21 %    
2008 – Service
    12.73       (0.01 )     (0.86 )     (0.87 )           11.86       (6.83 )     290,994       1.04 (f)     (0.15 )(f)     1.04 (f)     (0.15 )(f)     21      
                                                                                                             
                                                                                                             
                                                                                                             
 

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                             
2007 – Institutional
    11.58       0.02 (g)     1.15       1.17       (0.02 )     12.73       10.13       172,418       0.86 (c)     0.18 (c)(g)     0.86 (c)     0.18 (c)(g)     53      
2007 – Service
    11.58       0.01 (g)     1.15       1.16       (0.01 )     12.73       10.01       343,100       0.96 (c)     0.08 (c)(g)     1.11 (c)     (0.07 )(c)(g)     53      
 
 
2006 – Institutional
    10.68       0.01       0.90       0.91       (0.01 )     11.58       8.56       165,877       0.84       0.12       0.85       0.11       70      
2006 – Service(d)
    11.03       (e)     0.55       0.55       (e)     11.58       5.01       386,526       0.94 (f)     0.03 (f)     1.10 (f)     (0.13 )(f)     70      
 
 
2005 – Institutional
    10.39       0.02       0.29       0.31       (0.02 )     10.68       2.94       168,054       0.90       0.15       0.90       0.15       35      
2004 – Institutional
    9.59       0.07       0.80       0.87       (0.07 )     10.39       9.09       186,688       0.89       0.69       0.89       0.69       45      
2003 – Institutional
    7.77       0.03       1.81       1.84       (0.02 )     9.59       23.74       179,694       1.02       0.38       1.43       (0.03 )     16      
 
 
 
(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) Includes non-recurring expense for a special shareholder meeting which amounted to approximately 0.02% of average net assets.
(d) Service Share Class commenced operations on January 9, 2006.
(e) Amount is less than $0.005 per share.
(f) Annualized.
(g) Reflects income recognized from a special dividend which amounted to $0.01 per share and 0.09% of average net assets.
 
The accompanying notes are an integral part of these financial statements.

11


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
Goldman Sachs Variable Insurance Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Capital Growth Fund (the “Fund” or “Capital Growth Fund”). The Fund is a diversified portfolio under the Act offering two classes of Shares — Institutional and Service.
Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as Investment Adviser pursuant to a Management Agreement (the “Agreement”) with the Trust on behalf of the Fund.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Fund. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Fund is to value investments at market value. Investments in equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, such securities and investment companies are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services or broker/dealer-supplied valuations. The pricing services may use valuation models or matrix pricing, which considers yield or price with respect to comparable bonds, quotations from bond dealers or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, to determine current value. Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Investments in investment companies (other than those that are exchange traded) are valued at the net asset value per share on valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which market quotations are not readily available or are deemed not to reflect market value by GSAM are valued at fair value using methods approved by the Trust’s Board of Trustees.
In addition, GSAM, consistent with its procedures and applicable regulatory guidance, may determine to make an adjustment to the previous closing prices of either domestic or foreign securities in light of significant events, to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events that could affect a large number of securities in a particular market may include, but are not limited to: situations relating to one or more single issuers in a market sector; significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions or market closings; government actions or other developments; as well as the same or similar events which may affect specific issuers or the securities markets even though not tied directly to the securities markets. Other significant events that could relate to a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; corporate announcements on earnings; significant litigation and regulatory news such as governmental approvals.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified-cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes, if any, which are reduced by any amounts reclaimable by the Fund, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.
Net investment income (other than class-specific expenses) and unrealized and realized gain or losses are allocated daily to each class of shares of the Fund based upon the relative proportion of net assets of each class.
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual fund of the Trust are allocated to the Fund on a straight-line and/or “pro-rata” basis depending upon the nature of the expense. Each class of
 
 
 12


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
shares of the Fund separately bears its respective class-specific Transfer Agency fees. Service Shares bear all expenses and fees relating to their Distribution and Service Plan.
 
D. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required. Dividends and distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP. Therefore, the source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain, or as a tax return of capital.
The Fund adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAM has reviewed the tax positions for open tax years (tax years ended December 31, 2004-2007) and has determined that the implementation of FIN 48 did not have a material impact on the Fund’s financial statements.
 
E. Commission Recapture — The Fund may direct portfolio trades, subject to obtaining best execution, to various brokers who have agreed to rebate a portion of the commissions generated. Such rebates are made directly to the Fund as cash payments and are included in net realized gain (loss) on investments in the Statement of Operations.
 
3. AGREEMENTS
 
A. Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trust’s Board of Trustees.
As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Fund’s business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”) computed daily and payable monthly, equal to the annual percentage rate of the Fund’s average daily net assets.
For the six months ended June 30, 2008, GSAM’s contractual Management Fees are listed below along with the effective rate for the period:
 
             
Contractual Management Rate
 
Up to $1 billion
  Next $1 billion   Over $2 billion   Effective Rate
 
 
0.75%
  0.68%   0.65%   0.75%
 
 
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of the Service Shares of the Fund, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs and/or authorized dealers are entitled to a monthly fee for distribution services equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.
 
C. Transfer Agency Agreement — Goldman Sachs also serves as the Transfer Agent of the Fund for a fee. The fees charged for such transfer agency services are calculated daily and payable monthly equal to an annual rate of 0.02% of the average daily net assets of the Institutional and Service Shares.
 
D. Other Agreements — GSAM has voluntarily agreed to limit certain “Other Expenses” of the Fund (excluding Management Fees, Distribution and Service Fees, Transfer Agency Fees and expenses, taxes, interest, brokerage fees and
 
 
13 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
3. AGREEMENTS (continued)
 
litigation, indemnification, shareholder meetings and other extraordinary expenses, exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, 0.114% of the average daily net assets of the Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. For the six months ended June 30, 2008, GSAM did not make any reimbursements to the Fund.
In addition, the Fund has entered into certain offset arrangements with the transfer agent resulting in a reduction in the Fund’s expenses. For the six months ended June 30, 2008, transfer agent fees were reduced by approximately $5,700.
At June 30, 2008, amounts owed to affiliates were approximately $290,300, $62,600 and $7,800 for Management, Distribution and Service, and Transfer Agent Fees, respectively.
 
4. PORTFOLIO SECURITIES TRANSACTIONS
 
The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2008 were $95,126,290 and $125,639,654, respectively. For the six months ended June 30, 2008, Goldman Sachs earned approximately $1,800 of brokerage commissions from portfolio transactions executed on behalf of the Fund.
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
 
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Fund invests:
 
         
Level   Investments in Securities Long — Assets  
   
Level 1
  $ 467,350,941  
 
 
Level 2
    314,080  
 
 
Level 3
     
 
 
Total
  $ 467,665,021  
 
 
 
5. SECURITIES LENDING
 
Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), formerly Boston Global Advisers — a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. The market
 
 
 14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
 
5. SECURITIES LENDING (continued)
 
value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund bears the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.
The Fund invests the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust (“Enhanced Portfolio”), a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by GSAM, for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in money market instruments, but is not a “money market fund” subject to the requirements of Rule 2a-7 of the Act. The Fund bears the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.
Both the Fund and GSAL receive compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the six months ended June 30, 2008 is reported parenthetically under Investment Income on the Statement of Operations. A portion of this amount, $3,800, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the six months ended June 30, 2008, GSAL earned $5,700 in fees as securities lending agent. The amount payable to Goldman Sachs upon return of securities loaned as of June 30, 2008 was $2,592,000.
 
6. LINE OF CREDIT FACILITY
 
The Fund participates in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or affiliates. This facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The committed facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Fund did not have any borrowings under the facility.
 
7. TAX INFORMATION
 
As of the Fund’s most recent fiscal year end, December 31, 2007, the Fund’s capital loss carryforwards on a tax basis were as follows:
 
         
Capital loss carryforward:(1)
       
Expiring 2008
  $ (26,173,238 )
Expiring 2009
    (92,315,074 )
Expiring 2010
    (59,269,469 )
Expiring 2011
    (1,064,803 )
 
 
Total capital loss carryforward
  $ (178,822,584 )
 
 
 
(1) Expiration occurs on December 31, of the year indicated. Due to fund mergers, utilization of these losses may be substantially limited under the Code.
 
At June 30, 2008, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:
 
         
Tax cost
  $ 440,589,128  
 
 
Gross unrealized gain
    70,142,249  
Gross unrealized loss
    (43,066,356 )
 
 
Net unrealized security gain
  $ 27,075,893  
 
 
 
The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales and differences related to tax treatment of partnership investments as of the most recent fiscal year end.
 
 
15 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
8. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund believes the risk of loss under these arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statement disclosures.
 
9. SUMMARY OF SHARE TRANSACTIONS
 
Share activity is as follows:
 
                                 
    For the Six Months Ended
       
    June 30, 2008
    For the Year Ended
 
    (Unaudited)     December 31, 2007  
       
    Shares     Dollars     Shares     Dollars  
   
 
Institutional Shares
                               
Shares sold
    769,581     $ 9,095,602       1,205,590     $ 14,854,191  
Reinvestment of dividends and distributions
                24,677       316,363  
Shares redeemed
    (1,010,425 )     (12,064,110 )     (2,008,140 )     (24,680,410 )
 
 
      (240,844 )     (2,968,508 )     (777,873 )     (9,509,856 )
 
 
Service Shares
                               
Shares sold
    59,641       721,770       70,689       838,663  
Reinvestment of dividend and distributions
                19,862       254,633  
Shares redeemed
    (2,482,928 )     (29,447,277 )     (6,516,267 )     (80,199,090 )
 
 
      (2,423,287 )     (28,725,507 )     (6,425,716 )     (79,105,794 )
 
 
NET DECREASE
    (2,664,131 )   $ (31,694,015 )     (7,203,589 )   $ (88,615,650 )
 
 
 
10. SUBSEQUENT EVENT
 
Effective July 1, 2008, GSAM contractually reduced its Management Fees for the Fund to achieve the following annual rates:
 
                 
Contractual Management Rate
 
Up to $1 billion
  Next $1 billion   Next $3 billion   Next $3 billion   Over $8 billion
 
 
0.75%
  0.68%   0.65%   0.64%   0.63%
 
 
 
 
 16


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited)
 
Background
The Goldman Sachs Capital Growth Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) with respect to the Fund.
The Management Agreement was most recently approved by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Fund’s investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreement including: (a) the nature and quality of the advisory, administrative and other services provided to the Fund by the Investment Adviser and its affiliates; (b) the Fund’s investment performance; (c) the Fund’s management fee arrangements; (d) the Investment Adviser’s undertaking to reimburse certain expenses of the Fund that exceed a specified level; (e) potential economies of scale and the levels of breakpoints in the fees payable by the Fund under the Management Agreement; (f) the relative expense level of the Fund as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and the Fund; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Fund; (j) recently proposed changes to the expense cap arrangements and proposed amendments to the management fee schedule to further reduce the fee rates charged on assets above specified levels; (k) information on the advisory fees charged to institutional accounts by the Investment Adviser; (l) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Fund; (m) the current pricing and profitability of the Fund’s transfer agent; and (n) the nature and quality of the services provided by the Fund’s unaffiliated service providers and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund controllers group, the tax group, the product services group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio brokerage, distribution and other services; (g) the terms of the Management Agreement and agreements with other service providers entered into by the Trust on behalf of the Fund; (h) the administrative services provided under the Management Agreement, including the nature and extent of the Investment Adviser’s oversight of the Fund’s other service providers, including the custodian and fund accounting agent; (i) an update on soft dollars and other trading related issues; and (j) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest. At the Annual Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and the Fund, and the Fund’s investment performance, fees and expenses, including the Fund’s expense trends over time and existing and proposed breakpoints in the fee rate payable under the Management Agreement.
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they reviewed information regarding the Fund’s assets, sales and redemptions, the commission rates paid by the Fund on brokerage transactions, the Investment Adviser’s receipt of research services in connection with those transactions, and the
 
 
17 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
payment of Rule 12b-1 distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares; portfolio manager compensation, the alignment of the interests of the Fund and the portfolio managers and potential conflicts of interest; the number and types of accounts managed by the portfolio managers; and other matters. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Fund and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for the Fund and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Management Agreement as it applied to the Fund.
In evaluating the Management Agreement at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Fund. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreement, including: (a) information on the investment performance of the Fund in comparison to the performance of similar mutual funds and its benchmark performance index; (b) general investment outlooks in the markets in which the Fund invests; (c) compliance reports; and (d) expenses borne by the Fund. In addition, the Trustees were provided with copies of disclosure materials regarding the Fund and its expenses, as well as information on the Fund’s competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreement
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Fund by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Fund’s transfer agent and distributor and that Goldman Sachs Agency Lending provides as securities lending agent. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Fund and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
Investment Performance
The Independent Trustees also considered the investment performance of the Fund and the Investment Adviser. In this regard, they compared the investment performance of the Fund to the performance rankings and ratings compiled by the Outside Data Provider. The Independent Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. This information on the Fund’s investment performance was provided for the one-, three-and five-year periods ended December 31, 2007. In addition, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies, as well as in light of periodic analyses of its quality and risk profile. The Independent Trustees considered whether the Fund had operated within its investment policies, and had complied with its investment limitations. The Trustees believed that the Fund was providing investment performance within a competitive range for long-term investors and that the Investment Adviser’s continued management would benefit the Fund and its shareholders.
 
Costs of Services Provided and Competitive Information
The Independent Trustees considered the contractual fee rate payable by the Fund under the Management Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.
 
 
 18


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fees and breakpoints to a relevant peer group and a category universe; an expense analysis which compared the Fund’s expenses to a peer group and a category universe; and a two-year history comparing the Fund’s expenses to the category average. The analyses also compared the Fund’s transfer agency fees, custody and accounting fees, distribution fees, other expenses and waivers/reimbursements to those of a peer group and a peer group median. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertaking to limit the Fund’s “other expenses” ratio (excluding certain expenses) to a specified level.
They also considered comparative fee information for services provided by the Investment Adviser to institutional accounts and information that indicated that services provided to the Fund differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
The Independent Trustees noted the competitive nature of the mutual fund marketplace, and that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
Profitability
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and the Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
Economies of Scale
The Independent Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund, which had been implemented at the following annual percentages of the average daily net assets of the Fund:
 
         
 
 
First $1 billion
    0.75 %
Next $1 billion
    0.68  
Next $3 billion
    0.65  
Next $3 billion
    0.64  
Over $8 billion
    0.63  
The breakpoints at the $5 and $8 billion asset levels were considered by the Independent Trustees at the May Committee meeting and were approved by the Trustees at the Annual Contract Meeting. These additional breakpoints had been proposed by the Investment Adviser to further share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. In approving these fee breakpoints, the Independent Trustees considered the Investment Adviser’s potential economies of scale in managing the Fund, and whether the Fund and its shareholders were participating in the benefits of those economies. In this regard, the Independent Trustees considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; information comparing the fee rate charged by the Investment Adviser with fee rates charged by other, unaffiliated investment managers to other mutual funds; and the Investment Adviser’s voluntary undertaking to limit “other expenses” to a certain amount. Upon reviewing these matters at the Annual Contract Meeting in 2008, the Independent Trustees concluded that the fee breakpoints represented a means of ensuring that benefits of scalability would be passed along to shareholders at the specified asset levels.
 
 
19 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Other Benefits to the Investment Adviser and Its Affiliates
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Fund as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) soft dollar benefits and research received by the Investment Adviser from broker-dealers in exchange for executing transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) fees earned by Goldman Sachs Agency Lending, an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the cash collateral invests); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; and (i) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund.
 
Other Benefits to the Fund and Its Shareholders
The Independent Trustees also noted that the Fund receives certain other benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorably with derivatives counterparties as a result of the size and reputation of the Goldman Sachs organization; (e) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization.
 
Conclusion
In connection with their consideration of the Management Agreement, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels, and that the Management Agreement should be approved and continued with respect to the Fund.
 
 
 20


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CAPITAL GROWTH FUND

 
Fund Expenses (Unaudited) — Six Month Period Ended June 30, 2008
 
As a shareholder of the Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000=8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                                 
                      Expenses Paid
 
                      for the
 
      Beginning
      Ending
      Six Months
 
      Account Value
      Account Value
      Ended
 
Share Class     1/1/08       6/30/08       6/30/08*  
Institutional
                               
Actual
    $ 1,000.00       $ 933 .20       $ 3.80  
Hypothetical 5% return
      1,000.00         1,020 .93+         3.97  
 
Service
                               
Actual
      1,000.00         931 .70         4.99  
Hypothetical 5% return
      1,000.00         1,019 .69+         5.22  
 
 
* Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2008. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.79% and 1.04% for Institutional and Service Shares, respectively.
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.
 
 
21 


 

 
     
     
TRUSTEES
Ashok N. Bakhru, Chairman
John P. Coblentz, Jr.
Diana M. Daniels
Patrick T. Harker
James A. McNamara
Jessica Palmer
Alan A. Shuch
Richard P. Strubel
  OFFICERS
James A. McNamara, President
John M. Perlowski, Senior Vice
  President and Treasurer
Peter V. Bonanno, Secretary
     
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
 
GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Investment Adviser
32 Old Slip, New York, New York 10005
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
 
The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
     
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
     
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
     
 
The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.
     
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Fund’s entire investment portfolio, which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
     
     
     
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.
    Toll Free (in U.S.): 800-292-4726
     
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Capital Growth Fund.
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
VITCGSAR/08-4892-MF/08-08    
 
 


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Strategic International Equity Fund
 
 
 
Semi-Annual Report
June 30, 2008
LOGO


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Strategic International Equity Fund ( the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The international equity markets experienced a difficult start to 2008, with almost all major markets falling substantially during the first six months of the year. Over that period, the MSCI EAFE Index returned −10.58%. During the first quarter of the year, growing fears of a U.S. recession, the uncertain macroeconomic environment, further write-downs from banks, a raft of negative earnings announcements, numerous ratings downgrades of bond insurers and high levels of volatility all weighed on the equity markets. March’s news that Bear Stearns, the U.S. investment bank and brokerage firm, was on the brink of insolvency and had been forced to apply for emergency funding proved that the worst of the credit crisis was not yet behind us. This also prompted investors to start questioning other banks’ liquidity positions. The second quarter proved to be another negative period for the equity markets, dominated by surging energy prices and concerns over the outlook for inflation. Oil prices climbed to yet another record high of more than $140 a barrel in June — the biggest quarterly increase in nine years. This was triggered by continued strong demand, fears of insufficient refining capacity, geopolitical concerns and higher analysts’ forecasts. Higher oil and commodity prices continued to stoke inflationary fears, posing to central banks the challenge of balancing upside risks to inflation with downside risks to economic growth.
 
Investment Objective
 
The Fund seeks long-term capital appreciation. The Fund seeks this objective by investing in the stocks of leading companies within developed and emerging countries around the world, outside the U.S.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
                 
    % of
         
Holding
 
Net Assets
   
Line of Business
 
Country
 
Total SA
    3.9 %   Energy   France
Vodafone Group PLC
    3.3     Telecommunication Services   United Kingdom
DBS Group Holdings Ltd.
    3.1     Banks   Singapore
Tesco PLC
    3.0     Food & Staples Retailing   United Kingdom
BHP Billiton Ltd.
    3.0     Materials   Australia
SAP AG
    2.9     Software & Services   Germany
Gazprom OAO ADR
    2.9     Energy   Russia
Sun Hung Kai Properties Ltd. 
    2.8     Real Estate   Hong Kong
Siemens AG (Registered)
    2.8     Capital Goods   Germany
Roche Holding AG
    2.7     Pharmaceuticals, Biotechnology & Life Sciences   Switzerland
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities will be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Shareholder Letter (continued)
 
Performance Review
 
Over the six-month period ended June 30, 2008, the Fund’s Institutional and Service Shares generated cumulative total returns of −13.37% and −13.44%, respectively. These returns compare to the −10.58% cumulative total return of the Fund’s benchmark, the MSCI EAFE Index (unhedged, with dividends reinvested), over the same time period.
 
Although the Fund outperformed its benchmark during the second quarter of 2008, a challenging first quarter caused it to underperform its benchmark over the six-month reporting period. Stock selection within Europe was the primary detractor from the Fund’s performance, with holdings in Renault, Aker Solutions and Carrefour the weakest performers at the stock-specific level. French auto manufacturer Renault performed poorly as lower than expected demand from Eastern Europe prompted concerns that the company may miss its annual growth targets. Aker Solutions, Norway’s largest maker of oil platforms and equipment, also detracted from performance. The company’s shares initially fell on concerns that slowing economic growth would negatively impact the demand for oil. Its shares then rallied in the second quarter after management announced a 20% increase in first quarter profits as higher demand for energy and rising crude prices spurred offshore oil exploration. French supermarket operator Carrefour also detracted from performance during the period. Having recently outperformed the broader market, the company’s shares fell in June after management reduced profit growth estimates due to a deterioration of the consumer environment, particularly in France.
 
The Fund’s emerging market holdings also detracted from performance during the reporting period. The weakest performers were within the Financials sector, including Sberbank and Sun Hung Kai Properties. Shares in Sberbank, Russia’s dominant banking franchise, were weak due to disappointing results in January and the deteriorating global macroeconomic outlook. Hong Kong property developer Sun Hung Kai Properties detracted from relative performance as the Hong Kong market fell 18.9% in U.S. dollar terms during the first quarter alone. Indiabulls Financial Services, India’s leading financial services group, also detracted from performance. The Indian market experienced a correction in the first quarter, declining 27% in U.S. dollar terms, on concerns over valuations and the tightening liquidity environment.
 
Strong stock selection in Japan was the leading contributor to performance during the reporting period. The leading contributor to returns was drug manufacturer Chugai Pharmaceutical, which performed well after its Swiss partner, Roche, announced plans to increase its stake in the company in order to gain greater access to Asia’s pharmaceuticals market. In addition, the Fund benefited from its holdings in Sumitomo Metal Industries and Seven & I Holdings. Sumitomo Metal Industries, Japan’s third largest steelmaker, rose on speculation that Japanese steelmakers would be able to pass on the increasing cost of raw materials to local auto manufacturers by raising steel prices. Shares in Seven & I Holdings, Japan’s largest retailer, rallied after management forecasted higher earnings and announced plans to buy back $1.7 billion of stock.
 
Other strong contributors to performance during the reporting period included Mexican retailer Walmex, which performed well after reporting a rise in first quarter net income. This was triggered by strong sales. Elsewhere, global mining groups BHP Billiton and Anglo American benefited from strong commodity prices and Russian Energy company Gazprom, benefited from record oil prices.
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs International Equity Portfolio Management Team
 
July 21, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Strategic International Equity Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
Principal Investment Strategies and Risks
 
The VIT Strategic International Equity Fund invests primarily in a diversified portfolio of equity investments in companies that are organized outside the United States or whose securities are principally traded outside the United States. The Fund is subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. Foreign and emerging market securities may be more volatile than investments in U.S. securities and will be subject to the risks of currency fluctuations and sudden economic or political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may also engage in foreign currency transactions for hedging purposes (including cross hedging) or for speculative purposes. Forward foreign currency exchange contracts are subject to the risk that the counterparty to the contract will default on its obligations. The Fund may also invest in fixed income securities, which are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 95.2%
Australia – 4.1%
211,616
  BHP Billiton Ltd. (Materials)   $ 9,006,438  
168,900
  Westpac Banking Corp. (Banks)     3,244,054  
             
          12,250,492  
 
 
Belgium – 1.9%
82,850
  InBev NV (Food, Beverage & Tobacco)     5,728,328  
 
 
Cyprus – 2.0%
614,042
  Prosafe SE (Energy)(a)     6,079,318  
 
 
France – 14.0%
129,805
  Carrefour SA (Food & Staples Retailing)     7,316,812  
75,538
  Ipsen SA (Pharmaceuticals, Biotechnology & Life Sciences)     3,860,479  
70,193
  Renault SA (Automobiles & Components)     5,712,757  
62,340
  Societe Generale (Banks)     5,404,808  
136,099
  Total SA (Energy)     11,584,516  
214,443
  Vivendi (Media)     8,085,841  
             
          41,965,213  
 
 
Germany – 13.2%
45,990
  Allianz SE (Registered) (Insurance)(b)     8,089,777  
51,794
  Bilfinger & Berger AG (Capital Goods)     4,491,241  
17,885
  E.ON AG (Utilities)     3,604,613  
43,568
  Merck KGaA (Pharmaceuticals, Biotechnology & Life Sciences)     6,191,082  
166,766
  SAP AG (Software & Services)     8,728,087  
74,989
  Siemens AG (Registered) (Capital Goods)     8,313,277  
             
          39,418,077  
 
 
Greece – 1.3%
160,250
  EFG Eurobank Ergasias (Banks)     3,815,656  
 
 
Hong Kong – 2.8%
616,000
  Sun Hung Kai Properties Ltd. (Real Estate)     8,373,947  
 
 
India – 0.4%
143,994
  Indiabulls Financial Services Ltd. GDR (Diversified Financials)     800,607  
174,747
  Indiabulls Securities GDR (Diversified Financials)*     309,691  
             
          1,110,298  
 
 
Italy – 1.8%
293,011
  Mediobanca SpA (Diversified Financials)(a)     4,965,632  
60,325
  Snam Rete Gas SpA (Utilities)     411,200  
             
          5,376,832  
 
 
Japan – 21.0%
564,000
  Asahi Glass Co. Ltd. (Capital Goods)     6,828,316  
199,700
  Chugai Pharmaceutical Co. Ltd. (Pharmaceuticals, Biotechnology & Life Sciences)(a)     3,193,153  
354,000
  Fujitsu Ltd. (Technology Hardware & Equipment)     2,628,740  
190,000
  Mitsubishi Estate Co. Ltd. (Real Estate)     4,349,978  
932
  Nippon Telegraph & Telephone Corp. (Telecommunication Services)     4,598,745  
333,100
  Nomura Holdings, Inc. (Diversified Financials)     4,932,668  
122,000
  Olympus Corp. (Health Care Equipment & Services)     4,135,952  
258,200
  Seven & I Holdings Co. Ltd. (Food & Staples Retailing)     7,393,067  
157,000
  Sony Corp. (Consumer Durables & Apparel)     6,881,887  
532,000
  Sumitomo Electric Industries Ltd. (Capital Goods)     6,756,157  
1,118,000
  Sumitomo Metal Industries Ltd. (Materials)     4,922,341  
802
  Sumitomo Mitsui Financial Group, Inc. (Banks)     6,031,207  
             
          62,652,211  
 
 
Luxembourg – 1.4%
41,050
  Millicom International Cellular SA SDR (Telecommunication Services)     4,225,888  
 
 
Netherlands – 1.9%
293,299
  Aegon NV (Insurance)     3,855,913  
24,922
  Akzo Nobel NV (Materials)     1,705,502  
             
          5,561,415  
 
 
Norway – 2.1%
119,316
  Schibsted ASA (Media)     3,378,344  
76,700
  StatoilHydro ASA (Energy)     2,861,659  
             
          6,240,003  
 
 
Russia – 4.5%
148,165
  Gazprom OAO ADR (Energy)     8,593,570  
1,669
  Sberbank GDR (Banks)     609,377  
11,727
  Sberbank GDR (Registered S) (Banks)*     4,281,703  
             
          13,484,650  
 
 
Singapore – 3.1%
676,000
  DBS Group Holdings Ltd. (Banks)     9,405,167  
 
 
Sweden – 1.3%
121,258
  SSAB Svenskt Stal AB Series A (Materials)     3,888,903  
 
 
 
 
 4
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 


 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Switzerland – 4.0%
45,589
  Roche Holding AG (Pharmaceuticals, Biotechnology & Life Sciences)   $ 8,195,640  
184,787
  UBS AG (Registered) (Diversified Financials)*     3,850,636  
             
          12,046,276  
 
 
United Kingdom – 14.4%
106,209
  Anglo American PLC (Materials)     7,459,509  
47,596
  Cookson Group PLC (Capital Goods)     592,112  
123,296
  HSBC Holdings PLC (Banks)     1,898,469  
342,332
  Prudential PLC (Insurance)     3,610,857  
966,555
  Royal Bank of Scotland Group PLC (Banks)     4,114,784  
393,020
  Shire Ltd. (Pharmaceuticals, Biotechnology & Life Sciences)     6,424,906  
1,238,476
  Tesco PLC (Food & Staples Retailing)     9,058,659  
3,365,907
  Vodafone Group PLC (Telecommunication Services)     9,917,088  
             
          43,076,384  
 
 
TOTAL COMMON STOCKS
(Cost $315,929,514)
  $ 284,699,058  
 
 
 
                 
Principal
  Interest
  Maturity
   
Amount   Rate   Date   Value
 
Short-Term Obligation – 2.8%
JPMorgan Chase Euro – Time Deposit
$8,306,786
  1.922%   07/01/08     $  8,306,786  
(Cost $8,306,786)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING COLLATERAL
(Cost $324,236,300)
        $293,005,844  
 
 
 
         
    Interest
   
Shares   Rate        Value
 
Securities Lending Collateral – 2.0%
Boston Global Investment Trust – Enhanced Portfolio(c)
 6,065,970
  2.745%   $  6,065,970
(Cost $6,065,970)
   
 
 
TOTAL INVESTMENTS – 100.0%
(Cost $330,302,270)
  $299,071,814
 
 
LIABILITIES IN EXCESS OF
OTHER ASSETS – (0.0)%
  (121,240)
 
 
NET ASSETS — 100.0%   $298,950,574
 
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) All or a portion of security is segregated for initial margin requirements on futures transactions.
 
(c) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
Investment Abbreviations:
ADR—American Depositary Receipt
GDR—Global Depositary Receipt
SDR—Swedish Depositary Receipt
 
         
    As a % of
 
    Net Assets  
 
Investments Industry Classifications
Automobiles & Components
    1.9 %
Banks
    12.9  
Capital Goods
    9.1  
Consumer Durables & Apparel
    2.3  
Diversified Financials
    5.0  
Energy
    9.8  
Food & Staples Retailing
    7.9  
Food, Beverage & Tobacco
    1.9  
Health Care Equipment & Services
    1.4  
Insurance
    5.2  
Materials
    9.0  
Media
    3.8  
Pharmaceuticals, Biotechnology & Life Sciences
    9.4  
Real Estate
    4.3  
Short-term Investments#
    4.8  
Software & Services
    2.9  
Technology Hardware & Equipment
    0.9  
Telecommunication Services
    6.2  
Utilities
    1.3  
 
 
TOTAL INVESTMENTS
    100.0 %
 
 
 
Industry concentrations greater than one-tenth of one percent are disclosed.
 
# Short-term investments include a short-term obligation and securities lending collateral.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
 
 
ADDITIONAL INVESTMENT INFORMATION
 
 
FORWARD FOREIGN CURRENCY CONTRACTS — At June 30, 2008, the Fund had outstanding forward foreign currency exchange contracts to sell foreign currencies:
 
                                         
Open Forward Foreign Currency
  Contract
    Expiration
    Value on
    Current
    Unrealized
 
Contracts with Unrealized Loss   Type     Date     Settlement Date     Value     Loss  
   
Swiss Franc
    Sale       8/18/08     $ 744,758     $ 767,511     $ (22,753 )
 
 
 
 
 6
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statement of Assets and Liabilities
 
June 30, 2008 (Unaudited)
 
 
         
Assets:
Investment in securities, at fair value (identified cost $324,236,300)(a)
  $ 293,005,844  
Securities lending collateral, at value which equals cost
    6,065,970  
Foreign currency at value (identified cost $4,946,244)
    4,943,578  
Receivables:
       
Investment securities sold, at value
    4,814,866  
Dividends and interest, at value
    737,462  
Foreign tax reclaims, at value
    168,765  
Fund shares sold
    84,573  
Securities lending income
    32,262  
Other assets
    3,682  
 
 
Total assets
    309,857,002  
 
 
 
Liabilities:
Due to Custodian
    186,931  
Payables:
       
Payable upon return of securities loaned
    6,065,970  
Investment securities purchased, at value
    3,998,249  
Amounts owed to affiliates
    298,843  
Fund shares redeemed
    135,079  
Forward foreign currency exchange contracts, at value
    22,753  
Accrued expenses
    198,603  
 
 
Total liabilities
    10,906,428  
 
 
 
Net Assets:
Paid-in capital
    340,507,511  
Accumulated undistributed net investment income
    7,512,725  
Accumulated net realized loss from investment, futures and foreign currency related transactions
    (17,844,269 )
Net unrealized loss on investments, futures and translation of assets and liabilities denominated in foreign currencies
    (31,225,393 )
 
 
NET ASSETS
  $ 298,950,574  
 
 
Net Assets:
       
Institutional
  $ 121,504,992  
Service
    177,445,582  
 
 
Total Net Assets
  $ 298,950,574  
 
 
Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized):
       
Institutional
    10,193,776  
Service
    14,904,003  
 
 
Net asset value, offering and redemption price per share:
       
Institutional
  $ 11.92  
Service
    11.91  
 
 
 
(a) Includes loaned securities having a market value of $5,762,280.
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statement of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
         
Investment income:
Dividends(a)
  $ 8,444,396  
Interest (including securities lending income of $397,450)
    515,447  
 
 
Total investment income
    8,959,843  
 
 
 
Expenses:
Management fees
    1,597,039  
Distribution and Service fees — Service Class
    242,306  
Custody and accounting fees
    61,136  
Printing fees
    53,270  
Professional fees
    45,336  
Transfer Agent fees(b)
    31,938  
Trustee fees
    7,436  
Other
    8,488  
 
 
Total expenses
    2,046,949  
 
 
Less — expense reductions
    (5,056 )
 
 
Net expenses
    2,041,893  
 
 
NET INVESTMENT INCOME
    6,917,950  
 
 
 
Realized and unrealized gain (loss) from investment, futures and foreign currency transactions:
Net realized gain (loss) from:
       
Investment transactions
    (21,084,994 )
Futures transactions
    (1,636,154 )
Foreign currency related transactions
    353,360  
Net change in unrealized gain (loss) on:
       
Investments
    (32,415,544 )
Futures
    (144,190 )
Translation of assets and liabilities denominated in foreign currencies
    39,991  
 
 
Net realized and unrealized loss from investment, futures and foreign currency transactions
    (54,887,531 )
 
 
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (47,969,581 )
 
 
 
(a) Foreign taxes withheld on dividends were $644,020.
 
(b) Institutional and Service Class had Transfer Agent fees of $12,555 and $19,383, respectively.
 
 
 8
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statements of Changes in Net Assets
 
                 
    For the
       
    Six Months Ended
    For the
 
    June 30, 2008     Year Ended  
    (Unaudited)     December 31, 2007  
 
From operations:
Net investment income
  $ 6,917,950     $ 4,895,331  
Net realized gain (loss) from investment, futures and foreign currency related transactions
    (22,367,788 )     69,276,295  
Net change in unrealized loss on investments, futures and translation of assets and liabilities denominated in foreign currencies
    (32,519,743 )     (45,301,763 )
 
 
Net increase (decrease) in net assets resulting from operations
    (47,969,581 )     28,869,863  
 
 
 
Distributions to shareholders:
From net investment income
               
Institutional Shares
          (1,823,709 )
Service Shares
          (2,976,397 )
From net realized gains
               
Institutional Shares
          (14,340,235 )
Service Shares
          (23,860,510 )
 
 
Total distributions to shareholders
          (43,000,851 )
 
 
 
From share transactions:
Proceeds from sales of shares
    9,942,431       13,917,078  
Reinvestments of dividends and distributions
          43,000,851  
Cost of shares redeemed
    (25,708,278 )     (68,147,262 )
 
 
Net decrease in net assets resulting from share transactions
    (15,765,847 )     (11,229,333 )
 
 
TOTAL DECREASE
    (63,735,428 )     (25,360,321 )
 
 
 
Net assets:
Beginning of period
    362,686,002       388,046,323  
 
 
End of period
  $ 298,950,574     $ 362,686,002  
 
 
Accumulated undistributed net investment income
  $ 7,512,725     $ 594,775  
 
 
 
 
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                                             
          Income (loss) from
                                        Ratios assuming no
           
          investment operations     Distributions to shareholders                                   expense reductions            
                Net
                                                    Ratio of
    Ratio of
    Ratio of
           
    Net asset
          realized
                From
          Net asset
          Net assets,
    Ratio of
    net investment
    total
    net investment
           
    value,
    Net
    and
    Total from
    From net
    net
          value,
          end of
    net expenses
    income to
    expenses
    income (loss)
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    realized
    Total
    end of
    Total
    period
    to average
    average
    to average
    to average
    turnover
     
Year – Share Class   of period     income(a)     gain (loss)     operations     income     gains     distributions     period     return(b)     (in 000s)     net assets     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)
                                                                                                                             
2008 - Institutional
  $ 13.76     $ 0.29 (g)   $ (2.13 )   $ (1.84 )   $     $     $     $ 11.92       (13.37 )%   $ 121,505       1.13 %(h)     3.62 %(h)(g)     1.13 %(h)     3.62 %(h)(g)     61 %    
2008 - Service
    13.76       0.26 (g)     (2.11 )     (1.85 )                       11.91       (13.44 )     177,446       1.38 (h)     3.21 (h)(g)     1.38 (h)     3.21 (h)(g)     61      
                                                                                                                             
                                                                                                                             
                                                                                                                             
 

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                                             
2007 - Institutional
    14.49       0.20       0.92       1.12       (0.21 )     (1.64 )     (1.85 )     13.76       7.88       136,785       1.16 (c)     1.30 (c)     1.16 (c)     1.30 (c)     134      
2007 - Service
    14.49       0.20       0.92       1.12       (0.21 )     (1.64 )     (1.85 )     13.76       7.86       225,901       1.18 (c)     1.30 (c)     1.41 (c)     1.07 (c)     134      
 
 
2006 - Institutional
    12.05       0.22       2.44 (d)     2.66       (0.22 )           (0.22 )     14.49       22.10 (e)     127,795       1.15       1.64       1.16       1.63       76      
2006 - Service(f)
    12.71       0.22       1.78 (d)     2.00       (0.22 )           (0.22 )     14.49       15.74 (e)     260,251       1.17 (h)     1.68 (h)     1.41 (h)     1.44 (h)     76      
 
 
2005 - Institutional
    10.62       0.09       1.38       1.47       (0.04 )           (0.04 )     12.05       13.70       109,399       1.20       0.81       1.36       0.66       56      
2004 - Institutional
    9.48       0.07       1.18       1.25       (0.11 )           (0.11 )     10.62       13.48       108,624       1.20       0.75       1.35       0.60       63      
2003 - Institutional
    7.25       0.04       2.53       2.57       (0.34 )           (0.34 )     9.48       35.49       106,792       1.37       0.49       2.60       (0.74 )     49      
 
 
 
(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than a full year are not annualized.
(c) Includes non-recurring expense for a special shareholder meeting which amounted to approximately 0.02% of average net assets.
(d) Reflects an increase of $0.05 due to payments by previous investment manager of a merged fund to compensate for possible adverse affects of the trading activity by certain contract holders of the acquired fund prior to January 9, 2006.
(e) Performance has not been restated to reflect the impact of payments by previous investment manager of a merged fund recorded during the period related to (d) above. If restated, the performance would have been 21.69% and 15.26% for Institutional and Service Shares, respectively.
(f) Service Share Class commenced operations on January 9, 2006.
(g) Reflects income recognized from a corporate action which amounted to $0.12 per share and 0.95% of average net assets.
(h) Annualized.
 
The accompanying notes are an integral part of these financial statements.

10


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
The Goldman Sachs Variable Insurance Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Strategic International Equity Fund (formerly “Goldman Sachs International Equity Fund”) (the “Fund” or “Strategic International Equity Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service.
Goldman Sachs Asset Management International (“GSAMI”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as the Investment Adviser pursuant to a Management Agreement (the “Agreement”) with the Trust on behalf of the Fund.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Fund. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Fund is to value investments at market value. Investments in equity securities traded on a foreign securities exchange are valued daily at fair value determined by an independent fair value service (if available) under valuation procedures approved by the Board of Trustees consistent with applicable regulatory guidance. The independent service takes into account multiple factors including, but not limited to, movements in the U.S. securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of foreign securities exchanges. While the independent service may not take into account market or security specific information, under the valuation procedures these securities might also be fair valued by the adviser by taking into consideration market or security specific information, as discussed below.
Investments in equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system or for investments in securities traded on a foreign securities exchange for which an independent fair value service cannot provide a quote are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If no sale occurs, such securities are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services or broker/dealer-supplied valuations. The pricing services may use valuation models or matrix pricing, which considers yield or price with respect to comparable bonds, quotations from bond dealers or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, to determine current value. Unlisted equity securities for which market quotations are available are valued at the last sale price on valuation date, or if no sale occurs, at the last bid price. Investments in investment companies (other than those that are exchange traded) are valued at the net asset value per share on the valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which quotations are not readily available or are deemed not to reflect market value by GSAMI are valued at fair value using methods approved by the Trust’s Board of Trustees.
In addition, GSAMI, consistent with its procedures and applicable regulatory guidance, may determine to make an adjustment to the previous closing prices of either domestic or foreign securities in light of significant events, to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events that could affect a large number of securities in a particular market may include, but are not limited to: situations relating to one or more single issuers in a market sector; significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions or market closings; government actions or other developments; as well as the same or similar events which may affect specific issuers or the securities markets even though not tied directly to the securities markets. Other significant events that could relate to a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; corporate announcements on earnings; significant litigation and regulatory news such as governmental approvals.
 
 
11 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
Investing in foreign markets may involve special risks and considerations not typically associated with investing in the United States. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and have delayed settlements, and their prices may be more volatile than those of comparable securities in the United States.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified-cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes, if any, which are reduced by any amounts reclaimable by the Fund, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted. In addition, it is the Fund’s policy to accrue for estimated capital gains taxes on foreign securities held by the Fund which are subject to such taxes.
Net investment income (other than class-specific expenses) and unrealized and realized gain or losses are allocated daily to each class of shares of the Fund based upon the relative proportion of net assets of each class.
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual fund of the Trust are allocated to the Fund on a straight-line and/or “pro-rata” basis depending upon the nature of the expense. Each class of shares of the Fund separately bears its respective class-specific Transfer Agency fees. Service Shares bear all expenses and fees relating to their Distribution and Service Plan.
 
D. Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required. Dividends and distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid annually. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP. Therefore, the source of the Fund’s distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain, or as a tax return of capital.
The Fund adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAMI has reviewed the tax positions for open tax years (tax years ended December 31, 2004-2007) and has determined that the implementation of FIN 48 did not have a material impact on the Fund’s financial statements.
 
E. Foreign Currency Translations — The books and records of the Fund are maintained in U.S. dollars. Amounts denominated in foreign currencies are translated into U.S. dollars on the following basis: (i) investment valuations, foreign currency and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates; and (ii) purchases and sales of foreign investments, income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions.
Net realized and unrealized gain (loss) on foreign currency transactions will represent: (i) foreign exchange gains and losses from the sale and holdings of foreign currencies; (ii) gains and losses from the sale of investments (applicable to fixed income securities); (iii) currency gains and losses between trade date and settlement date on investment securities transactions and forward exchange contracts; and (iv) gains and losses from the difference between amounts of interest, dividends and foreign withholding taxes recorded and the amounts actually received. The effects of changes in foreign currency exchange rates on securities and derivative instruments are not segregated in the Statement of Operations from the effects of changes in market prices of those securities and derivative instruments, but are included with the net realized and
 
 
 12


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
unrealized gain (loss) on securities and derivative instruments. 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 gain (loss) on foreign currency related transactions.
 
F. Forward Foreign Currency Exchange Contracts — The Fund may enter into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date as a hedge or cross-hedge against either specific transactions or portfolio positions. The Fund may also purchase and sell forward contracts to seek to increase total return. All commitments are “marked-to-market” daily at the applicable translation rates 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 a forward contract is offset by entry into a closing transaction or extinguished by delivery of the currency. Risks may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.
The contractual amounts of forward foreign currency exchange contracts do not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered.
 
G. Futures Contracts — The Fund may enter into futures transactions to hedge against changes in interest rates, securities prices, currency exchange rates or to seek to increase total return. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Fund is required to segregate cash or securities equal to the minimum “initial margin” requirement of the associated futures exchange. Subsequent payments for futures contracts (“variation margin”) are paid or received by the Fund, dependent on the daily fluctuations in the value of the contracts, and are recorded for financial reporting purposes as unrealized gains or losses. When contracts are closed, the Fund realizes a gain or loss which is reported in the Statement of Operations.
The use of futures contracts involves, to varying degrees, elements of market and counterparty risk which may exceed the amounts recognized in the Statement of Assets and Liabilities. Changes in the value of a futures contract may not directly correlate with changes in the value of the underlying securities. These risks may decrease the effectiveness of the Fund’s strategies and potentially result in a loss.
 
3. AGREEMENTS
 
A. Management Agreement — Under the Agreement, GSAMI manages the Fund subject to the general supervision of the Trust’s Board of Trustees.
As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administering the Fund’s business affairs, including providing facilities, GSAMI is entitled to a fee (“Management Fee”) computed daily and payable monthly, equal to an annual percentage rate of the Fund’s average daily net assets.
For the six months ended June 30, 2008, GSAMI’s contractual Management Fees are listed below along with the effective rate for the period:
 
             
Contractual Management Rate
 
Up to $1 billion
  Next $1 billion   Over $2 billion   Effective Rate
 
 
1.00%
  0.90%   0.86%   1.00%
 
 
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of Service Shares of the Fund, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs and/or authorized dealers are entitled to a monthly fee for distribution services equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.
 
 
13 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
3. AGREEMENTS (continued)
 
C. Transfer Agency Agreement — Goldman Sachs also serves as the Transfer Agent of the Fund for a fee. The fees charged for such Transfer Agency services are calculated daily and payable monthly equal to an annual rate of 0.02% for the average daily net assets of the Institutional and Service Shares.
 
D. Other Agreements — GSAMI has voluntarily agreed to limit certain “Other Expenses” (excluding Management Fees, Distribution and Service Fees, Transfer Agency Fees and expenses, taxes, interest, brokerage fees and litigation, indemnification, shareholder meetings and other extraordinary expenses, exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, 0.164% of the average daily net assets of the Fund. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAMI for prior fiscal year expense reimbursements, if any. For the six months ended June 30, 2008, GSAMI made no reimbursements to the Fund.
In addition, the Fund has entered into certain offset arrangements with the transfer agent resulting in a reduction in the Fund’s expenses. For the six months ended June 30, 2008, transfer agent fees were reduced by approximately $5,100.
At June 30, 2008, the amounts owed to affiliates were approximately $255,700, $38,000 and $5,100 for Management, Distribution and Service, and Transfer Agent Fees, respectively.
 
4. PORTFOLIO SECURITIES TRANSACTIONS
 
The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2008, were $188,263,812 and $201,931,353, respectively. For the six months ended June 30, 2008, Goldman Sachs earned approximately $2,800 of brokerage commissions from portfolio transactions, including futures transactions executed with Goldman Sachs as the Futures Commission Merchant, on behalf of the Fund.
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
 
 
 14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
 
4. PORTFOLIO SECURITIES TRANSACTIONS (continued)
 
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Fund invests:
 
                 
Level   Investments in Securities Long – Assets     Other Investments – Liabilities  
   
Level 1
  $ 6,065,970        
 
 
Level 2
    293,005,844 (a)     22,753  
 
 
Level 3
           
 
 
Total
  $ 299,071,814       22,753  
 
 
(a)  To adjust for differing local market close timing, the Fund utilizes fair value model prices for international equities provided by an independent service resulting in a Level 2 classification.
 
5. SECURITIES LENDING
 
Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), formerly Boston Global Advisers — a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund bears the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.
The Fund invests the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust (“Enhanced Portfolio”), a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by Goldman Sachs Asset Management, L.P. (“GSAM”), for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in money market instruments, but is not a “money market fund” subject to the requirements of Rule 2a-7 of the Act. The Fund bears the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.
Both the Fund and GSAL receive compensation relating to the lending of the Fund’s securities. The amount earned by the Fund for the six months ended June 30, 2008 is reported parenthetically under Investment Income on the Statement of Operations. A portion of this amount, $32,746, represents compensation earned by the Fund from lending its securities to Goldman Sachs. For the six months ended June 30, 2008, GSAL earned $43,727 in fees as securities lending agent.
 
6. LINE OF CREDIT FACILITY
 
The Fund participates in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAMI or GSAM. This facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The committed facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Fund did not have any borrowings under the facility.
 
 
15 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
 
7. TAX INFORMATION
 
As of the Fund’s most recent fiscal year end, December 31, 2007, the Fund’s capital loss carryforwards on a tax basis were as follows:
 
         
Capital loss carryforward:(1)
       
Expiring 2008
  $ (2,072,911 )
Expiring 2009
    (2,072,911 )
Expiring 2010
    (6,928,702 )
Expiring 2011
    (609,034 )
 
 
Total capital loss carryforward
  $ (11,683,558 )
 
 
(1) Expiration occurs on December 31, of the year indicated. Due to fund mergers, utilization of these losses may be substantially limited under the Code.
 
At June 30, 2008, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:
 
         
Tax cost
  $ 330,282,471  
 
 
Gross unrealized gain
    8,177,286  
Gross unrealized loss
    (39,387,943 )
 
 
Net unrealized security loss
  $ (31,210,657 )
 
 
 
The difference between book-basis and tax basis unrealized gains (losses) is attributable primarily to wash sales, net mark to market on foreign currency contracts and differences in tax treatment of partnership investments as of the most recent fiscal year end.
 
8. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Fund. Additionally, in the course of business, the Fund enters into contracts that contain a variety of indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be against the Fund that have not yet occurred. However, the Fund believes the risk of loss under these made arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statement disclosures.
 
 
 16


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
 
 
9. SUMMARY OF SHARE TRANSACTIONS
 
Share activity is as follows:
 
                                 
    For the Six Months Ended
       
    June 30, 2008
    For the Year Ended
 
    (Unaudited)     December 31, 2007  
    Shares     Dollars     Shares     Dollars  
   
Institutional Shares
                               
Shares sold
    655,957     $ 8,224,949       847,320     $ 12,896,119  
Reinvestment of dividends and distributions
                1,186,780       16,163,939  
Shares redeemed
    (403,269 )     (5,085,222 )     (914,864 )     (13,848,248 )
 
 
      252,688       3,139,727       1,119,236       15,211,810  
 
 
Service Shares
                               
Shares sold
    137,095       1,717,482       68,040       1,020,959  
Reinvestment of dividend and distributions
                1,970,404       26,836,912  
Shares redeemed
    (1,649,953 )     (20,623,056 )     (3,587,107 )     (54,299,014 )
 
 
      (1,512,858 )     (18,905,574 )     (1,548,663 )     (26,441,143 )
 
 
NET DECREASE
    (1,260,170 )   $ (15,765,847 )     (429,427 )   $ (11,229,333 )
 
 
 
10. SUBSEQUENT EVENT
 
Effective July 1, 2008, GSAMI contractually reduced its Management Fees for the Fund to achieve the following annual rates:
 
                 
Up to $1 billion
  Next $1 billion   Next $3 billion   Next $3 billion   Over $8 billion
 
 
1.00%
  0.90%   0.86%   0.84%   0.82%
 
 
 
 
17 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

Statement Regarding Basis for Approval of Management Agreement (Unaudited)
 
Background
 
The Goldman Sachs Strategic International Equity Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management International (the “Investment Adviser”) with respect to the Fund.
 
The Management Agreement was most recently approved by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
 
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Fund’s investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreement including: (a) the nature and quality of the advisory, administrative and other services provided to the Fund by the Investment Adviser and its affiliates; (b) the Fund’s investment performance; (c) the Fund’s management fee arrangements; (d) the Investment Adviser’s undertaking to reimburse certain expenses of the Fund that exceed a specified level; (e) potential economies of scale and the levels of breakpoints in the fees payable by the Fund under the Management Agreement; (f) the relative expense level of the Fund as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and the Fund; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Fund; (j) recently proposed changes to the expense cap arrangements, and proposed amendments to the management fee schedule to further reduce the fee rates charged on assets above specified levels; (k) information on the advisory fees charged to institutional accounts by the Investment Adviser; (l) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Fund; (m) the current pricing and profitability of the Fund’s transfer agent; and (n) the nature and quality of the services provided by the Fund’s unaffiliated service providers and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
 
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund
 
 
 18


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
controllers group, the tax group, the Product Services Group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio brokerage, distribution and other services; (g) the terms of the Management Agreement and agreements with other service providers entered into by the Trust on behalf of the Fund; (h) the administrative services provided under the Management Agreement, including the nature and extent of the Investment Adviser’s oversight of the Fund’s other service providers, including the custodian and fund accounting agent; (i) an update on soft dollars and other trading related issues; and (j) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest. At the Annual Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and the Fund, and the Fund’s investment performance, fees and expenses, including the Fund’s expense trends over time and existing and proposed breakpoints in the fee rate payable under the Management Agreement.
 
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they reviewed information regarding the Fund’s assets, sales and redemptions, the commission rates paid by the Fund on brokerage transactions, the Investment Adviser’s receipt of research services in connection with those transactions and the payment of Rule 12b-1 distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares; portfolio manager compensation, the alignment of the interests of the Fund and the portfolio managers and potential conflicts of interest; the number and types of accounts managed by the portfolio managers; and other matters. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
 
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Fund and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for the Fund and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Management Agreement as it applied to the Fund.
 
In evaluating the Management Agreement at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Fund. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreement, including: (a) information on the investment performance of the Fund in comparison to the performance of similar mutual funds and its benchmark performance index; (b) general investment outlooks in the markets in which the Fund invests; (c) compliance reports; and (d) expenses borne by the Fund. In addition, the Trustees were provided with copies of disclosure materials regarding the Fund and its expenses, as
 
 
19 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
well as information on the Fund’s competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreement
 
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Fund by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Fund’s transfer agent and distributor and that Goldman Sachs Agency Lending provides as securities lending agent. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Fund and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
Investment Performance
 
The Independent Trustees also considered the investment performance of the Fund and the Investment Adviser. In this regard, they compared the investment performance of the Fund to the performance rankings and ratings compiled by the Outside Data Provider. The Independent Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. This information on the Fund’s investment performance was provided for the one-, three-, and five-year periods ended December 31, 2007. In addition, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies, as well as in light of periodic analyses of its quality and risk profile. The Independent Trustees considered whether the Fund had operated within its investment policies, and had complied with its investment limitations. The Trustees believed that the Fund was providing investment performance within a competitive range for long-term investors and that the Investment Adviser’s continued management would benefit the Fund and its shareholders.
 
Costs of Services Provided and Competitive Information
 
The Independent Trustees considered the contractual fee rate payable by the Fund under the Management Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.
 
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fees and breakpoints to a relevant peer group and
 
 
 20


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
a category universe; an expense analysis which compared the Fund’s expenses to a peer group and a category universe; and a two-year history comparing the Fund’s expenses to the category average. The analyses also compared the Fund’s transfer agency fees, custody and accounting fees, distribution fees, other expenses and waivers/reimbursements to those of a peer group and a peer group median. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.
 
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertaking to limit the Fund’s “other expenses” ratio (excluding certain expenses) to a specified level.
 
They also considered comparative fee information for services provided by the Investment Adviser to institutional accounts and information that indicated that services provided to the Fund differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
 
The Independent Trustees noted the competitive nature of the mutual fund marketplace, and that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
Profitability
 
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and the Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
 
21 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Economies of Scale
 
The Independent Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund, which had been implemented at the following annual percentages of the average daily net assets of the Fund:
 
         
First $1 billion
    1.00 %
Next $1 billion
    0.90  
Next $3 billion
    0.86  
Next $3 billion
    0.84  
Over $8 billion
    0.82  
 
The breakpoints at the $5 and $8 billion asset levels were considered by the Independent Trustees at the May Committee meeting and were approved by the Trustees at the Annual Contract Meeting. These additional breakpoints had been proposed by the Investment Adviser to further share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. In approving these fee breakpoints, the Independent Trustees considered the Investment Adviser’s potential economies of scale in managing the Fund, and whether the Fund and its shareholders were participating in the benefits of those economies. In this regard, the Independent Trustees considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; information comparing the fee rate charged by the Investment Adviser with fee rates charged by other, unaffiliated investment managers to other mutual funds; and the Investment Adviser’s voluntary undertaking to limit “other expenses” to a certain amount. Upon reviewing these matters at the Annual Contract Meeting in 2008, the Independent Trustees concluded that the fee breakpoints represented a means of ensuring that benefits of scalability would be passed along to shareholders at the specified asset levels.
 
Other Benefits to the Investment Adviser and Its Affiliates
 
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Fund as stated above, including (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) soft dollar benefits and research received by the Investment Adviser from broker-dealers in exchange for executing transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) fees earned by Goldman Sachs Agency Lending, an affiliate of the Investment Adviser, as securities lending agent (and fees earned by an affiliate of the Investment Adviser for managing the fund in which the cash collateral invests); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; and (i) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund.
 
 
 22


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)
 
Other Benefits to the Fund and Its Shareholders
 
The Independent Trustees also noted that the Fund receives certain other benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorably with derivatives counterparties as a result of the size and reputation of the Goldman Sachs organization; (e) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization.
 
Conclusion
 
In connection with their consideration of the Management Agreement, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels, and that the Management Agreement should be approved and continued with respect to the Fund.
 
 
23 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 
Fund Expenses (Unaudited) — Six Month Period Ended June 30, 2008
 
As a shareholder of the Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Fund, you do not incur any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                               
                      Expenses Paid
 
                      for the
 
      Beginning
      Ending
      Six Months
 
      Account Value
      Account Value
      Ended
 
Share Class     1/1/08       6/30/08       6/30/08*  
Institutional
                             
Actual
    $ 1,000.00       $ 866.30       $ 5.24  
Hypothetical 5% return
      1,000.00         1,019.24 +       5.67  
 
Service
                             
Actual
      1,000.00         865.60         6.40  
Hypothetical 5% return
      1,000.00         1,018.00 +       6.92  
 
 
* Expenses for each share class are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the period ended June 30, 2008. Expenses are calculated by multiplying the net annualized expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. Expense ratio for the most recent fiscal half year may differ from expense ratio based on one-year data in the financial highlights. The annualized expense ratios for the period were 1.13% and 1.38% for Institutional and Service Shares, respectively.
 
+ Hypothetical expenses are based on the Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.


 

  
     
TRUSTEES
  OFFICERS
Ashok N. Bakhru, Chairman
John P. Coblentz, Jr.
Diana M. Daniels
Patrick T. Harker
James A. McNamara
Jessica Palmer
Alan A. Shuch
Richard P. Strubel
  James A. McNamara, President
John M. Perlowski, Senior Vice President and
  Treasurer
Peter V. Bonanno, Secretary
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
 
GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL
Investment Adviser
32 Old Slip, New York, New York 10005
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
 
The reports concerning the Fund included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Fund in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Fund, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Fund. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
     
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
     
     
     
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov within 60 days after the Fund’s first and third fiscal quarters. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
     
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Fund’s entire investment portfolio, which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
     
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Fund.
     
     
    Toll Free (in U.S.): 800-292-4726
     
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Strategic International Equity Fund.
     
 
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
     
VITINTLSAR/08-12261.MF/08-08    


 

 
Goldman
Sachs Variable Insurance Trust
 
 
 
 
 
 
Core Fixed Income Fund
Equity Index Fund
Government Income Fund
Growth Opportunities Fund
 
 
 
 
Semi-Annual Report
June 30, 2008
LOGO


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Core Fixed Income Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The first half of 2008 was plagued by fears of inflation, record-breaking oil prices and large financial write-downs due to delinquencies on subprime loans. Investor anxiety led to volatility in the U.S. bond market and a flight to the relative safety of Treasuries. The rally in Treasuries exhibited in the first quarter began to reverse in April and May, signaling investor belief that strains in the credit market were easing and the Federal Reserve Board’s (the “Fed”) actions to inject liquidity would prove successful. As the second quarter came to a close, investors again pulled away from risky assets in favor of Treasuries amid concerns over further write-downs in the financial sector, bond issuer solvency, soaring commodity prices and other inflationary pressures.
 
Yields on U.S. Treasuries fell dramatically in the first quarter, as contagion from the subprime mortgage crisis resulted in a global flight to quality and massive deleveraging. Credit and mortgage-related sector spreads moved to historic all time wide levels as the markets entered a bout of illiquidity. The Fed took unprecedented steps to restore liquidity and stave off a financial crisis via three main actions: 1) creating the Term Securities Lending Facility (“TSLF”) of $200 billion; 2) creating the Primary Dealer Credit Facility (“PDCF”) with no specified limit; and 3) creating a lending facility specifically for Bear Stearns of $30 billion. The Fed cut the target Fed Funds rate a total of 200 bps, citing downside risk to growth. The federal government weighed in by enacting policy changes to allow Fannie Mae and Freddie Mac to purchase additional mortgage securities. These actions helped to create liquidity and remove technical pressure from the market. As a result, mortgage-backed and asset-backed security prices stabilized in the second half of March and began a tentative rebound in April. Cash bond prices lagged the rebound in more liquid markets.
 
Reversing the trend of the previous three quarters, yields on U.S. Treasuries rose in the second quarter, as rising food and energy prices triggered inflation fears. Credit and mortgage-related sector spreads benefited from the Fed’s efforts to restore liquidity, rebounding from the historic all time wide levels experienced during the first quarter. However, in its most recent statement, the Fed took a more vigilant tone regarding rising prices, stating that, “upside risks to inflation and inflation expectations have increased.” Fed officials have attempted to contain inflation expectations through a combination of rhetoric and comments in support of the U.S. dollar, prompting the markets to begin pricing in a Fed rate hike later this year.
 
Investment Objective
 
The Fund seeks a total return consisting of capital appreciation and income that exceeds the total return of the Lehman Brothers Aggregate Bond Index.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Shareholder Letter (continued)
 
Performance Review
 
Over the six-month period that ended June 30, 2008, the Fund’s Service Shares generated a cumulative total return of –2.82%. This compares to the 1.13% cumulative total return on the Fund’s benchmark, the Lehman Brothers Aggregate Bond Index (with dividends reinvested), over the same time period.
 
The Fund underperformed its benchmark over the reporting period. The most significant detractor from performance was our security selection of AAA non-agency adjustable-rate mortgages. These securities rebounded somewhat in the second quarter, benefiting from the easing of forced selling by leveraged investors as a result of the Fed’s various actions in the first quarter. Recent signs of stability and recovery in the market have strengthened our conviction in these securities over the longer term. We believe the Fed’s actions during the first half of 2008 marked the height of the liquidity crisis and the low in non-agency mortgage prices. In our view, leveraged investors that withstood the sharp drop in prices leading up to the Fed’s actions earlier this year are unlikely to become forced sellers at this point.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Fixed Income Management Team
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Core Fixed Income Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
 
 2


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
 
Principal Investment Strategies and Risks
 
The VIT Core Fixed Income Fund invests primarily in fixed income securities, including U.S. government securities, corporate debt securities, privately issued mortgage-backed securities and asset-backed securities. The Fund’s investments in fixed income securities are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. The guarantee on certain U.S. government securities applies only to those underlying securities of the Fund if held to maturity and not to the value of the Fund’s shares. The Fund’s investments in mortgage-backed securities are subject to prepayment risks. These risks may result in greater share price volatility. The Fund may invest in foreign and emerging markets securities, which may be more volatile and less liquid than investment in U.S. securities and will be subject to the risks of currency fluctuations and political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may also engage in foreign currency transactions for hedging purposes (including cross hedging) or for speculative purposes. Forward foreign currency exchange contracts are subject to the risk that the counterparty to the contract will default on its obligations. The Fund may make substantial investments in derivative instruments, including options, financial futures, Eurodollar futures contracts, swaps, option on swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty; and the risks that transactions may not be liquid.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Shareholder Letter (continued)
 
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Net Assets
 
(GRAPH)
The percentage shown for each investment sector reflects the value of investments in that sector as a percentage of net assets. Short-term investments include time deposits, if any. “Quasi-governments” include agency securities offered by companies such as Fannie Mae and Freddie Mac, which operate under a government charter. While they have to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate like any other publicly traded company. Figures in the above graph may not sum to 100% due to the exclusion of other assets and liabilities.
 
1 “Federal Agencies” are mortgage backed securities guaranteed by the Government National Mortgage Association (“GNMA”), Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corp (“FHLMC”). GNMA instruments are backed by the full faith and credit of the U.S. Government.
 
2 “Agency Debentures” include agency securities offered by companies such as FNMA and FHLMC, which operate under a government charter. While they are required to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate similar to any other publicly traded company.
 
 
 4


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Equity Index Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
After falling during the first quarter of 2008, the second quarter opened on a hopeful note, with official liquidity facilities providing support to financial institutions and the credit markets stabilizing in the wake of the Bear Stearns merger into JPMorgan. But the upward march of crude oil prices exacerbated inflation concerns as summer approached. The brutal reminder that elevated energy costs might be more than just a temporary phenomenon cast a deep chill over the tentative spring recovery in investor sentiment. As the reporting period drew to a close, several sectors experienced steep losses. In addition to financial stocks, both airlines and automotives were negatively impacted by the rising price of oil and the sagging economy. All told, the S&P 500 Index returned –11.91% over the six month reporting period.
 
Investment Objective
 
The Fund seeks to achieve investment results that correspond to the aggregate price and yield performance of a benchmark index that measures the investment returns of large capitalization stocks.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
             
    % of
     
Holding
 
Net Assets
   
Line of Business
 
Exxon Mobil Corp. 
    4.1 %   Energy
General Electric Co. 
    2.3     Capital Goods
Microsoft Corp. 
    1.9     Software & Services
Chevron Corp. 
    1.8     Energy
AT&T, Inc. 
    1.8     Telecommunication Services
Procter & Gamble Co. 
    1.6     Household & Personal Products
Johnson & Johnson
    1.6     Pharmaceuticals, Biotechnology & Life Sciences
International Business Machines Corp. 
    1.4     Technology Hardware & Equipment
Apple, Inc. 
    1.3     Technology Hardware & Equipment
ConocoPhillips
    1.3     Energy
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities will be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
Shareholder Letter (continued)
 
Performance Review
 
Over the six-month reporting period that ended June 30, 2008, the Fund’s Service Shares generated a cumulative total return of –12.08%. This compares to the –11.91% cumulative total return of the Fund’s benchmark, the S&P 500 Index (with dividends reinvested) (the “Index”), over the same time period.
 
Since the beginning of the year, the Energy sector has been the strong leader in the market, returning 8.9% over the reporting period. Apart from Energy, only the Materials sector, with a 1.3% return, led largely by steel companies, managed to generate a positive return. After a difficult first quarter, Utilities began to gain appeal for their relative profit stability and above-average income potential. The Utilities sector’s positive 8.0% return during the second quarter trimmed the sector’s year-to-date decline to 2.8%. The Technology sector salvaged a 2.5% second-quarter return. Unfortunately, the sector remains in negative territory, returning –13.1% on a year-to-date basis, due to steep first-quarter losses.
 
The biggest story for 2008, however, remains the ongoing troubles in the Financials sector. With asset values uncertain, financial guarantees lowered and business prospects eroding, banks, brokers and insurance companies have all continued to suffer. Major investment brokerage firm Lehman Brothers Holdings, Inc., which went to the brink and back when Bear Stearns unraveled in March, ended the second quarter with its share price falling below the level experienced earlier in the winter. As a whole, the Financials sector plunged again in the second quarter, extending its year-to-date loss to a harrowing –29.7%.
 
With many consumers bearing the brunt of tighter credit conditions, crumbling home prices and high energy costs, the Consumer Discretionary sector also generated poor results. The sector ended the reporting period returning –13.2%. With sales of some of their most profitable products languishing due to gasoline in some regions north of $4 per gallon, auto-related firms have seen their equity erode dramatically. But retailing and gaming have also been tough businesses as consumer spending weakened. Elsewhere, the Industrials sector returned –13.6% during the reporting period.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Equity Index Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
 
 6


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
 
Principal Investment Strategies and Risks
 
The VIT Equity Index Fund invests in a diversified portfolio of equity type securities and seeks to achieve investment results that correspond to the aggregate price and yield performance of a benchmark index that measures the investment returns of large capitalization stocks. The Fund is subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. The Fund’s performance may vary substantially from the performance of the benchmark it tracks (S&P 500 Index) as a result of share purchases and redemptions, transaction costs, expenses and other factors. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Investment Portfolio
 
(GRAPH)
 
†  The Fund is actively managed and, as such, its composition may differ over time. The above graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category of the Fund reflects the value of investments in that category as a percentage of market value (excluding securities lending collateral, if any). Securities lending collateral represents 0.8% of the Fund’s net assets at June 30, 2008.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Government Income Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The first half of 2008 was plagued by fears of inflation, record-breaking oil prices and large financial write-downs due to delinquencies on subprime loans. Investor anxiety led to volatility in the U.S. bond market and a flight to the relative safety of Treasuries. The rally in Treasuries exhibited in the first quarter began to reverse in April and May, signaling investor belief that strains in the credit market were easing and the Federal Reserve Board’s (the “Fed”) actions to inject liquidity would prove successful. As the second quarter came to a close, investors again pulled away from risky assets in favor of Treasuries amid concerns over further write-downs in the financial sector, bond issuer solvency, soaring commodity prices and other inflationary pressures.
 
Yields on U.S. Treasuries fell dramatically in the first quarter, as contagion from the subprime mortgage crisis resulted in a global flight to quality and massive deleveraging. Credit and mortgage-related sector spreads moved to historic all time wide levels as the markets entered a bout of illiquidity. The Fed took unprecedented steps to restore liquidity and stave off a financial crisis via three main actions: 1) creating the Term Securities Lending Facility (“TSLF”) of $200 billion; 2) creating the Primary Dealer Credit Facility (“PDCF”) with no specified limit; and 3) creating a lending facility specifically for Bear Stearns of $30 billion. The Fed cut the target Fed Funds rate a total of 200 bps, citing downside risk to growth. The federal government weighed in by enacting policy changes to allow Fannie Mae and Freddie Mac to purchase additional mortgage securities. These actions helped to create liquidity and remove technical pressure from the market. As a result, mortgage-backed and asset-backed security prices stabilized in the second half of March and began a tentative rebound in April.
 
Reversing the trend of the previous three quarters, yields on U.S. Treasuries rose in the second quarter, as rising food and energy prices triggered inflation fears. Credit and mortgage-related sector spreads benefited from the Fed’s efforts to restore liquidity, rebounding from the historic all time wide levels experienced during the first quarter. However, in its most recent statement, the Fed took a more vigilant tone regarding rising prices, stating that, “upside risks to inflation and inflation expectations have increased.” Fed officials have attempted to contain inflation expectations through a combination of rhetoric and comments in support of the U.S. dollar, prompting the markets to begin pricing in a Fed rate hike later this year.
 
Investment Objective
 
The Fund seeks a high level of current income, consistent with safety of principal.
 
 
 8


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 
 
Performance Review
 
Over the six-month period that ended June 30, 2008, the Fund’s Service Shares generated a cumulative total return of 0.29%. This return compares to the 1.99% cumulative total return of the Fund’s benchmark, the Lehman Brothers Government/Mortgage Index (with dividends reinvested), over the same time period.
 
The Fund underperformed its benchmark over the reporting period. The most significant detractor from performance was our security selection of AAA non-agency adjustable-rate mortgages. These securities rebounded somewhat in the second quarter, benefiting from the easing of forced selling by leveraged investors as a result of the Fed’s various actions in the first quarter. Recent signs of stability and recovery in the market have strengthened our conviction in these securities over the longer term. We believe the Fed’s actions during the first half of 2008 marked the height of the liquidity crisis and the low in non-agency mortgage prices. In our view, leveraged investors that withstood the sharp drop in prices leading up to the Fed’s actions earlier this year are unlikely to become forced sellers at this point.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Fixed Income Management Team
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Government Income Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 
Shareholder Letter (continued)
 
Principal Investment Strategies and Risks
 
The VIT Government Income Fund invests primarily in U.S. government securities and in repurchase agreements collateralized by such securities. The Fund’s investments in fixed income securities are subject to the risks associated with debt securities generally, including credit, liquidity and interest rate risk. The Fund’s net asset value and yield are not guaranteed by the U.S. government or by its agencies, instrumentalities or sponsored enterprises. The guarantee on certain U.S. government securities applies only to those underlying securities of the Fund if held to maturity and not to the value of the Fund’s shares. The Fund’s investments in mortgage-backed securities are subject to prepayment risks. These risks may result in greater share price volatility. The Fund may make substantial investments in derivative instruments, including options, financial futures, Eurodollar futures contracts, swaps, option on swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty; and the risks that transactions may not be liquid.
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Net Assets
 
Graph
The percentage shown for each investment sector reflects the value of investments in that sector as a percentage of net assets. Short-term investments include time deposits, if any. “Quasi-governments” include agency securities offered by companies such as Fannie Mae and Freddie Mac, which operate under a government charter. While they have to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate like any other publicly traded company. Figures in the above graph may not sum to 100% due to the exclusion of other assets and liabilities.
 
1 “Federal Agencies” are mortgage backed securities guaranteed by the Government National Mortgage Association (“GNMA”), Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corp (“FHLMC”). GNMA instruments are backed by the full faith and credit of the U.S. Government.
 
2 “Agency Debentures” include agency securities offered by companies such as FNMA and FHLMC, which operate under a government charter. While they are required to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate similar to any other publicly traded company.
 
 
 10


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 
Shareholder Letter
 
 
Dear Shareholders:
 
This report provides an overview on the performance of the Goldman Sachs Variable Insurance Trust — Growth Opportunities Fund (the “Fund”) during the six-month reporting period that ended June 30, 2008.
 
Market Review
 
The U.S. equity markets ended the first half of the year in negative territory as volatility persisted and risk aversion remained a prevalent theme for investors. Market volatility, as measured by the CBOE volatility index (VIX), hit a five-year high during March as investor uncertainty was fueled by weakness in the Financials sector and a poor consumer confidence report that indicated an economic slowdown in progress. Commodity prices increased and crude oil prices reached record highs. The Federal Reserve Board cut short-term interest rates several times during the period and stated that economic activity shows signs of growth while inflation remains a concern.
 
Investment Objective
 
The Fund seeks long-term growth of capital.
 
Portfolio Composition
 
Top 10 Portfolio Holdings as of June 30, 2008*
 
             
    % of
     
Holding
 
Net Assets
   
Line of Business
 
Weatherford International Ltd. 
    3.4 %   Energy
Western Union Co. 
    3.0     Software & Services
Hess Corp. 
    2.6     Energy
Charles River Laboratories International, Inc. 
    2.6     Pharmaceuticals, Biotechnology & Life Sciences
Equinix, Inc. 
    2.4     Software & Services
Chesapeake Energy Corp. 
    2.3     Energy
Global Payments, Inc. 
    2.3     Software & Services
Whiting Petroleum Corp. 
    2.3     Energy
Fortune Brands, Inc. 
    2.2     Consumer Durables & Apparel
Continental Resources, Inc. 
    2.2     Energy
 
* Opinions expressed in this report represent our present opinions only. Reference to individual securities should not be construed as a commitment that such securities will be retained by the Fund. From time to time, the Fund may change the individual securities it holds, the number or types of securities held and the markets in which it invests. Fund holdings of securities should not be relied upon in making investment decisions and should not be construed as research or investment advice regarding particular securities. References to individual securities do not constitute a recommendation to the investor to buy, hold or sell such securities. In addition, references to past performance of the Fund do not indicate future returns, which are not guaranteed and will vary. Furthermore, the value of shares of the Fund may fall as well as rise.
 
 
11 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 
Shareholder Letter (continued)
 
 
Performance Review
 
Over the six-month reporting period that ended June 30, 2008, the Fund’s Service Shares generated a cumulative total return of –4.35%. This compares to the –6.81% cumulative total return on the Fund’s benchmark, the Russell Midcap Growth Index (with dividends reinvested), over the same time period.
 
The Fund outperformed its benchmark during a difficult market environment. The Fund’s holdings in the Energy and Healthcare sectors were positive contributors to performance while select businesses in other industries weighed negatively on performance.
 
The Energy companies in the portfolio generated solid returns during the reporting period. Continental Resources, Inc. announced completion of its first well in the North Dakota Bakken Shale area. The company owns a 41% interest in the well and is the largest leaseholder in the area. The release of this news drove its stock to a new multi-year high as production from the well was better than had been expected. This was also Continental Resources’ first attempt at drilling in this area. W-H Energy Services, Inc. positively contributed to performance as Smith International announced its plans to acquire the oil well services company for $3.2 billion. We believe W-H Energy Services will help Smith International enter the directional drilling market, which is one of the industry’s fastest growing segments.
 
Shares of Hess Corp. benefited after reports indicated that the company may double its reserves on an offshore field in Brazil. We believe that Brazil represents a significant growth opportunity for Hess as the area shows signs of great discovery potential. Beyond Brazil, we believe that Hess’ growth prospects come predominantly from its exploration opportunities in the Gulf of Mexico, Ghana, Australia, Libya and North Dakota. In our view, Hess has the ability to add new, promising discoveries and meaningfully expand its reserves.
 
Tessera Technologies, Inc., a company that provides miniaturization technologies to the electronics industry, detracted from performance during the period after it experienced disappointing litigation results. Tessera Technologies is currently involved in a case before the International Trade Commission (ITC) to enforce several of the company’s patents. Recently, the ITC judge elected to stay (postpone) the case, pending the results of the U.S. Patent and Trademark Office reexamination of Tessera’s patents being disputed. This was a disappointing result for the company as, in the event of a successful suit, it delays the receipt of the royalty streams for these patents. Tessera continues to collect royalties for these patents from existing licensees currently under contract. On the positive side, recently shares of Tessera rallied after the full commission at the ITC unanimously overturned the Administrative Law Judge’s order to stay this wireless patent case, a move that puts Tessera’s lawsuit back on track, albeit with a modest delay.
 
Shares of FormFactor, Inc. were down during the reporting period after the company reported worse than expected fourth quarter earnings. The company had seen strong demand for its new products as the semiconductor industry is transitioning to a new architecture. Unfortunately, FormFactor struggled to increase production enough to sufficiently meet customer demand. Rapid production increases typically grow revenue and market share while temporarily sacrificing margins due to higher expenses. The company’s recent quarterly results seem to confirm this trend as FormFactor was able to grow revenues substantially but not enough to overcome rapidly rising operational costs. In addition, the
 
 
 12


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 
 
upgrade to DRAM (the next generation of memory) has been slightly slower than expected in the industry. In our view, FormFactor is well positioned as the computer industry could suffer without new architectures. FormFactor is the dominant leader in chip-testing technology and we believe it has a competitive advantage as it essentially provides a consumable product for semiconductor testing since a new probe card is needed for each new architecture.
 
We thank you for your investment and look forward to serving your investment needs in the future.
 
Goldman Sachs Growth Equity Management Team
 
July 17, 2008
 
Shares of the Goldman Sachs Variable Insurance Trust (“VIT”) Growth Opportunities Fund are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies. Shares of the Fund are not offered directly to the general public. The variable annuity contracts and variable life insurance policies are described in the separate prospectuses issued by participating insurance companies. You should refer to those prospectuses for information about surrender charges, mortality and expense risk fees and other charges that may be assessed by participating insurance companies under the variable annuity contracts or variable life insurance policies. Such fees or charges, if any, may affect the return you may realize with respect to your investments. Ask your representative for more complete information. Please consider a fund’s objectives, risks and charges and expenses, and read the prospectus carefully before investing. The prospectus contains this and other information about the Fund.
 
 
13 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 
Shareholder Letter (continued)
 
Principal Investment Strategies and Risks
 
The VIT Growth Opportunities Fund invests in equity investments with a primary focus on mid-cap companies. The Fund is subject to market risk so that the value of the securities in which it invests may go up or down in response to the prospects of individual companies, particular industry sectors and/or general economic conditions. Moreover, different investment styles, such as growth or value, tend to shift in and out of favor depending upon market and economic conditions as well as investor sentiment. The securities of midcapitalization companies involve greater risks than those associated with larger, more established companies and may be subject to more abrupt or erratic price movements. Although the Fund invests primarily in publicly traded U.S. securities, the Fund may invest in foreign securities, including emerging markets securities, which may be more volatile and less liquid than investment in U.S. securities and will be subject to the risks of currency fluctuations and sudden economic or political developments. At times, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price, if at all. The Fund may participate in the initial public offering (“IPO”) market. The market value of IPO shares may fluctuate considerably due to factors such as the absence of a prior public market, unseasoned trading, and the small number of shares available for trading and limited information about the issuer. The Fund may make investments in derivative instruments, including options, futures, swaps, structured securities and other derivative investments. Derivative instruments may involve a high degree of financial risk. These risks include the risk that a small movement in the price of the underlying security or benchmark may result in a disproportionately large movement, unfavorable or favorable, in the price of the derivative instrument; risks of default by a counterparty, and the risks that transactions may not be liquid.
 
 
 14


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 
 
 
SECTOR ALLOCATION AS OF JUNE 30, 2008
 
Percentage of Investment Portfolio
 
(GRAPH)
 
†  The Fund is actively managed and, as such, its composition may differ over time. The above graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category of the Fund reflects the value of investments in that category as a percentage of market value (excluding securities lending collateral, if any). Securities lending collateral represents 10.4% of the Fund’s net assets at June 30, 2008.
 
 
15 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
                       
Principal
  Interest
    Maturity
     
Amount   Rate     Date   Value  
 
Corporate Bonds – 25.5%
Agriculture – 0.3%
Cargill, Inc.(a)
$ 675,000     6.000 %   11/27/17   $ 671,128  
 
 
Banks – 5.7%
ANZ Capital Trust(a)
  500,000     4.484     01/29/49     484,183  
Bank of America Corp.
  375,000     5.750     12/01/17     353,821  
Bank of America Corp.(b)
  875,000     8.000     12/29/49     819,761  
Citigroup, Inc.(c)
  900,000     5.850     07/02/13     886,972  
Citigroup, Inc.
  600,000     6.875     03/05/38     584,764  
Citigroup, Inc.(b)
  275,000     8.400     04/29/49     261,418  
ING Capital Funding Trust III(b)
  250,000     8.439     12/29/49     251,723  
JPMorgan Chase & Co.
  875,000     6.000     01/15/18     852,374  
JPMorgan Chase & Co.(b)
  675,000     7.900     04/29/49     632,907  
JPMorgan Chase Bank NA
  400,000     6.000     10/01/17     388,577  
MUFG Capital Finance 1 Ltd.(b)
  525,000     6.346     07/29/49     457,604  
Nordea Bank Sweden AB(a)(b)
  2,100,000     8.950     11/29/49     2,172,097  
PNC Bank NA
  325,000     6.875     04/01/18     322,398  
Popular North America, Inc.
  1,425,000     5.650     04/15/09     1,411,210  
Resona Bank Ltd.(a)(b)
  1,250,000     5.850     09/29/49     1,075,236  
Resona Preferred Global Securities Cayman Ltd.(a)(b)
  325,000     7.191     12/29/49     300,107  
Royal Bank of Scotland Group PLC(a)(b)
  300,000     6.990     10/29/49     270,009  
Santander Issuances SA(a)(b)
  200,000     5.805     06/20/16     193,251  
VTB Capital SA (Vneshtorgbank)(a)(b)
  980,000     3.384     08/01/08     970,200  
Wells Fargo Capital XIII(b)
  700,000     7.700     12/29/49     672,000  
                       
                    13,360,612  
 
 
Brokerage – 2.3%
Bear Stearns Companies, Inc.
  550,000     6.400     10/02/17     544,924  
  950,000     7.250     02/01/18     997,904  
Lehman Brothers Holdings Capital Trust V(b)
  250,000     5.857     11/29/49     163,125  
Lehman Brothers Holdings, Inc.
  550,000     5.375     10/17/12     770,180  
  150,000     5.625     01/24/13     141,976  
  550,000     6.200     09/26/14     524,079  
 
 
Merrill Lynch & Co., Inc.
  450,000     5.450     02/05/13     426,492  
  325,000     6.400     08/28/17     301,155  
Morgan Stanley
  275,000     5.750     08/31/12     269,106  
  400,000     5.950     12/28/17     365,264  
  850,000     6.625     04/01/18     811,333  
                       
                    5,315,538  
 
 
Diversified Manufacturing – 0.1%
Tyco Electronics Group SA
  225,000     6.000     10/01/12     227,186  
 
 
Diversified Media – 0.5%
News America, Inc.
  675,000     6.650     11/15/37     659,092  
Thomson Reuters Corp.
  500,000     6.500     07/15/18     498,239  
                       
                    1,157,331  
 
 
Electric – 2.2%
Arizona Public Service Co.
  250,000     6.375     10/15/11     252,074  
  350,000     6.250     08/01/16     334,337  
CenterPoint Energy, Inc. Series B
  1,000,000     7.250     09/01/10     1,031,605  
Commonwealth Edison Co.
  250,000     5.875     02/01/33     221,739  
  300,000     5.900     03/15/36     265,477  
MidAmerican Energy Holdings Co.
  750,000     6.125     04/01/36     720,497  
Pacific Gas & Electric Co.
  1,800,000     6.050     03/01/34     1,725,327  
Progress Energy, Inc.
  200,000     5.625     01/15/16     198,090  
  350,000     7.000     10/30/31     371,708  
                       
                    5,120,854  
 
 
Energy – 1.1%
Canadian Natural Resources Ltd.
  225,000     5.700     05/15/17     220,653  
  50,000     5.850     02/01/35     45,154  
  400,000     6.500     02/15/37     392,336  
  75,000     6.250     03/15/38     71,313  
EnCana Corp.
  625,000     6.500     02/01/38     616,854  
Kerr-McGee Corp.
  550,000     6.950     07/01/24     572,734  
Petro-Canada
  325,000     6.050     05/15/18     319,472  
Transocean, Inc.
  375,000     6.800     03/15/38     383,525  
                       
                    2,622,041  
 
 
Entertainment – 0.1%
Time Warner Entertainment Co. LP
  225,000     8.375     03/15/23     243,792  
 
 
 
 
 16
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 


 
 
                       
Principal
  Interest
    Maturity
     
Amount   Rate     Date   Value  
 
Corporate Bonds – (continued)
                       
Environmental – 0.3%
Waste Management, Inc.
$ 750,000     7.375 %   08/01/10   $ 782,096  
 
 
Financial Companies – 1.4%
American General Finance Corp.
  275,000     5.900     09/15/12     264,990  
Countrywide Home Loan, Inc.
  450,000     6.250     04/15/09     443,286  
  150,000     5.625     07/15/09     143,250  
  300,000     4.125     09/15/09     280,500  
GATX Financial Corp.
  1,000,000     8.875     06/01/09     1,034,879  
International Lease Finance Corp.
  275,000     4.950     02/01/11     260,388  
Residential Capital LLC(a)
  375,000     8.125     11/21/08     328,125  
SLM Corp.
  600,000     5.400     10/25/11     546,000  
                       
                    3,301,418  
 
 
Food & Beverage – 0.1%
Kraft Foods, Inc.
  275,000     6.500     08/11/17     273,845  
 
 
Food & Drug Retail – 0.3%
Marks & Spencer PLC(a)
  300,000     6.250     12/01/17     278,211  
  400,000     7.125     12/01/37     369,912  
                       
                    648,123  
 
 
Healthcare – 0.3%
UnitedHealth Group, Inc.
  800,000     5.500     11/15/12     785,069  
 
 
Life Insurance – 0.4%
MetLife Capital Trust X(a)(b)
  300,000     9.250     04/08/38     323,040  
Phoenix Life Insurance Co.(a)
  450,000     7.150     12/15/34     445,756  
Symetra Financial Corp.(a)(b)
  325,000     8.300     10/15/37     284,406  
                       
                    1,053,202  
 
 
Manufacturing – 0.2%
General Mills, Inc.
  500,000     5.200     03/17/15     492,457  
 
 
Media Cable – 1.7%
Comcast Cable Communications LLC
  275,000     6.750     01/30/11     284,211  
Comcast Corp.
  625,000     6.450     03/15/37     576,863  
Cox Communications, Inc.
  1,750,000     4.625     01/15/10     1,732,007  
Rogers Cable, Inc.
  200,000     7.875     05/01/12     215,188  
 
 
Time Warner Cable, Inc.
  1,000,000     5.400     07/02/12     989,899  
Viacom, Inc.
  300,000     5.750     04/30/11     298,500  
                       
                    4,096,668  
 
 
Metals and Mining – 0.3%
ArcelorMittal(a)
  650,000     6.125     06/01/18     634,987  
 
 
Pipelines – 1.6%
Boardwalk Pipelines LP
  575,000     5.875     11/15/16     545,536  
Energy Transfer Partners LP
  275,000     5.650     08/01/12     272,122  
  725,000     5.950     02/01/15     706,412  
  225,000     6.700     07/01/18     226,463  
Enterprise Products Operating LP Series B
  450,000     5.600     10/15/14     436,462  
  325,000     5.000     03/01/15     302,550  
ONEOK Partners LP
  325,000     6.650     10/01/36     307,987  
  300,000     6.850     10/15/37     291,488  
TEPPCO Partners LP
  550,000     6.650     04/15/18     556,593  
                       
                    3,645,613  
 
 
Property/Casualty Insurance – 1.9%
Ace INA Holdings, Inc.
  500,000     5.800     03/15/18     486,109  
AON Capital Trust A
  150,000     8.205     01/01/27     145,507  
Arch Capital Group Ltd.
  350,000     7.350     05/01/34     354,840  
Aspen Insurance Holdings Ltd.
  350,000     6.000     08/15/14     332,378  
Chubb Corp.(b)
  525,000     6.375     03/29/37     487,959  
Chubb Corp.
  100,000     6.500     05/15/38     95,559  
Endurance Specialty Holdings Ltd.
  375,000     6.150     10/15/15     354,909  
Marsh & McClennan Companies, Inc.
  600,000     5.150     09/15/10     591,029  
Swiss Reinsurance Capital I LP(a)(b)
  600,000     6.854     12/31/49     529,038  
White Mountains Reinsurance Group Ltd.(a)
  600,000     6.375     03/20/17     540,234  
ZFS Finance USA Trust(a)(b)
  675,000     5.875     05/09/32     585,954  
                       
                    4,503,516  
 
 
REITs – 0.9%
Highwoods Properties, Inc.
  425,000     5.850     03/15/17     367,049  
iStar Financial, Inc. Series B
  675,000     5.700     03/01/14     567,000  
 
 
 
 
The accompanying notes are an integral part of these financial statements.
17 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Schedule of Investments (continued)

June 30, 2008 (Unaudited)
 
 
                       
Principal
  Interest
    Maturity
     
Amount   Rate     Date   Value  
 
Corporate Bonds – (continued)
REITs – (continued)
                       
Simon Property Group LP
$ 800,000     6.125 %   05/30/18   $ 778,237  
Westfield Capital Corp. Ltd.(a)
  225,000     4.375     11/15/10     220,806  
Westfield Group(a)
  125,000     5.400     10/01/12     122,506  
                       
                    2,055,598  
 
 
Retailers – 0.2%
CVS/Caremark Corp.
  525,000     5.750     06/01/17     516,364  
 
 
Technology – 0.2%
Fiserv, Inc.
  475,000     6.125     11/20/12     477,400  
 
 
Tobacco – 0.3%
Philip Morris International, Inc.
  800,000     5.650     05/16/18     777,569  
 
 
Wireless Telecommunications – 1.2%
America Movil SA De CV
  1,000,000     5.500     03/01/14     988,800  
New Cingular Wireless Services, Inc.
  675,000     7.875     03/01/11     718,643  
  500,000     8.750     03/01/31     587,162  
Nextel Communications, Inc. Series E
  700,000     6.875     10/31/13     591,500  
                       
                    2,886,105  
 
 
Wirelines Telecommunications – 1.9%
British Telecommunications PLC
  350,000     5.950     01/15/18     334,481  
Deutsche Telekom International Finance BV
  700,000     8.750     06/15/30     811,913  
France Telecom SA
  725,000     7.750     03/01/11     770,575  
GTE Corp.
  750,000     7.510     04/01/09     770,056  
Telecom Italia Capital SA
  225,000     4.000     01/15/10     220,312  
  300,000     4.875     10/01/10     295,882  
  800,000     4.950     09/30/14     733,895  
Telefonica Europe BV
  300,000     7.750     09/15/10     316,171  
Verizon Communications, Inc.
  150,000     6.400     02/15/38     139,686  
                       
                    4,392,971  
 
 
TOTAL CORPORATE BONDS
(Cost $62,414,406)
      $ 60,041,483  
 
 
Mortgage-Backed Obligations – 67.9%
                       
                       
Adjustable Rate FHLMC(b) – 2.2%
$ 2,225,246     4.846 %   09/01/35   $ 2,240,820  
  2,977,824     4.733     10/01/35     2,971,910  
                       
                    5,212,730  
 
 
Adjustable Rate FNMA(b) – 3.0%
  1,109,071     3.796     05/01/33     1,100,379  
  1,537,181     4.025     05/01/35     1,540,379  
  2,364,329     5.348     09/01/35     2,399,428  
  2,045,269     5.084     12/01/35     2,071,130  
                       
                    7,111,316  
 
 
Adjustable Rate Non-Agency(b) – 20.2%
Adjustable Rate Mortgage Trust Series 2004-5, Class 2A1
  41,407     4.996     04/25/35     39,122  
American Home Mortgage Assets Trust Series 2007-1, Class A1
  2,581,924     4.228     02/25/47     1,686,822  
Bear Stearns Adjustable Rate Mortgage Trust Series 2004-1, Class 21A1
  66,334     4.449     04/25/34     62,978  
Bear Stearns Adjustable Rate Mortgage Trust Series 2005-3, Class 2A1
  118,897     5.071     06/25/35     113,100  
Bear Stearns Alt-A Trust II Series 2007-1, Class 1A1
  2,706,299     6.258     09/25/47     2,029,568  
Bear Stearns Mortgage Funding Trust Series 2006-AR1, Class 2A1
  1,995,419     2.703     08/25/36     1,502,044  
Chase Mortgage Finance Corp. Series 2007-A1, Class 2A1
  2,516,034     4.137     02/25/37     2,455,164  
Countrywide Alternative Loan Trust Series 2005-38, Class A1
  356,360     5.028     09/25/35     276,259  
Countrywide Alternative Loan Trust Series 2006-OA10, Class 4A1
  1,963,293     2.673     08/25/46     1,449,490  
Countrywide Alternative Loan Trust Series 2006-OA16, Class A2
  3,704,674     2.673     10/25/46     2,711,655  
Countrywide Home Loan Mortgage Pass-Through Trust
Series 2003-52, Class A1
  241,243     4.501     02/19/34     225,997  
Countrywide Home Loan Mortgage Pass-Through Trust
Series 2004-HYB6, Class A2
  31,500     4.547     11/20/34     27,229  
Countrywide Home Loan Mortgage Pass-Through Trust
Series 2005-HYB4, Class 2A1
  167,909     4.901     08/20/35     135,493  
Downey Savings & Loan Association Mortgage Loan Trust
Series 2006-AR2, Class 2A1A
  1,620,997     2.683     11/19/37     1,132,720  
Harborview Mortgage Loan Trust Series 2005-14, Class 5A1A
  715,956     5.735     12/19/35     539,193  
Indymac Index Mortgage Loan Trust Series 2005-AR15, Class A1
  657,442     5.439     09/25/35     488,644  
Indymac Index Mortgage Loan Trust Series 2006-AR2, Class 1A1A
  1,474,633     2.702     04/25/46     1,035,959  
Indymac Index Mortgage Loan Trust Series 2006-AR4, Class A1A
  1,494,645     2.693     05/25/46     1,047,977  
 
 
 
 
 18
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 


 
 
                       
Principal
  Interest
    Maturity
     
Amount   Rate     Date   Value  
 
Mortgage-Backed Obligations – (continued)
Adjustable Rate Non-Agency(b) – (continued)
                       
J.P. Morgan Mortgage Trust Series 2007-A1, Class 1A1
$ 883,699     4.200 %   07/25/35   $ 867,871  
J.P. Morgan Mortgage Trust Series 2007-A1, Class 2A2
  804,781     4.744     07/25/35     790,921  
J.P. Morgan Mortgage Trust Series 2007-A1, Class 5A2
  811,399     4.766     07/25/35     796,790  
Lehman XS Trust Series 2007-16N, Class 2A2
  977,603     3.333     09/25/47     702,824  
Luminent Mortgage Trust Series 2006-2, Class A1A
  1,487,595     2.683     02/25/46     1,101,180  
Luminent Mortgage Trust Series 2006-5, Class A1A
  663,153     2.673     07/25/36     488,241  
Master Adjustable Rate Mortgages Trust Series 2006-OA2, Class 4A1A
  804,901     4.378     12/25/46     543,534  
Merrill Lynch Mortgage Investors, Inc. Series 2005-A9, Class 2A1C
  3,000,000     5.142     12/25/35     2,822,943  
Residential Accredit Loans, Inc. Series 2005-QO5, Class A1
  1,135,713     4.528     01/25/46     875,080  
Residential Accredit Loans, Inc. Series 2007-QH9, Class A1
  2,925,106     6.550     11/25/37     2,071,009  
Residential Funding Mortgage Securities I Series 2005-SA4, Class 2A2
  750,593     5.182     09/25/35     686,281  
Structured Adjustable Rate Mortgage Loan Trust
Series 2004-5, Class 3A1
  70,240     4.380     05/25/34     62,737  
Structured Adjustable Rate Mortgage Loan Trust
Series 2004-12, Class 3A2
  32,401     5.250     09/25/34     27,969  
Structured Adjustable Rate Mortgage Loan Trust
Series 2004-16, Class 3A1
  120,828     5.450     11/25/34     103,000  
Structured Asset Mortgage Investments, Inc. Series 2007-AR6, Class A1
  2,942,788     5.028     08/25/47     2,104,093  
Thornburg Mortgage Securities Trust Series 2006-4, Class A2B
  2,394,887     2.603     07/25/36     2,222,930  
Thornburg Mortgage Securities Trust Series 2006-5, Class A1
  2,148,540     2.603     09/25/46     2,012,471  
Washington Mutual Alternative Mortgage Pass-Through Certificates Series 2006-AR9, Class 2A
  2,588,350     4.368     11/25/46     1,845,503  
Washington Mutual Mortgage Pass-Through Certificates Series 2004-AR3, Class A2
  53,154     4.243     06/25/34     51,838  
Washington Mutual Mortgage Pass-Through Certificates Series 2005-AR10, Class 1A3
  2,000,000     4.835     09/25/35     1,809,441  
Washington Mutual Mortgage Pass-Through Certificates Series 2006-AR11, Class 1A
  2,661,181     4.488     09/25/46     1,881,792  
Washington Mutual Mortgage Pass-Through Certificates Series 2006-AR11, Class 3A1A
  739,984     4.448     09/25/46     523,282  
 
 
Washington Mutual Mortgage Pass-Through Certificates Series 2007-OA2, Class 1A
  811,883     4.228     03/25/47     557,018  
Wells Fargo Alternative Loan Trust Series 2007-PA6, Class A1
  2,629,368     6.599     12/28/37     2,095,622  
Wells Fargo Mortgage Backed Securities Trust
Series 2005-AR6, Class A1
  2,147,510     5.035     04/25/35     2,013,212  
Wells Fargo Mortgage Backed Securities Trust
Series 2006-AR10, Class 5A3
  1,374,780     5.607     07/25/36     1,348,063  
                       
                    47,365,059  
 
 
Collateralized Mortgage Obligations – 1.5%
Interest Only(b)(d)(e) – 0.0%
FHLMC Series 2006-3167, Class XI
  509,520     0.000     10/15/35     5,785  
FNMA Series 2004-71, Class DI
  586,150     0.000     04/25/34     18,134  
                       
                    23,919  
 
 
Planned Amortization Class – 1.3%
FNMA Series 2003-92, Class PD
  3,000,000     4.500     03/25/17     2,983,687  
 
 
Regular Floater(b)(e) – 0.2%
FHLMC Series 2005-3038, Class XA
  70,701     0.000     09/15/35     67,742  
FHLMC Series 2006-3167, Class X
  204,036     0.000     06/15/36     190,461  
FHLMC Series 2007-3275, Class UF
  81,800     0.000     02/15/37     91,890  
FNMA Series 2006-81, Class LF
  75,764     0.000     09/25/36     77,147  
FNMA Series 2007-56, Class GY
  80,269     0.000     06/25/37     87,937  
                       
                    515,177  
 
 
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS     3,522,783  
 
 
Commercial Mortgage-Backed Securities – 7.5%
Adjustable Rate Non-Agency(b) – 3.6%
Banc of America Commercial Mortgage, Inc. Series 2005-6, Class A4
  3,000,000     5.352     09/10/47     2,836,390  
GE Capital Commercial Mortgage Corp. Series 2005-C4, Class A4
  3,000,000     5.512     11/10/45     2,862,667  
Wachovia Bank Commercial Mortgage Trust Series 2005-C21, Class A4
  3,000,000     5.384     10/15/44     2,862,430  
                       
                    8,561,487  
 
 
 
 
The accompanying notes are an integral part of these financial statements.
19 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Schedule of Investments (continued)

June 30, 2008 (Unaudited)
 
 
                       
Principal
  Interest
    Maturity
     
Amount   Rate     Date   Value  
 
Mortgage-Backed Obligations – (continued)
                       
Sequential Fixed Rate – 3.9%
Bear Stearns Commercial Mortgage Securities Series 1999-WF2, Class A2
$ 2,197,823     7.080 %   07/15/31   $ 2,230,843  
GE Capital Commercial Mortgage Corp. Series 2002-1A, Class A3
  2,700,000     6.269     12/10/35     2,758,183  
J.P. Morgan Chase Commercial Mortgage Securities Corp. Series 2005-LDP2, Class A4
  1,500,000     4.738     07/15/42     1,382,990  
Morgan Stanley Dean Witter Capital I Series 2003-TOP9, Class A2
  2,700,000     4.740     11/13/36     2,606,067  
                       
                    8,978,083  
 
 
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES     17,539,570  
 
 
FHLMC – 6.9%
  50,975     7.000     08/01/10     52,798  
  54     7.000     09/01/11     57  
  12,806     7.000     11/01/11     13,362  
  18,082     7.000     12/01/11     18,867  
  68,420     7.500     06/01/15     71,746  
  272,905     7.000     07/01/16     286,356  
  1,349,372     5.500     02/01/18     1,370,105  
  96,849     5.500     04/01/18     98,337  
  174,470     4.500     05/01/18     171,339  
  41,730     4.500     06/01/18     40,982  
  160,562     4.500     09/01/18     157,680  
  180,337     5.500     09/01/18     183,107  
  122,093     4.500     10/01/18     119,902  
  126,005     4.500     11/01/18     123,744  
  879,105     4.500     12/01/18     863,328  
  46,447     4.500     01/01/19     45,614  
  92,091     4.500     03/01/19     90,241  
  21,749     9.500     08/01/19     23,806  
  973     9.500     08/01/20     1,067  
  307,286     6.500     10/01/20     320,506  
  12,569     9.500     02/01/21     13,173  
  45,040     6.500     01/01/24     46,910  
  224,206     6.500     12/01/27     233,401  
  113,660     6.000     03/01/29     115,827  
  1,591     6.000     04/01/29     1,622  
  69,123     7.500     12/01/29     73,621  
  1,007     7.500     11/01/30     1,073  
  453,745     6.500     12/01/31     471,430  
  596,005     7.000     05/01/32     629,542  
  2,907     6.000     08/01/32     2,955  
  360,670     7.000     12/01/32     380,964  
  3,000,188     6.500     10/01/34     3,117,126  
  109,139     5.000     11/01/35     104,987  
  232,018     5.000     12/01/35     223,191  
  1,040,018     5.000     03/01/36     1,000,453  
  906,989     5.000     04/01/36     872,485  
  1,182,762     5.000     06/01/36     1,137,767  
 
 
  819,895     7.000     11/01/37     860,473  
  3,000,000     5.500     TBA-30yr(f)     2,955,000  
                       
                    16,294,944  
 
 
FNMA – 25.6%
  1,126     9.000     02/01/10     1,172  
  48,105     6.000     08/01/13     49,428  
  7,239     7.500     01/01/14     7,579  
  200,410     7.500     08/01/15     209,880  
  83,318     6.000     04/01/16     85,602  
  165,433     6.500     05/01/16     172,671  
  249,204     6.500     09/01/16     260,108  
  312,758     6.500     11/01/16     326,443  
  71,408     6.000     12/01/16     73,366  
  622,918     6.000     02/01/17     640,051  
  95,147     7.500     04/01/17     99,664  
  951,328     6.000     10/01/17     977,494  
  125,725     5.000     02/01/18     125,822  
  929,670     5.500     02/01/18     943,000  
  740,923     5.000     04/01/18     741,497  
  1,296,852     5.000     05/01/18     1,297,856  
  6,008,740     4.500     06/01/18     5,822,458  
  139,560     5.000     06/01/18     139,668  
  88,246     6.500     08/01/18     91,884  
  390,023     7.000     08/01/18     412,523  
  3,771,997     4.000     09/01/18     3,638,301  
  247,798     5.000     11/01/18     247,990  
  190,872     4.500     12/01/18     184,632  
  167,053     5.000     02/01/19     166,669  
  1,232,225     5.000     03/01/19     1,229,395  
  951,841     5.000     04/01/19     949,656  
  604,633     5.000     08/01/19     603,245  
  264,577     5.000     10/01/19     263,969  
  1,115,213     5.000     11/01/19     1,112,652  
  696     7.000     07/01/25     735  
  10,856     7.000     11/01/25     11,471  
  66,748     9.000     11/01/25     73,744  
  310,279     7.000     08/01/26     325,073  
  4,098     7.000     08/01/27     4,336  
  23,328     7.000     09/01/27     24,682  
  771     7.000     01/01/28     816  
  702,611     6.000     02/01/29     715,251  
  393,996     6.000     03/01/29     401,090  
  161,892     6.500     03/01/29     168,383  
  350,357     6.000     05/01/29     356,664  
  32,977     6.500     05/01/29     34,280  
  1,011,959     6.000     06/01/29     1,030,178  
  253,702     6.500     06/01/29     263,726  
  128,884     6.500     07/01/29     133,976  
  220,702     6.500     08/01/29     229,422  
  6,129     7.000     09/01/29     6,487  
  106,113     6.500     10/01/29     110,306  
  86,013     8.000     10/01/29     93,516  
  137,835     6.500     11/01/29     143,281  
  106,434     6.500     12/01/29     110,640  
  42,439     7.000     12/01/29     44,920  
  1,622     8.500     04/01/30     1,785  
 
 
 
 
 20
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 


 
 
                       
Principal
  Interest
    Maturity
     
Amount   Rate     Date   Value  
 
Mortgage-Backed Obligations – (continued)
FNMA – (continued)
                       
$ 13,170     8.000 %   05/01/30   $ 13,927  
  485     8.500     06/01/30     533  
  161,311     6.500     04/01/31     167,436  
  41,418     7.000     05/01/32     43,814  
  295,807     7.000     06/01/32     312,911  
  374,868     7.000     08/01/32     396,544  
  95,027     8.000     08/01/32     102,787  
  28,521     7.000     05/01/35     29,907  
  63,333     7.000     07/01/35     66,411  
  77,791     7.000     08/01/35     81,572  
  234,298     5.000     09/01/35     225,311  
  90,116     7.000     10/01/35     94,497  
  1,073,220     5.000     01/01/36     1,032,053  
  44,882     7.000     01/01/36     47,057  
  299,917     7.000     04/01/36     314,452  
  403,716     7.000     10/01/36     423,280  
  208,450     7.000     12/01/36     218,552  
  29,945     7.000     02/01/37     31,396  
  362,619     7.000     03/01/37     380,185  
  522,667     7.000     04/01/37     547,942  
  46,834     7.000     06/01/37     49,099  
  3,381,287     7.000     08/01/37     3,544,797  
  3,662,683     7.000     09/01/37     3,839,801  
  7,328,134     7.000     10/01/37     7,682,503  
  3,968,607     7.500     10/01/37     4,192,029  
  5,409,370     7.000     11/01/37     5,670,953  
  22,789     7.000     12/01/37     23,891  
  136,502     5.500     02/01/38     134,580  
  812,082     5.500     03/01/38     800,648  
  742,662     5.000     04/01/38     712,506  
  41,720     5.500     04/01/38     41,133  
  3,000,000     5.000     TBA-30yr(f)     2,875,314  
  1,000,000     5.500     TBA-30yr(f)     985,625  
                       
                    60,242,883  
 
 
GNMA – 1.0%
  37,837     7.000     03/15/12     39,030  
  50,019     7.000     06/15/23     53,514  
  21,524     7.000     10/15/25     23,023  
  29,161     7.000     11/15/25     31,193  
  4,474     7.000     02/15/26     4,763  
  18,736     7.000     04/15/26     19,945  
  7,288     7.000     03/15/27     7,758  
  1,360     7.000     06/15/27     1,447  
  8,580     7.000     10/15/27     9,134  
  157,802     7.000     11/15/27     167,978  
  10,097     7.000     01/15/28     10,754  
  54,723     7.000     02/15/28     58,287  
  22,720     7.000     03/15/28     24,200  
  9,035     7.000     04/15/28     9,624  
  1,302     7.000     05/15/28     1,387  
  20,089     7.000     06/15/28     21,397  
  42,777     7.000     07/15/28     45,563  
  117,931     7.000     08/15/28     125,612  
  60,318     7.000     09/15/28     64,247  
  5,564     7.000     11/15/28     5,926  
  5,940     7.500     11/15/30     6,296  
 
 
  3,964     7.000     10/15/31     4,227  
  1,469     7.000     12/15/31     1,567  
  37,662     7.500     10/15/32     40,449  
  1,393,239     6.000     08/20/34     1,416,863  
                       
                    2,194,184  
 
 
TOTAL MORTGAGE-BACKED OBLIGATIONS
                       
(Cost $171,292,806)
      $ 159,483,469  
 
 
                       
                       
Agency Debenture – 0.9%
Tennessee Valley Authority(c)
$ 2,000,000     5.375 %   04/01/56   $ 2,046,010  
(Cost $1,988,748)
           
 
 
                       
                       
Asset-Backed Securities – 1.3%
Home Equity – 1.3%
CIT Mortgage Loan Trust Series 2007-1, Class 2A1(a)(b)
$ 1,191,976     3.482 %   10/25/37   $ 1,072,778  
CIT Mortgage Loan Trust Series 2007-1, Class 2A2(a)(b)
  350,000     3.733     10/25/37     227,500  
CIT Mortgage Loan Trust Series 2007-1, Class 2A3(a)(b)
  700,000     3.933     10/25/37     350,000  
GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 1A1
  301,773     7.000     09/25/37     243,116  
GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 2A1
  303,866     7.000     09/25/37     214,707  
HFC Home Equity Loan Asset Backed Certificates Series 2007-3, Class APT(b)
  1,224,163     3.682     11/20/36     1,032,692  
 
 
TOTAL ASSET-BACKED SECURITIES
(Cost $4,072,914)
      $ 3,140,793  
 
 
                       
                       
Municipal Debt Obligation – 0.1%
Ohio – 0.1%
Buckeye Tobacco Settlement Financing Authority RB for Asset Backed Bonds Senior Turbo Series 2007 A-2
$ 170,000     5.125 %   06/01/24   $ 153,536  
(Cost $164,688)
           
 
 
                       
                       
Supranational – 1.7%
Banks – 1.7%
Asian Development Bank
$ 5,000,000     1.000 %   10/01/15   $ 3,903,930  
(Cost $3,772,787)
           
 
 
                       
                       
 
 
The accompanying notes are an integral part of these financial statements.
21 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Schedule of Investments (continued)

June 30, 2008 (Unaudited)
 
 
                       
Principal
  Interest
    Maturity
     
Amount   Rate     Date   Value  
 
U.S. Treasury Obligations – 1.4%
United States Treasury Inflation Indexed Bonds-TIPS
$ 2,200,000     2.000 %   01/15/26   $ 2,360,892  
  900,000     2.375     01/15/27     1,005,088  
 
 
TOTAL U.S. TREASURY OBLIGATIONS
(Cost $3,431,791)
      $ 3,365,980  
 
 
 
                     
      Interest
       
Shares     Rate     Value  
 
Preferred Stock – 0.2%
Banks – 0.2%
Royal Bank of Scotland Group PLC ADR
  475,000       9.118%     $     478,637  
(Cost $502,821)
       
 
 
 
                   
Principal
  Interest
  Maturity
     
Amount   Rate   Date   Value  
 
Short-Term Obligation – 3.5%
JPMorgan Chase Euro – Time Deposit
$ 8,352,811   1.922%   07/01/08   $ 8,352,811  
(Cost $8,352,811)
           
 
 
TOTAL INVESTMENTS – 102.5%
(Cost $255,993,772)
      $ 240,966,649  
 
 
LIABILITIES IN EXCESS OF OTHER
 ASSETS – (2.5)%
    (5,938,350)  
 
 
NET ASSETS – 100.0%
  $ 235,028,299  
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
(a) Securities are exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved by the Board of Trustees, such securities have been determined to be liquid by the Investment Adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounts to $12,449,464, which represents approximately 5.3% of net assets as of June 30, 2008.
 
(b) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
(c) All or a portion of security is segregated for initial margin requirements on futures transactions.
 
(d) Represents security with notional principal amount. The actual effective yield of this security is different than the stated interest rate.
 
(e) Security is issued with a zero coupon, and interest rate is contingent upon LIBOR reaching a predetermined level.
 
(f) TBA (To be announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement when the specific mortgage pools are assigned. Total market value of TBA securities amounts to $6,815,939 which represents approximately 2.9% of net assets as of June 30, 2008.
 
             
 
 
    Investment Abbreviations:
    ADR     American Depositary Receipt
    FHLMC     Federal Home Loan Mortgage Corp.
    FNMA     Federal National Mortgage Association
    GNMA     Government National Mortgage Association
    LIBOR     London Inter Bank Offered Rate
    RB     Revenue Bond
    REIT     Real Estate Investment Trust
    TIPS     Treasury Inflation-Protected Securities
 
 
 
 
 22
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 


 
 
 
 
ADDITIONAL INVESTMENT INFORMATION
 
FORWARD FOREIGN CURRENCY CONTRACTS — At June 30, 2008, the Fund had outstanding forward foreign currency exchange contracts, both to purchase and sell foreign currencies:
 
                                     
Open Forward Foreign Currency
  Contract
  Expiration
    Value on
    Current
    Unrealized
 
Contracts with Unrealized Gain   Type   Date     Settlement Date     Value     Gain  
   
Australian Dollar
  Purchase     9/17/08     $ 540,537     $ 545,425     $ 4,888  
British Pound
  Purchase     9/17/08       553,000       556,980       3,980  
Canadian Dollar
  Purchase     9/17/08       372,000       372,979       979  
Canadian Dollar
  Sale     9/17/08       185,000       183,352       1,648  
Japanese Yen
  Purchase     9/17/08       1,113,000       1,122,198       9,198  
Japanese Yen
  Sale     9/17/08       565,000       564,092       908  
New Zealand Dollar
  Sale     9/17/08       741,496       737,982       3,514  
New Zealand Dollar
  Purchase     9/17/08       185,000       185,980       980  
Norwegian Krone
  Purchase     9/17/08       565,000       573,383       8,383  
Norwegian Krone
  Sale     9/17/08       185,000       183,764       1,236  
Swedish Krona
  Sale     9/17/08       377,000       376,031       969  
Swedish Krona
  Purchase     9/19/08       564,253       566,563       2,310  
Swiss Franc
  Purchase     9/17/08       377,000       387,062       10,062  
 
 
                                     
TOTAL
                              $ 49,055  
 
 
 
                                     
Open Forward Foreign Currency
  Contract
  Expiration
    Value on
    Current
    Unrealized
 
Contracts with Unrealized Loss   Type   Date     Settlement Date     Value     Loss  
   
Australian Dollar
  Purchase     9/17/08     $ 185,000     $ 184,918     $ (82 )
Australian Dollar
  Sale     9/17/08       742,000       756,640       (14,640 )
British Pound
  Sale     9/17/08       1,311,000       1,337,987       (26,987 )
Canadian Dollar
  Sale     9/17/08       754,000       754,731       (731 )
Canadian Dollar
  Purchase     9/17/08       1,691,147       1,686,454       (4,693 )
Euro
  Sale     7/09/08       818,738       831,096       (12,358 )
Euro
  Purchase     9/17/08       1,881,000       1,876,517       (4,483 )
Euro
  Sale     9/17/08       2,258,734       2,297,153       (38,419 )
Japanese Yen
  Purchase     9/17/08       404,211       402,928       (1,283 )
New Zealand Dollar
  Sale     9/17/08       563,000       567,642       (4,642 )
Swedish Krona
  Purchase     9/17/08       374,520       370,927       (3,593 )
Swiss Franc
  Sale     9/17/08       353,232       359,912       (6,680 )
 
 
                                     
TOTAL
                              $ (118,591 )
 
 
 
 
The accompanying notes are an integral part of these financial statements.
23 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Schedule of Investments (continued)

June 30, 2008 (Unaudited)
 
 
ADDITIONAL INVESTMENT INFORMATION (continued)
 
FUTURES CONTRACTS — At June 30, 2008, the following futures contracts were open:
 
                             
    Number of
    Settlement
        Unrealized
 
Type   Contracts Long (Short)     Month   Notional Value     Gain (Loss)  
   
Eurodollars
    15     September 2008   $ 3,640,125     $ 24,292  
Eurodollars
    15     December 2008     3,630,750       15,167  
Eurodollars
    15     March 2009     3,625,500       11,994  
Eurodollars
    15     June 2009     3,617,625       8,394  
Eurodollars
    7     September 2009     1,683,762       (19,974 )
Eurodollars
    7     December 2009     1,678,863       (20,674 )
Euro-Schatz
    60     September 2008     9,666,336       (66,402 )
U.S. Treasury Bonds
    81     September 2008     9,363,094       168,528  
2 Year U.S. Treasury Notes
    (24 )   September 2008     (5,068,875 )     6,014  
5 Year U.S. Treasury Notes
    132     September 2008     14,593,219       87,891  
10 Year U.S. Treasury Notes
    93     September 2008     10,594,734       138,402  
30-Day Federal Fund
    2     August 2008     816,167       932  
30-Day Federal Fund
    2     September 2008     815,584       1,545  
30-Day Federal Fund
    52     November 2008     21,161,850       3,048  
 
 
                             
TOTAL
                      $ 359,157  
 
 
 
 
 24
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 97.9%
Automobiles & Components – 0.4%
55,513
  Ford Motor Co.*   $ 267,017  
14,600
  General Motors Corp.(a)     167,900  
6,100
  Harley-Davidson, Inc.      221,186  
14,835
  Johnson Controls, Inc.      425,468  
5,600
  The Goodyear Tire & Rubber Co.*     99,848  
             
          1,181,419  
 
 
Banks – 2.6%
14,200
  BB&T Corp.(a)     323,334  
3,750
  Comerica, Inc.      96,112  
16,298
  Countrywide Financial Corp.(a)     69,266  
27,103
  Fannie Mae     528,780  
13,305
  Fifth Third Bancorp     135,445  
3,400
  First Horizon National Corp.      25,262  
16,842
  Freddie Mac     276,209  
13,500
  Hudson City Bancorp, Inc.      225,180  
9,949
  Huntington Bancshares, Inc.      57,406  
10,400
  KeyCorp     114,192  
2,000
  M&T Bank Corp.      141,080  
6,800
  Marshall & Ilsley Corp.      104,244  
2,000
  MGIC Investment Corp.      12,220  
17,300
  National City Corp.(a)     82,521  
8,621
  PNC Financial Services Group, Inc.      492,259  
18,225
  Regions Financial Corp.      198,835  
9,185
  Sovereign Bancorp, Inc.      67,602  
9,000
  SunTrust Banks, Inc.      325,980  
43,880
  U.S. Bancorp     1,223,813  
54,427
  Wachovia Corp.      845,251  
26,640
  Washington Mutual, Inc.(a)     131,335  
84,197
  Wells Fargo & Co.      1,999,679  
2,800
  Zions Bancorp     88,172  
             
          7,564,177  
 
 
Capital Goods – 8.3%
17,839
  3M Co.      1,241,416  
15,771
  Caterpillar, Inc.      1,164,215  
4,500
  Cooper Industries Ltd. Class A     177,750  
5,200
  Cummins, Inc.      340,704  
6,600
  Danaher Corp.      510,180  
11,079
  Deere & Co.      799,128  
4,850
  Dover Corp.      234,595  
3,900
  Eaton Corp.      331,383  
19,800
  Emerson Electric Co.      979,110  
2,291
  Fluor Corp.      426,309  
10,106
  General Dynamics Corp.      850,925  
253,720
  General Electric Co.      6,771,787  
3,300
  Goodrich Corp.      156,618  
18,875
  Honeywell International, Inc.      949,035  
10,200
  Illinois Tool Works, Inc.      484,602  
8,039
  Ingersoll-Rand Co. Ltd. Class A     300,900  
4,600
  ITT Corp.      291,318  
3,000
  Jacobs Engineering Group, Inc.*     242,100  
3,200
  L-3 Communications Holdings, Inc.      290,784  
8,582
  Lockheed Martin Corp.      846,700  
9,200
  Masco Corp.      144,716  
8,692
  Northrop Grumman Corp.      581,495  
 
 
9,142
  PACCAR, Inc.      382,410  
3,100
  Pall Corp.      123,008  
4,348
  Parker Hannifin Corp.      310,099  
3,600
  Precision Castparts Corp.      346,932  
10,900
  Raytheon Co.      613,452  
3,700
  Rockwell Automation, Inc.      161,801  
4,060
  Rockwell Collins, Inc.      194,718  
2,600
  Terex Corp.*     133,562  
6,300
  Textron, Inc.      301,959  
19,123
  The Boeing Co.      1,256,764  
3,500
  The Manitowoc Co., Inc.      113,855  
12,287
  Tyco International Ltd.      491,971  
24,774
  United Technologies Corp.      1,528,556  
1,628
  W.W. Grainger, Inc.      133,170  
             
          24,208,027  
 
 
Commercial Services & Supplies – 0.5%
7,600
  Allied Waste Industries, Inc.*     95,912  
2,700
  Avery Dennison Corp.      118,611  
3,200
  Cintas Corp.      84,832  
3,550
  Equifax, Inc.      119,351  
3,000
  Monster Worldwide, Inc.*     61,830  
5,300
  Pitney Bowes, Inc.      180,730  
5,700
  R.R. Donnelley & Sons Co.      169,233  
4,100
  Robert Half International, Inc.      98,277  
12,349
  Waste Management, Inc.      465,681  
             
          1,394,457  
 
 
Consumer Durables & Apparel – 0.9%
1,600
  Black & Decker Corp.      92,016  
3,100
  Centex Corp.      41,447  
8,500
  Coach, Inc.*     245,480  
7,100
  D.R. Horton, Inc.      77,035  
7,500
  Eastman Kodak Co.      108,225  
4,000
  Fortune Brands, Inc.      249,640  
1,600
  Harman International Industries, Inc.      66,224  
3,350
  Hasbro, Inc.      119,662  
2,300
  Jones Apparel Group, Inc.      31,625  
1,900
  KB HOME     32,167  
4,300
  Leggett & Platt, Inc.      72,111  
4,000
  Lennar Corp. Class A     49,360  
2,600
  Liz Claiborne, Inc.      36,790  
9,252
  Mattel, Inc.      158,394  
7,233
  Newell Rubbermaid, Inc.      121,442  
9,700
  NIKE, Inc. Class B     578,217  
1,600
  Polo Ralph Lauren Corp.      100,448  
5,900
  Pulte Homes, Inc.      56,817  
1,403
  Snap-On, Inc.      72,970  
2,100
  The Stanley Works     94,143  
2,300
  VF Corp.      163,714  
2,059
  Whirlpool Corp.      127,102  
             
          2,695,029  
 
 
Consumer Services – 1.3%
3,300
  Apollo Group, Inc. Class A*     146,058  
11,200
  Carnival Corp.      369,152  
3,800
  Darden Restaurants, Inc.      121,372  
 
 
 
 
The accompanying notes are an integral part of these financial statements.
25 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Consumer Services – (continued)
             
8,500
  H&R Block, Inc.    $ 181,900  
8,200
  International Game Technology     204,836  
7,800
  Marriott International, Inc. Class A     204,672  
28,888
  McDonald’s Corp.      1,624,083  
18,856
  Starbucks Corp.*     296,793  
4,800
  Starwood Hotels & Resorts Worldwide, Inc.      192,336  
2,500
  Wendy’s International, Inc.      68,050  
4,526
  Wyndham Worldwide Corp.      81,061  
11,897
  Yum! Brands, Inc.      417,466  
             
          3,907,779  
 
 
Diversified Financials – 6.7%
4,800
  American Capital Strategies Ltd.(a)     114,096  
29,320
  American Express Co.      1,104,484  
5,880
  Ameriprise Financial, Inc.      239,140  
113,057
  Bank of America Corp.      2,698,671  
28,915
  Bank of New York Mellon Corp.      1,093,854  
9,336
  Capital One Financial Corp.      354,861  
5,200
  CIT Group, Inc.      35,412  
138,705
  Citigroup, Inc.      2,324,696  
1,399
  CME Group, Inc.      536,083  
12,617
  Discover Financial Services     166,166  
12,000
  E*Trade Financial Corp.*(a)     37,680  
2,400
  Federated Investors, Inc. Class B     82,608  
3,930
  Franklin Resources, Inc.      360,185  
1,800
  Intercontinental Exchange, Inc.*     205,200  
3,700
  Janus Capital Group, Inc.      97,939  
88,065
  JPMorgan Chase & Co.      3,021,510  
3,400
  Legg Mason, Inc.      148,138  
17,200
  Lehman Brothers Holdings, Inc.      340,732  
4,300
  Leucadia National Corp.      201,842  
24,512
  Merrill Lynch & Co., Inc.      777,276  
5,300
  Moody’s Corp.      182,532  
28,234
  Morgan Stanley     1,018,400  
4,900
  Northern Trust Corp.      335,993  
6,900
  NYSE Euronext     349,554  
11,471
  SLM Corp.*     221,964  
10,867
  State Street Corp.      695,379  
6,500
  T. Rowe Price Group, Inc.      367,055  
23,786
  The Charles Schwab Corp.      488,564  
10,002
  The Goldman Sachs Group, Inc.(b)     1,749,350  
             
          19,349,364  
 
 
Energy – 15.8%
12,018
  Anadarko Petroleum Corp.      899,427  
8,516
  Apache Corp.      1,183,724  
7,893
  Baker Hughes, Inc.      689,375  
7,600
  BJ Services Co.      242,744  
2,400
  Cabot Oil & Gas Corp.      162,552  
5,600
  Cameron International Corp.*     309,960  
11,817
  Chesapeake Energy Corp.      779,449  
52,592
  Chevron Corp.      5,213,445  
39,291
  ConocoPhillips     3,708,678  
4,600
  Consol Energy, Inc.      516,902  
11,361
  Devon Energy Corp.      1,365,138  
17,830
  El Paso Corp.      387,624  
 
 
3,600
  ENSCO International, Inc.      290,664  
6,349
  EOG Resources, Inc.      832,989  
134,533
  Exxon Mobil Corp.      11,856,393  
22,144
  Halliburton Co.      1,175,182  
7,000
  Hess Corp.      883,330  
18,208
  Marathon Oil Corp.      944,449  
2,000
  Massey Energy Co.      187,500  
4,800
  Murphy Oil Corp.      470,640  
7,100
  Nabors Industries Ltd.*     349,533  
10,500
  National-Oilwell Varco, Inc.*     931,560  
6,900
  Noble Corp.      448,224  
4,400
  Noble Energy, Inc.      442,464  
21,000
  Occidental Petroleum Corp.      1,887,060  
6,906
  Peabody Energy Corp.      608,073  
3,900
  Range Resources Corp.      255,606  
2,700
  Rowan Companies, Inc.      126,225  
30,433
  Schlumberger Ltd.      3,269,417  
5,200
  Smith International, Inc.      432,328  
8,700
  Southwestern Energy Co.*     414,207  
16,406
  Spectra Energy Corp.      471,509  
3,100
  Sunoco, Inc.      126,139  
3,500
  Tesoro Corp.      69,195  
14,683
  The Williams Companies, Inc.      591,872  
8,116
  Transocean, Inc.      1,236,797  
13,313
  Valero Energy Corp.      548,229  
17,400
  Weatherford International Ltd.*     862,866  
13,000
  XTO Energy, Inc.      890,630  
             
          46,062,099  
 
 
Food & Staples Retailing – 2.7%
10,912
  Costco Wholesale Corp.      765,368  
36,624
  CVS/Caremark Corp.      1,449,212  
11,300
  Safeway, Inc.      322,615  
5,473
  SUPERVALU, Inc.      169,061  
15,100
  Sysco Corp.      415,401  
16,632
  The Kroger Co.      480,166  
25,500
  Walgreen Co.      829,005  
59,302
  Wal-Mart Stores, Inc.      3,332,772  
3,700
  Whole Foods Market, Inc.(a)     87,653  
             
          7,851,253  
 
 
Food, Beverage & Tobacco – 5.5%
53,358
  Altria Group, Inc.      1,097,040  
18,243
  Anheuser-Busch Companies, Inc.      1,133,255  
16,449
  Archer-Daniels-Midland Co.      555,154  
2,200
  Brown-Forman Corp. Class B     166,254  
5,600
  Campbell Soup Co.      187,376  
7,100
  Coca-Cola Enterprises, Inc.      122,830  
12,400
  ConAgra Foods, Inc.      239,072  
4,900
  Constellation Brands, Inc. Class A*     97,314  
3,700
  Dean Foods Co.*     72,594  
8,600
  General Mills, Inc.      522,622  
8,000
  H.J. Heinz Co.      382,800  
6,400
  Kellogg Co.      307,328  
38,419
  Kraft Foods, Inc. Class A     1,093,021  
4,347
  Lorillard, Inc.*     300,639  
3,300
  McCormick & Co., Inc.      117,678  
 
 
 
 
 26
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
 
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Food, Beverage & Tobacco – (continued)
             
3,500
  Molson Coors Brewing Co. Class B   $ 190,155  
3,425
  Pepsi Bottling Group, Inc.      95,626  
40,375
  PepsiCo, Inc.      2,567,446  
53,639
  Philip Morris International, Inc.      2,649,230  
4,245
  Reynolds American, Inc.      198,114  
17,800
  Sara Lee Corp.      218,050  
50,860
  The Coca-Cola Co.      2,643,703  
4,200
  The Hershey Co.      137,676  
7,500
  Tyson Foods, Inc. Class A     112,050  
3,800
  UST, Inc.      207,518  
5,550
  Wm. Wrigley Jr. Co.      431,679  
             
          15,846,224  
 
 
Health Care Equipment & Services – 3.9%
12,489
  Aetna, Inc.      506,179  
4,100
  AmerisourceBergen Corp.      163,959  
15,900
  Baxter International, Inc.      1,016,646  
6,300
  Becton, Dickinson and Co.      512,190  
34,506
  Boston Scientific Corp.*     424,079  
2,500
  C.R. Bard, Inc.      219,875  
9,032
  Cardinal Health, Inc.      465,871  
7,219
  CIGNA Corp.      255,480  
4,100
  Coventry Health Care, Inc.*     124,722  
12,884
  Covidien Ltd.      617,015  
6,500
  Express Scripts, Inc.*     407,680  
3,890
  Hospira, Inc.*     156,028  
4,500
  Humana, Inc.*     178,965  
4,554
  IMS Health, Inc.      106,108  
990
  Intuitive Surgical, Inc.*     266,706  
2,800
  Laboratory Corp. of America Holdings*     194,964  
6,914
  McKesson Corp.      386,562  
12,814
  Medco Health Solutions, Inc.*     604,821  
28,658
  Medtronic, Inc.      1,483,051  
3,281
  Patterson Companies, Inc.*     96,429  
4,100
  Quest Diagnostics, Inc.      198,727  
8,693
  St. Jude Medical, Inc.*     355,370  
6,100
  Stryker Corp.      383,568  
13,250
  Tenet Healthcare Corp.*     73,670  
31,200
  UnitedHealth Group, Inc.      819,000  
3,100
  Varian Medical Systems, Inc.*     160,735  
13,300
  WellPoint, Inc.*     633,878  
5,951
  Zimmer Holdings, Inc.*     404,965  
             
          11,217,243  
 
 
Household & Personal Products – 2.4%
10,800
  Avon Products, Inc.      389,016  
13,086
  Colgate-Palmolive Co.      904,243  
10,740
  Kimberly-Clark Corp.      642,037  
77,845
  Procter & Gamble Co.      4,733,754  
3,700
  The Clorox Co.      193,140  
2,900
  The Estee Lauder Companies, Inc. Class A     134,705  
             
          6,996,895  
 
 
Insurance – 3.4%
8,315
  ACE Ltd.      458,073  
12,092
  Aflac, Inc.      759,378  
68,423
  American International Group, Inc.      1,810,473  
7,550
  Aon Corp.      346,847  
2,500
  Assurant, Inc.      164,900  
4,368
  Cincinnati Financial Corp.      110,947  
11,000
  Genworth Financial, Inc. Class A     195,910  
7,973
  Hartford Financial Services Group, Inc.      514,817  
6,746
  Lincoln National Corp.      305,729  
9,147
  Loews Corp.      428,994  
12,788
  Marsh & McLennan Companies, Inc.      339,521  
3,750
  MBIA, Inc.      16,463  
18,200
  MetLife, Inc.      960,414  
6,632
  Principal Financial Group, Inc.      278,345  
11,237
  Prudential Financial, Inc.      671,298  
2,250
  SAFECO Corp.      151,110  
13,938
  The Allstate Corp.      635,433  
9,358
  The Chubb Corp.      458,636  
17,600
  The Progressive Corp.      329,472  
15,298
  The Travelers Companies, Inc.      663,933  
2,300
  Torchmark Corp.      134,895  
8,818
  Unum Corp.      180,328  
4,400
  XL Capital Ltd. Class A     90,464  
             
          10,006,380  
 
 
Materials – 3.8%
5,400
  Air Products & Chemicals, Inc.      533,844  
2,800
  AK Steel Holding Corp.      193,200  
20,995
  Alcoa, Inc.      747,842  
2,551
  Allegheny Technologies, Inc.      151,223  
1,500
  Ashland, Inc.      72,300  
2,600
  Ball Corp.      124,124  
2,800
  Bemis Co., Inc.      62,776  
22,938
  E.I. du Pont de Nemours & Co.      983,811  
1,900
  Eastman Chemical Co.      130,834  
4,512
  Ecolab, Inc.      193,971  
9,655
  Freeport-McMoRan Copper & Gold, Inc.      1,131,469  
2,700
  Hercules, Inc.      45,711  
2,200
  International Flavors & Fragrances, Inc.      85,932  
10,959
  International Paper Co.      255,345  
4,698
  MeadWestvaco Corp.      112,000  
13,954
  Monsanto Co.      1,764,344  
11,688
  Newmont Mining Corp.      609,646  
8,000
  Nucor Corp.      597,360  
3,300
  Pactiv Corp.*     70,059  
4,300
  PPG Industries, Inc.      246,691  
7,900
  Praxair, Inc.      744,496  
3,190
  Rohm & Haas Co.      148,143  
4,116
  Sealed Air Corp.      78,245  
3,400
  Sigma-Aldrich Corp.      183,124  
23,513
  The Dow Chemical Co.      820,839  
2,500
  Titanium Metals Corp.      34,975  
 
 
 
 
The accompanying notes are an integral part of these financial statements.
27 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Materials – (continued)
             
3,020
  United States Steel Corp.    $ 558,036  
2,700
  Vulcan Materials Co.(a)     161,406  
5,492
  Weyerhaeuser Co.      280,861  
             
          11,122,607  
 
 
Media – 2.8%
17,664
  CBS Corp. Class B     344,271  
12,624
  Clear Channel Communications, Inc.      444,365  
75,288
  Comcast Corp. Class A     1,428,213  
5,971
  Gannett Co., Inc.      129,392  
1,100
  Meredith Corp.      31,119  
59,086
  News Corp. Class A     888,653  
8,000
  Omnicom Group, Inc.      359,040  
17,900
  The DIRECTV Group, Inc.*     463,789  
2,200
  The E.W. Scripps Co. Class A     91,388  
12,071
  The Interpublic Group of Companies, Inc.*     103,811  
8,396
  The McGraw-Hill Companies, Inc.      336,848  
4,200
  The New York Times Co. Class A(a)     64,638  
48,029
  The Walt Disney Co.      1,498,505  
160
  The Washington Post Co. Class B     93,904  
91,798
  Time Warner, Inc.      1,358,610  
16,324
  Viacom, Inc. Class B*     498,535  
             
          8,135,081  
 
 
Pharmaceuticals, Biotechnology & Life Sciences – 7.8%
39,200
  Abbott Laboratories     2,076,424  
7,700
  Allergan, Inc.      400,785  
27,908
  Amgen, Inc.*     1,316,141  
4,400
  Applera Corp.-Applied Biosystems Group     147,312  
2,800
  Barr Pharmaceuticals, Inc.*     126,224  
7,585
  Biogen Idec, Inc.*     423,926  
50,438
  Bristol-Myers Squibb Co.      1,035,492  
11,200
  Celgene Corp.*     715,344  
25,400
  Eli Lilly & Co.      1,172,464  
7,900
  Forest Laboratories, Inc.*     274,446  
6,800
  Genzyme Corp.*     489,736  
23,500
  Gilead Sciences, Inc.*     1,244,325  
71,704
  Johnson & Johnson     4,613,435  
6,966
  King Pharmaceuticals, Inc.*     72,934  
54,479
  Merck & Co., Inc.      2,053,314  
1,500
  Millipore Corp.*     101,790  
7,500
  Mylan, Inc.*(a)     90,525  
3,300
  PerkinElmer, Inc.      91,905  
172,818
  Pfizer, Inc.      3,019,130  
41,646
  Schering-Plough Corp.      820,010  
10,768
  Thermo Fisher Scientific, Inc.*     600,101  
2,400
  Waters Corp.*     154,800  
2,900
  Watson Pharmaceuticals, Inc.*     78,793  
33,846
  Wyeth     1,623,254  
             
          22,742,610  
 
 
Real Estate – 1.2%
2,418
  Apartment Investment & Management Co. (REIT)     82,357  
1,900
  AvalonBay Communities, Inc. (REIT)     169,404  
3,127
  Boston Properties, Inc. (REIT)     282,118  
4,300
  CB Richard Ellis Group, Inc. Class A*     82,560  
3,000
  Developers Diversified Realty Corp. (REIT)     104,130  
6,900
  Equity Residential (REIT)     264,063  
6,500
  General Growth Properties, Inc. (REIT)     227,695  
6,000
  HCP, Inc. (REIT)     190,860  
13,300
  Host Hotels & Resorts, Inc. (REIT)     181,545  
6,200
  Kimco Realty Corp. (REIT)     214,024  
4,400
  Plum Creek Timber Co., Inc. (REIT)     187,924  
6,700
  ProLogis (REIT)     364,145  
3,100
  Public Storage, Inc. (REIT)     250,449  
5,600
  Simon Property Group, Inc. (REIT)     503,384  
3,400
  Vornado Realty Trust (REIT)     299,200  
             
          3,403,858  
 
 
Retailing – 2.5%
2,177
  Abercrombie & Fitch Co. Class A     136,454  
7,968
  Amazon.com, Inc.*     584,293  
3,972
  AutoNation, Inc.*     39,799  
1,100
  AutoZone, Inc.*     133,111  
6,972
  Bed Bath & Beyond, Inc.*     195,913  
9,050
  Best Buy Co., Inc.      358,380  
2,100
  Big Lots, Inc.*     65,604  
1,800
  Dillard’s, Inc. Class A(a)     20,826  
5,200
  Expedia, Inc.*     95,576  
3,400
  Family Dollar Stores, Inc.      67,796  
4,100
  GameStop Corp. Class A*     165,640  
4,398
  Genuine Parts Co.      174,513  
4,300
  IAC/InterActiveCorp*     82,904  
5,400
  J.C. Penney Co., Inc.      195,966  
8,022
  Kohl’s Corp.*     321,201  
8,100
  Limited Brands, Inc.      136,485  
36,900
  Lowe’s Companies, Inc.      765,675  
11,134
  Macy’s, Inc.      216,222  
4,524
  Nordstrom, Inc.      137,077  
6,600
  Office Depot, Inc.*     72,204  
3,700
  RadioShack Corp.      45,399  
1,900
  Sears Holdings Corp.*(a)     139,954  
17,997
  Staples, Inc.      427,429  
19,800
  Target Corp.      920,502  
11,550
  The Gap, Inc.      192,539  
42,694
  The Home Depot, Inc.      999,894  
2,500
  The Sherwin-Williams Co.      114,825  
10,593
  The TJX Companies, Inc.      333,362  
3,300
  Tiffany & Co.      134,475  
             
          7,274,018  
 
 
Semiconductors & Semiconductor Equipment – 2.5%
15,900
  Advanced Micro Devices, Inc.*(a)     92,697  
7,674
  Altera Corp.      158,852  
 
 
 
 
 28
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
 
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Semiconductors & Semiconductor Equipment – (continued)
             
7,500
  Analog Devices, Inc.    $ 238,275  
34,600
  Applied Materials, Inc.      660,514  
11,150
  Broadcom Corp. Class A*     304,284  
146,071
  Intel Corp.      3,137,605  
4,225
  KLA-Tencor Corp.      172,000  
5,800
  Linear Technology Corp.      188,906  
15,400
  LSI Corp.*     94,556  
5,800
  MEMC Electronic Materials, Inc.*     356,932  
4,900
  Microchip Technology, Inc.(a)     149,646  
18,943
  Micron Technology, Inc.*     113,658  
5,700
  National Semiconductor Corp.      117,078  
2,265
  Novellus Systems, Inc.*     47,995  
14,150
  NVIDIA Corp.*     264,888  
5,000
  Teradyne, Inc.*     55,350  
34,058
  Texas Instruments, Inc.      959,073  
7,300
  Xilinx, Inc.      184,325  
             
          7,296,634  
 
 
Software & Services – 6.1%
13,315
  Adobe Systems, Inc.*     524,478  
2,600
  Affiliated Computer Services, Inc. Class A*     139,074  
4,500
  Akamai Technologies, Inc.*     156,555  
6,000
  Autodesk, Inc.*     202,860  
13,400
  Automatic Data Processing, Inc.      561,460  
4,800
  BMC Software, Inc.*     172,800  
10,304
  CA, Inc.      237,919  
4,600
  Citrix Systems, Inc.*     135,286  
7,375
  Cognizant Technology Solutions Corp. Class A*     239,761  
3,700
  Computer Sciences Corp.*     173,308  
7,300
  Compuware Corp.*     69,642  
2,900
  Convergys Corp.*     43,094  
28,044
  eBay, Inc.*     766,443  
8,200
  Electronic Arts, Inc.*     364,326  
12,582
  Electronic Data Systems Corp.      310,020  
4,300
  Fidelity National Information Services, Inc.      158,713  
4,350
  Fiserv, Inc.*     197,359  
5,889
  Google, Inc. Class A*     3,100,087  
8,300
  Intuit, Inc.*     228,831  
203,882
  Microsoft Corp.      5,608,794  
9,600
  Novell, Inc.*     56,544  
101,017
  Oracle Corp.*     2,121,357  
8,431
  Paychex, Inc.      263,722  
21,718
  Symantec Corp.*     420,243  
4,500
  Total System Services, Inc.      99,990  
10,000
  Unisys Corp.*     39,500  
4,902
  VeriSign, Inc.*     185,296  
18,619
  Western Union Co.      460,262  
34,500
  Yahoo!, Inc.*     712,770  
             
          17,750,494  
 
 
Technology Hardware & Equipment – 7.5%
9,396
  Agilent Technologies, Inc.*     333,934  
22,358
  Apple, Inc.*     3,743,624  
2,385
  Ciena Corp.*     55,261  
150,620
  Cisco Systems, Inc.*     3,503,421  
40,225
  Corning, Inc.      927,186  
51,200
  Dell, Inc.*     1,120,256  
53,009
  EMC Corp.*     778,702  
62,689
  Hewlett-Packard Co.      2,771,481  
35,025
  International Business Machines Corp.      4,151,513  
5,000
  Jabil Circuit, Inc.      82,050  
6,125
  JDS Uniphase Corp.*     69,580  
13,400
  Juniper Networks, Inc.*     297,212  
2,400
  Lexmark International, Inc. Class A*     80,232  
3,825
  Molex, Inc.      93,368  
57,435
  Motorola, Inc.      421,573  
8,500
  NetApp, Inc.*     184,110  
553
  Nortel Networks Corp.*     4,546  
3,300
  QLogic Corp.*     48,147  
41,154
  QUALCOMM, Inc.      1,826,003  
5,600
  SanDisk Corp.*     104,720  
20,514
  Sun Microsystems, Inc.*     223,192  
9,600
  Tellabs, Inc.*     44,640  
4,700
  Teradata Corp.*     108,758  
12,398
  Tyco Electronics Ltd.      444,096  
22,700
  Xerox Corp.      307,812  
             
          21,725,417  
 
 
Telecommunication Services – 3.3%
10,200
  American Tower Corp. Class A*     430,950  
151,568
  AT&T, Inc.      5,106,326  
2,800
  CenturyTel, Inc.      99,652  
8,400
  Citizens Communications Co.      95,256  
3,640
  Embarq Corp.      172,063  
38,663
  Qwest Communications International, Inc.      151,945  
73,510
  Sprint Nextel Corp.      698,345  
72,629
  Verizon Communications, Inc.      2,571,067  
11,281
  Windstream Corp.      139,207  
             
          9,464,811  
 
 
Transportation – 2.1%
7,422
  Burlington Northern Santa Fe Corp.      741,384  
4,300
  C.H. Robinson Worldwide, Inc.      235,812  
10,362
  CSX Corp.      650,837  
5,500
  Expeditors International of Washington, Inc.      236,500  
8,000
  FedEx Corp.      630,320  
9,535
  Norfolk Southern Corp.      597,558  
1,500
  Ryder System, Inc.      103,320  
18,418
  Southwest Airlines Co.      240,171  
13,100
  Union Pacific Corp.      989,050  
26,017
  United Parcel Service, Inc. Class B     1,599,265  
             
          6,024,217  
 
 
 
 
The accompanying notes are an integral part of these financial statements.
29 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
             
Utilities – 3.9%
17,100
  AES Corp.*   $ 328,491  
4,400
  Allegheny Energy, Inc.      220,484  
5,300
  Ameren Corp.      223,819  
10,391
  American Electric Power Co., Inc.      418,030  
8,698
  CenterPoint Energy, Inc.      139,603  
5,400
  CMS Energy Corp.      80,460  
6,900
  Consolidated Edison, Inc.      269,721  
4,550
  Constellation Energy Group, Inc.      373,555  
14,747
  Dominion Resources, Inc.      700,335  
4,300
  DTE Energy Co.      182,492  
32,313
  Duke Energy Corp.      561,600  
11,397
  Dynegy, Inc. Class A*     97,444  
8,469
  Edison International     435,137  
4,948
  Entergy Corp.      596,135  
16,681
  Exelon Corp.      1,500,623  
7,734
  FirstEnergy Corp.      636,740  
10,246
  FPL Group, Inc.(a)     671,932  
2,031
  Integrys Energy Group, Inc.      103,236  
1,000
  Nicor, Inc.      42,590  
6,700
  NiSource, Inc.      120,064  
4,900
  Pepco Holdings, Inc.      125,685  
9,131
  PG&E Corp.      362,409  
2,700
  Pinnacle West Capital Corp.      83,079  
9,651
  PPL Corp.      504,458  
6,477
  Progress Energy, Inc.      270,933  
12,931
  Public Service Enterprise Group, Inc.      593,921  
4,400
  Questar Corp.      312,576  
6,313
  Sempra Energy     356,369  
19,600
  Southern Co.      684,432  
5,300
  TECO Energy, Inc.      113,897  
11,110
  Xcel Energy, Inc.     222,978  
             
          11,333,228  
 
 
             
TOTAL COMMON STOCKS
(Cost $238,278,007)
  $ 284,553,321  
 
 
 
                 
Principal
  Interest
  Maturity
   
Amount   Rate   Date   Value
 
U.S. Government Obligation – 0.1%
United States Treasury Bill(c)(e)
$412,000
  1.916%   09/11/08     $410,620  
(Cost $410,434)
           
 
 
               
                 
Short-Term Obligation – 2.1%
JPMorgan Chase Euro — Time Deposit
$5,943,049
  1.922%   07/01/08     $5,943,049  
(Cost $5,943,049)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING COLLATERAL
(Cost $244,631,490)
        $290,906,990  
 
 
 
             
    Interest
     
Shares   Rate   Value  
 
Securities Lending Collateral – 0.8%
Boston Global Investment Trust — Enhanced Portfolio(d)
2,205,025
  2.745%   $ 2,205,025  
(Cost $2,205,025)
       
 
 
TOTAL INVESTMENTS – 100.9%
(Cost $246,836,515)
  $ 293,112,015  
 
 
LIABILITIES IN EXCESS OF OTHER ASSETS – (0.9)%
    (2,474,085 )
 
 
NET ASSETS – 100.0%   $ 290,637,930  
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) Represents an affiliated issuer.
 
(c) All or a portion of security is segregated for initial margin requirements on futures transactions.
 
(d) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
(e) Interest rates represent the annualized yield on date of purchase.
 
Investment Abbreviation:
REIT—Real Estate Investment Trust
 
 
 30
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
 
 
 
 
ADDITIONAL INVESTMENT INFORMATION
 
 
FUTURES CONTRACTS — At June 30, 2008, the following futures contracts were open:
 
                                 
    Number of
    Settlement
    Notional
    Unrealized
 
Type   Contracts Long     Month     Value     Loss  
   
S&P 500 E-mini
    111       September 2008     $ 7,110,105     $ (438,145 )
 
 
 
 
The accompanying notes are an integral part of these financial statements.
31 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
                     
Principal
  Interest
    Maturity
   
Amount   Rate     Date   Value
 
Mortgage-Backed Obligations – 88.8%
Adjustable Rate FHLMC(a) – 1.6%
$ 741,749     4.846 %   09/01/35   $ 746,940
  744,456     4.733     10/01/35     742,978
                     
                    1,489,918
 
 
Adjustable Rate FNMA(a) – 2.0%
  369,690     3.796     05/01/33     366,793
  768,591     4.025     05/01/35     770,190
  681,482     5.084     12/01/35     690,099
                     
                    1,827,082
 
 
Adjustable Rate Non-Agency(a) – 9.5%
First Horizon Alternative Mortgage Securities Series 2005-AA7, Class 2A1
  594,364     5.401     09/25/35     490,560
GSR Mortgage Loan Trust Series 2005-AR6, Class 3A1
  730,862     4.560     09/25/35     699,497
Harborview Mortgage Loan Trust Series 2006-6, Class 3A1A
  600,434     5.996     08/19/36     477,906
Indymac Index Mortgage Loan Trust Series 2006-AR2, Class 1A1A
  589,853     2.702     04/25/46     414,383
J.P. Morgan Mortgage Trust Series 2007-A1, Class 2A2
  804,781     4.744     07/25/35     790,921
Lehman XS Trust Series 2007-4N, Class 3A2A
  895,130     4.278     03/25/47     645,956
Luminent Mortgage Trust Series 2006-2, Class A1A
  595,038     2.683     02/25/46     440,472
Merrill Lynch Mortgage Investors, Inc. Series 2005-A9, Class 2A1C
  1,000,000     5.142     12/25/35     940,981
Residential Accredit Loans, Inc. Series 2005-QO5, Class A1
  567,856     4.528     01/25/46     437,540
Residential Accredit Loans, Inc. Series 2007-QH9, Class A1
  975,035     6.550     11/25/37     690,336
Structured Asset Mortgage Investments, Inc. Series 2007-AR6, Class A1
  980,929     5.028     08/25/47     701,364
Washington Mutual Mortgage Pass-Through Certificates Series 2005-AR10, Class 1A3
  1,000,000     4.835     09/25/35     904,720
Washington Mutual Mortgage Pass-Through Certificates Series 2006-AR11, Class 3A1A
  739,984     4.448     09/25/46     523,282
Wells Fargo Mortgage Backed Securities Trust Series 2006-AR10, Class 5A3
  687,390     5.607     07/25/36     674,032
                     
                    8,831,950
 
 
Collateralized Mortgage Obligations – 5.6%
Interest Only(a)(b)(c) – 0.0%
FNMA Series 2004-47, Class EI
  428,031     0.000     06/25/34     12,084
FNMA Series 2004-62, Class DI
  198,538     0.000     07/25/33     8,935
                     
                    21,019
 
 
Planned Amortization Class – 5.4%
FHLMC Series 2719, Class GC(d)
  4,580,000     5.000     06/15/26     4,640,955
FNMA Series 2003-70, Class BS
  321,807     4.000     04/25/22     321,302
                     
                    4,962,257
 
 
Regular Floater(a)(c) – 0.2%
FHLMC Series 3325, Class SX
  91,915     0.000     06/15/37     96,670
FNMA Series 2007-53, Class UF
  81,695     0.000     06/25/37     84,042
                     
                    180,712
 
 
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS     5,163,988
 
 
Commercial Mortgage-Backed Securities – 2.3%
Adjustable Rate Non-Agency(a) – 1.5%
Bear Stearns Commercial Mortgage Securities Series 2006-PW12, Class A4
  500,000     5.902     09/11/38     486,351
Citigroup/Deutsche Bank Commercial Mortgage Trust Series 2005-CD1, Class A4
  1,000,000     5.400     07/15/44     946,056
                     
                    1,432,407
 
 
Sequential Fixed Rate – 0.8%
Banc of America Funding Corp. Series 2007-8, Class 2A1
  752,252     7.000     10/25/37     712,759
 
 
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES     2,145,166
 
 
FHLMC – 6.0%
  1,498,878     4.500     12/01/18     1,471,979
  1,266,840     4.500     06/01/19     1,244,105
  9,031     10.000     03/01/21     10,008
  15,799     6.500     06/01/23     16,456
  1,012,339     6.500     10/01/34     1,051,797
  36,380     5.000     11/01/35     34,996
  327,208     5.000     03/01/36     314,760
  302,330     5.000     04/01/36     290,828
  160,235     5.000     06/01/36     154,140
  968,660     5.500     02/01/38     954,940
                     
                    5,544,009
 
 
FNMA – 61.8%
  5,330     5.000     02/01/14     5,329
  68,727     5.000     11/01/17     68,906
  366,958     5.000     12/01/17     367,916
  268,260     5.000     01/01/18     268,960
  107,764     5.000     02/01/18     107,848
  276,198     5.000     03/01/18     276,412
  1,087,256     5.000     04/01/18     1,088,098
  413,174     5.000     05/01/18     413,493
  835,493     5.000     06/01/18     836,140
  22,809     5.000     07/01/18     22,827
  1,508,799     4.000     09/01/18     1,455,320
  577,716     5.000     11/01/18     578,163
 
 
 
 
 32
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 


 
 
                     
Principal
  Interest
    Maturity
   
Amount   Rate     Date   Value
 
Mortgage-Backed Obligations – (continued)
FNMA – (continued)
                     
$ 669,638     5.000 %   12/01/18   $ 670,156
  55,243     5.000     01/01/19     55,286
  143,188     5.000     02/01/19     142,859
  573,660     5.000     03/01/19     572,343
  1,246,183     5.000     04/01/19     1,245,606
  675,891     5.000     06/01/19     676,415
  433,934     6.000     09/01/19     445,870
  618,747     5.000     12/01/19     619,226
  547,030     6.000     12/01/20     562,024
  20,001     8.000     09/01/21     21,675
  235,783     5.500     04/01/33     233,613
  334,873     5.500     01/01/34     331,791
  9,507     7.000     05/01/35     9,969
  21,111     7.000     07/01/35     22,137
  25,930     7.000     08/01/35     27,191
  96,027     7.000     10/01/35     100,695
  2,146,441     5.000     01/01/36     2,064,106
  14,961     7.000     01/01/36     15,686
  714,726     6.500     09/01/36     736,133
  134,571     7.000     10/01/36     141,093
  416,900     7.000     12/01/36     437,103
  236,261     7.000     03/01/37     247,697
  1,045,334     7.000     04/01/37     1,095,883
  1,054,136     7.000     05/01/37     1,105,111
  93,668     7.000     06/01/37     98,198
  5,980,323     7.000     08/01/37     6,269,517
  289,868     6.500     10/01/37     298,395
  944,672     7.000     10/01/37     990,354
  2,381,164     7.500     10/01/37     2,515,218
  162,320     6.500     11/01/37     167,096
  2,267,079     7.000     11/01/37     2,376,708
  1,000,001     5.500     12/01/37     985,974
  1,490,481     6.500     12/01/37     1,535,576
  307,179     7.000     12/01/37     322,033
  523,425     6.500     01/01/38     539,158
  1,682,513     5.500     02/01/38     1,658,824
  3,775,138     5.500     03/01/38     3,721,985
  4,712,637     5.500     04/01/38     4,646,283
  999,900     5.000     06/01/38     959,299
  1,000,000     5.000     TBA-15yr(e)     988,750
  2,000,000     5.000     TBA-30yr(e)     1,916,876
  10,000,000     6.000     TBA-30yr(e)     10,087,500
                     
                    57,146,824
 
 
GNMA – 0.0%
  934     6.500     06/15/09     953
 
 
TOTAL MORTGAGE-BACKED OBLIGATIONS
(Cost $83,895,744)
      $ 82,149,890
 
 
                     
                     
Agency Debentures – 1.3%
FFCB
$ 500,000     5.400 %   06/08/17     524,303
Tennessee Valley Authority
  700,000     5.375     04/01/56     716,104
 
 
TOTAL AGENCY DEBENTURES
(Cost $1,179,506)
      $ 1,240,407
 
 
                     
                     
Asset-Backed Securities – 1.1%
Home Equity – 1.1%
CIT Mortgage Loan Trust Series 2007-1, Class 2A1(a)(f)
$ 366,107     3.482 %   10/25/37   $ 329,496
CIT Mortgage Loan Trust Series 2007-1, Class 2A2(a)(f)
  130,000     3.733     10/25/37     84,500
CIT Mortgage Loan Trust Series 2007-1, Class 2A3(a)(f)
  180,000     3.933     10/25/37     90,000
GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 1A1
  86,221     7.000     09/25/37     69,462
GMAC Mortgage Corp. Loan Trust Series 2007-HE3, Class 2A1
  86,819     7.000     09/25/37     61,345
HFC Home Equity Loan Asset Backed Certificates Series 2007-3, Class APT(a)
  393,481     3.682     11/20/36     331,937
 
 
TOTAL ASSET-BACKED SECURITIES
(Cost $1,242,952)
      $ 966,740
 
 
                     
                     
Municipal Debt Obligations – 2.9%
Illinois – 2.3%
Illinois Finance Authority RB for Southern Illinois Healthcare Series 2005 RAMS ARS (FSA)(a)
$ 2,150,000     6.500 %   03/01/35   $ 2,150,000
Texas – 0.6%
Texas State Turnpike Authority Central Texas Turnpike System RB First Tier Series 2002 B (AMBAC)(g)
  530,000     9.500     07/09/08     530,000
 
 
TOTAL MUNICIPAL DEBT OBLIGATIONS
(Cost $2,680,000)
      $ 2,680,000
 
 
                     
                     
U.S. Treasury Obligations – 5.5%
United States Treasury Bonds
$ 500,000     8.125 %   08/15/19   $ 668,250
  1,000,000     6.625     02/15/27     1,253,260
United States Treasury Inflation Indexed Bonds-TIPS
  400,000     2.000     01/15/26     429,253
  500,000     2.375     01/15/27     558,382
  200,000     1.750     01/15/28     195,120
United States Treasury Notes
  1,900,000     3.500     02/15/18     1,828,389
 
 
 
 
The accompanying notes are an integral part of these financial statements.
33 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 
Schedule of Investments (continued)


June 30, 2008 (Unaudited)
 
 
                     
Principal
  Interest
    Maturity
   
Amount   Rate     Date   Value
 
U.S. Treasury Obligations – (continued)
                     
United States Treasury Principal-Only STRIPS(h)
$ 300,000     0.000 %   08/15/26   $ 127,137
 
 
TOTAL U.S. TREASURY OBLIGATIONS
(Cost $5,093,724)
      $ 5,059,791
 
 
                     
                     
Short-Term Obligation – 15.2%
JPMorgan Chase Euro – Time Deposit
$ 14,063,715     1.922 %   07/01/08   $ 14,063,715
(Cost $14,063,715)
         
 
 
TOTAL INVESTMENTS – 114.8%
(Cost $108,155,641)
      $ 106,160,543
 
 
LIABILITIES IN EXCESS OF OTHER
 ASSETS – (14.8)%
    (13,678,411)
 
 
NET ASSETS – 100.0%   $ 92,482,132
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
(a) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008. Except for floating rate notes, maturity date disclosed is the next interest reset date.
 
(b) Represents security with notional principal amount. The actual effective yield of this security is different than the stated interest rate.
 
(c) Security is issued with a zero coupon, and interest rate is contingent upon LIBOR reaching a predetermined level.
 
(d) All or a portion of security is segregated for initial margin requirements on futures transactions.
 
(e) TBA (To be announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement when the specific mortgage pools are assigned. Total market value of TBA securities amounts to $12,993,126 which represents approximately 14.1% of net assets as of June 30, 2008.
 
(f) Securities are exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved by the Board of Trustees, such securities have been determined to be liquid by the Investment Adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounts to $503,996, which represents approximately 0.5% of net assets as of June 30, 2008.
 
(g) Securities with “Put” features with resetting interest rates. Maturity dates disclosed are the next interest reset date. Interest rate disclosed is that which is in effect at June 30, 2008.
 
(h) Security issued with a zero coupon. Income is recognized through the accretion of discount.
 
Investment Abbreviations:
AMBAC — Insured by American Municipal Bond Assurance Corp.
ARS   — Auction Rate Security.
FFCB  — Federal Farm Credit Bank
FHLMC  — Federal Home Loan Mortgage Corp.
FNMA  — Federal National Mortgage Association
FSA   — Insured by Financial Security Assurance Co.
GNMA  — Government National Mortgage Association
LIBOR  — London Interbank Offered Rate
RAMS  — Reverse Annuity Mortgage Security
RB    — Revenue Bond
STRIPS  — Separate Trading of Registered Interest and Principal of Securities
TIPS  — Treasury Inflation-Protected Securities
 
ADDITIONAL INVESTMENT INFORMATION
 
 
FORWARD SALES CONTRACTS — At June 30, 2008, the Fund had the following forward sales contracts:
 
                                         
    Interest
    Maturity
    Settlement
    Principal
       
Description   Rate     Date     Date     Amount     Value  
   
FNMA
    6.500 %     07/25/36       07/14/08     $ 3,000,000     $ 3,088,125  
FNMA
    7.000       07/25/38       07/14/08       4,000,000       4,192,500  
 
 
TOTAL (Proceeds Receivable: $7,249,453)
  $ 7,280,625  
 
 
 
 
 34
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 


 
 
ADDITIONAL INVESTMENT INFORMATION (continued)
 
FUTURES CONTRACTS — At June 30, 2008, the following futures contracts were open:
 
                             
    Number of
                 
    Contracts
    Settlement
  Notional
    Unrealized
 
Type   Long     Month   Value     Gain  
   
Eurodollars
    3     September 2008   $ 728,025     $ 13,844  
Eurodollars
    3     December 2008     726,150       12,193  
Eurodollars
    3     March 2009     725,100       11,463  
Eurodollars
    3     June 2009     723,525       10,376  
U.S. Treasury Bonds
    5     September 2008     577,969       4,257  
2 Year U.S. Treasury Notes
    18     September 2008     3,801,656       6,644  
5 Year U.S. Treasury Notes
    43     September 2008     4,753,852       9,020  
10 Year U.S. Treasury Notes
    68     September 2008     7,746,687       77,600  
30-Day Federal Fund
    24     November 2008     9,767,008       1,715  
 
 
TOTAL
                      $ 147,112  
 
 
 
 
The accompanying notes are an integral part of these financial statements.
35 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 
Schedule of Investments
 
June 30, 2008 (Unaudited)
 
 
             
Shares   Description   Value  
 
Common Stocks – 98.9%
Automobiles & Components – 1.8%
216,300
  Gentex Corp.   $ 3,123,372  
 
 
Capital Goods – 6.4%
35,700
  Alliant Techsystems, Inc.*     3,629,976  
49,100
  Kennametal, Inc.     1,598,205  
59,490
  Rockwell Automation, Inc.     2,601,498  
19,200
  Roper Industries, Inc.     1,264,896  
20,800
  W.W. Grainger, Inc.     1,701,440  
             
          10,796,015  
 
 
Consumer Durables & Apparel – 7.9%
118,700
  Coach, Inc.*     3,428,056  
60,010
  Fortune Brands, Inc.     3,745,224  
61,400
  Harman International Industries, Inc.     2,541,346  
39,500
  Mattel, Inc.     676,240  
177,300
  Newell Rubbermaid, Inc.     2,976,867  
             
          13,367,733  
 
 
Consumer Services – 0.6%
102,200
  Pinnacle Entertainment, Inc.*(a)     1,072,078  
 
 
Diversified Financials – 2.8%
118,100
  Discover Financial Services     1,555,377  
121,600
  Raymond James Financial, Inc.     3,209,024  
             
          4,764,401  
 
 
Energy – 19.9%
54,600
  Cameron International Corp.*     3,022,110  
59,700
  Chesapeake Energy Corp.     3,937,812  
53,600
  Continental Resources, Inc.*     3,715,552  
76,100
  Dresser-Rand Group, Inc.*     2,975,510  
35,500
  Hess Corp.     4,479,745  
75,500
  Quicksilver Resources, Inc.*     2,917,320  
39,500
  Rex Energy Corp.*     1,042,800  
117,820
  Weatherford International Ltd.*     5,842,694  
22,000
  W-H Energy Services, Inc.
Class H*
    2,106,280  
36,000
  Whiting Petroleum Corp.*     3,818,880  
             
          33,858,703  
 
 
Food, Beverage & Tobacco – 0.8%
44,600
  Hansen Natural Corp.*(a)     1,285,372  
 
 
Health Care Equipment & Services – 7.1%
40,505
  C.R. Bard, Inc.     3,562,415  
33,600
  Henry Schein, Inc.*     1,732,752  
36,700
  Laboratory Corp. of America Holdings*     2,555,421  
83,100
  St. Jude Medical, Inc.*     3,397,128  
12,700
  Zimmer Holdings, Inc.*     864,235  
             
          12,111,951  
 
 
Household & Personal Products – 2.4%
41,000
  Chattem, Inc.*(a)     2,667,050  
18,000
  Energizer Holdings, Inc.*     1,315,620  
             
          3,982,670  
 
 
Media – 2.1%
386,000
  Entravision Communications Corp. Class A*     1,551,720  
43,200
  Lamar Advertising Co. Class A*(a)     1,556,496  
43,000
  National CineMedia, Inc.     458,380  
             
          3,566,596  
 
 
Pharmaceuticals, Biotechnology & Life Sciences – 6.4%
143,200
  Amylin Pharmaceuticals, Inc.*(a)     3,635,848  
69,090
  Charles River Laboratories International, Inc.*     4,416,233  
51,820
  Thermo Fisher Scientific, Inc.*     2,887,928  
             
          10,940,009  
 
 
Real Estate – 2.2%
190,000
  CB Richard Ellis Group, Inc. Class A*(a)     3,648,000  
 
 
Retailing – 4.2%
44,700
  Advance Auto Parts, Inc.     1,735,701  
68,900
  Dick’s Sporting Goods, Inc.*     1,222,286  
23,900
  J.C. Penney Co., Inc.     867,331  
127,100
  Netflix, Inc.*(a)     3,313,497  
             
          7,138,815  
 
 
Semiconductors & Semiconductor Equipment – 4.1%
115,700
  FormFactor, Inc.*     2,132,351  
69,000
  Linear Technology Corp.     2,247,330  
156,600
  Tessera Technologies, Inc.*     2,563,542  
             
          6,943,223  
 
 
Software & Services – 20.2%
99,666
  Activision, Inc.*     3,395,621  
32,800
  Bankrate, Inc.*(a)     1,281,496  
51,300
  Citrix Systems, Inc.*     1,508,733  
93,120
  Cognizant Technology Solutions Corp. Class A*     3,027,331  
60,400
  Electronic Arts, Inc.*     2,683,572  
46,000
  Equinix, Inc.*(a)     4,104,120  
78,600
  Fiserv, Inc.*     3,566,082  
83,100
  Global Payments, Inc.     3,872,460  
98,800
  Iron Mountain, Inc.*     2,623,140  
83,600
  NeuStar, Inc. Class A*     1,802,416  
47,100
  Paychex, Inc.     1,473,288  
205,000
  Western Union Co.     5,067,600  
             
          34,405,859  
 
 
Technology Hardware & Equipment – 4.7%
79,420
  Amphenol Corp. Class A     3,564,369  
76,500
  Flir Systems, Inc.*     3,103,605  
63,600
  NetApp, Inc.*     1,377,576  
             
          8,045,550  
 
 
Telecommunication Services – 5.3%
68,600
  American Tower Corp. Class A*     2,898,350  
61,200
  Crown Castle International Corp.*     2,370,276  
 
 
 36
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 


 
 
             
Shares   Description   Value  
 
Common Stocks – (continued)
Telecommunication Services – (continued)
             
122,800
  MetroPCS Communications, Inc.*   $ 2,174,788  
99,500
  tw telecom, inc.*     1,594,985  
             
          9,038,399  
 
 
TOTAL COMMON STOCKS
(Cost $165,232,018)
  $ 168,088,746  
 
 
 
                 
Principal
  Interest
  Maturity
   
Amount   Rate   Date   Value
 
Short-Term Obligation – 1.1%
JPMorgan Chase Euro – Time Deposit
$1,816,287
  1.922%   07/01/08     $1,816,287  
(Cost $1,816,287)
           
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING COLLATERAL
(Cost $167,048,305)
        $169,905,033  
 
 
 
             
    Interest
     
Shares   Rate   Value  
 
Securities Lending Collateral – 10.4%
Boston Global Investment Trust – Enhanced Portfolio(b)
17,725,325
  2.745%   $ 17,725,325  
(Cost $17,725,325)
       
 
 
TOTAL INVESTMENTS – 110.4%
(Cost $184,773,630)
  $ 187,630,358  
 
 
LIABILITIES IN EXCESS OF OTHER
ASSETS — (10.4)%
    (17,647,808 )
 
 
NET ASSETS — 100.0%
  $ 169,982,550  
 
 
 
The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
 
* Non-income producing security.
 
(a) All or a portion of security is on loan.
 
(b) Variable rate security. Interest rate disclosed is that which is in effect at June 30, 2008.
 
 
The accompanying notes are an integral part of these financial statements.
37 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Statements of Assets and Liabilities
 
June 30, 2008 (Unaudited)
                                 
    Core
    Equity
    Government
    Growth
 
    Fixed Income
    Index
    Income
    Opportunities
 
    Fund     Fund     Fund     Fund  
 
Assets:
                                 
Investment in securities, at value (identified cost $255,993,772, $244,631,490, $108,155,641 and $167,048,305, respectively)(a)
  $ 240,966,649     $ 290,906,990     $ 106,160,543     $ 169,905,033  
Securities lending collateral, at value which equals cost
          2,205,025             17,725,325  
Cash
    347,452             5,077        
Foreign currencies, at value (identified cost $294,294, Core Fixed Income only)
    291,690                    
Receivables:
                               
Investment securities sold
    4,423,034             16,423,376       2,024,275  
Interest and dividends, at value
    1,841,827       389,969       452,210       36,826  
Reimbursement from adviser
    23,146             18,632       4,303  
Due from broker — variation margin, at value
          6,105       7,993        
Securities lending income
          4,868             26,228  
Forward foreign currency exchange contracts, at value
    49,055                    
Other assets
    1,839       124,140       652       2,914  
 
 
Total assets
    247,944,692       293,637,097       123,068,483       189,724,904  
 
 
 
Liabilities:
                                 
Due to Custodian — U.S. Dollar
          17,705              
Due to Custodian — Foreign currency, at value (identified cost $287,991, Core Fixed Income only)
    290,595                    
Payables:
                               
Investment securities purchased
    11,609,874       193,164       23,161,274       1,645,420  
Payable upon return of securities loaned
          2,205,025             17,725,325  
Due to broker — variation margin, at value
    353,613                    
Fund shares redeemed
    329,255       350,566       13,209       130,393  
Amounts owed to affiliates
    130,261       149,998       61,092       174,079  
Forward Sale Contract, at value (proceeds receivable $7,249,453, Government Income only)
                7,280,625        
Forward foreign currency exchange contracts, at value
    118,591                    
Accrued expenses
    84,204       82,709       70,151       67,137  
 
 
Total liabilities
    12,916,393       2,999,167       30,586,351       19,742,354  
 
 
 
Net Assets:
                                 
Paid-in capital
    253,752,432       295,685,832       96,197,878       161,701,230  
Accumulated undistributed (distributions in excess of) net investment income (loss)
    (86,139 )     2,867,351       (55,503 )     (197,733 )
Accumulated net realized gain (loss) from investment, futures and foreign currency related transactions
    (3,899,248 )     (53,752,608 )     (1,781,085 )     5,622,325  
Net unrealized gain (loss) on investments, futures and translation of assets and liabilities denominated in foreign currencies
    (14,738,746 )     45,837,355       (1,879,158 )     2,856,728  
 
 
NET ASSETS
  $ 235,028,299     $ 290,637,930     $ 92,482,132     $ 169,982,550  
 
 
Total Service Shares of beneficial interest outstanding, $0.001 par value (unlimited number of shares authorized)
    24,594,712       28,940,430       9,203,463       28,678,241  
Net asset value, offering and redemption price per share:
  $ 9.56     $ 10.04     $ 10.05     $ 5.93  
 
 
 
(a) Includes loaned securities having a market value of $2,128,108 and $16,962,253 for the Equity Index and Growth Opportunities Funds, respectively.
 
 
 38
The accompanying notes are an integral part of these financial statements.


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Statements of Operations
 
For the Six Months Ended June 30, 2008 (Unaudited)
 
 
                                 
    Core
    Equity
    Government
    Growth
 
    Fixed Income
    Index
    Income
    Opportunities
 
    Fund     Fund     Fund     Fund  
 
Investment Income:
Interest (including securities lending income of $0, $19,476, $0 and $170,909, respectively)
  $ 6,842,392     $ 100,664     $ 2,258,221     $ 202,854  
Dividends
    21,427       3,603,458             500,997  
 
 
Total investment income
    6,863,819       3,704,122       2,258,221       703,851  
 
 
 
Expenses:
Management fees
    498,639       480,183       246,021       884,363  
Distribution and Service fees
    311,648       400,656       113,899       220,886  
Custody and Accounting fees
    47,098       24,155       31,660       23,729  
Professional fees
    38,156       29,776       38,156       36,265  
Transfer Agent fees
    24,930       32,050       9,111       17,686  
Trustee fees
    7,436       7,436       7,436       7,436  
Printing fees
    2,601       4,269       2,283       2,559  
Other
    6,353       3,518       4,706       8,564  
 
 
Total expenses
    936,861       982,043       453,272       1,201,488  
 
 
Less — expense reductions
    (99,503 )     (77,558 )     (83,327 )     (156,618 )
 
 
Net expenses
    837,358       904,485       369,945       1,044,870  
 
 
NET INVESTMENT INCOME (LOSS)
    6,026,461       2,799,637       1,888,276       (341,019 )
 
 
 
Realized and unrealized gain (loss) from investment, futures and foreign currency related transactions:
Net realized gain (loss) from:
                               
Investment transactions
    2,116,858       8,372,672       358,581       4,206,993  
Futures transactions
    296,626       (560,728 )     1,033,971        
Foreign currency related transactions
    (16,846 )                  
Net change in unrealized gain (loss) on:
                               
Investments
    (15,239,068 )     (52,331,691 )     (2,812,346 )     (12,922,231 )
Futures
    43,424       (548,618 )     (328,531 )      
Translation of assets and liabilities denominated in foreign currencies
    (83,249 )                  
 
 
Net realized and unrealized loss from investment, futures and foreign currency related transactions
    (12,882,255 )     (45,068,365 )     (1,748,325 )     (8,715,238 )
 
 
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS
  $ (6,855,794 )   $ (42,268,728 )   $ 139,951     $ (9,056,257 )
 
 
 
 
The accompanying notes are an integral part of these financial statements.
39 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Statements of Changes in Net Assets
 
                 
    Core Fixed Income Fund  
    For the
       
    Six Months Ended
    For the
 
    June 30, 2008
    Year Ended
 
    (Unaudited)     December 31, 2007  
 
From operations:
Net investment income (loss)
  $ 6,026,461     $ 13,179,227  
Net realized gain from investment, futures and foreign currency related transactions
    2,396,638       3,234,829  
Net change in unrealized gain (loss) on investments, futures and translation of assets and liabilities denominated in foreign currencies
    (15,278,893 )     1,005,297  
 
 
Net increase (decrease) in net assets resulting from operations
    (6,855,794 )     17,419,353  
 
 
 
Distributions to shareholders:
From net investment income
    (7,303,624 )     (12,378,538 )
From net realized gains
           
 
 
Total distributions to shareholders
    (7,303,624 )     (12,378,538 )
 
 
 
From share transactions:
Proceeds from sales of shares
    4,624,144       7,086,155  
Reinvestments of dividends and distributions
    7,303,624       12,378,538  
Cost of shares redeemed
    (27,128,744 )     (45,884,586 )
 
 
Net increase (decrease) in net assets resulting from share transactions
    (15,200,976 )     (26,419,893 )
 
 
TOTAL INCREASE (DECREASE)
    (29,360,394 )     (21,379,078 )
 
 
 
Net assets:
Beginning of period
    264,388,693       285,767,771  
 
 
End of period
  $ 235,028,299     $ 264,388,693  
 
 
Accumulated undistributed (distribution in excess of) net investment income (loss)
  $ (86,139 )   $ 1,191,024  
 
 
 
Summary of share transactions:
Shares sold
    461,976       709,642  
Shares issued on reinvestment of dividends and distributions
    757,561       1,247,796  
Shares redeemed
    (2,734,719 )     (4,592,488 )
 
 
NET INCREASE (DECREASE)
    (1,515,182 )     (2,635,050 )
 
 
 
 
 40
The accompanying notes are an integral part of these financial statements.


 

 
                                                 
    Equity Index Fund     Government Income Fund     Growth Opportunities Fund  
    For the
          For the
          For the
       
    Six Months Ended
    For the
    Six Months Ended
    For the
    Six Months Ended
    For the
 
    June 30, 2008
    Year Ended
    June 30, 2008
    Year Ended
    June 30, 2008
    Year Ended
 
    (Unaudited)     December 31, 2007     (Unaudited)     December 31, 2007     (Unaudited)     December 31, 2007  
 
 
    $ 2,799,637     $ 6,408,394     $ 1,888,276     $ 3,592,248     $ (341,019 )   $ (1,020,333 )
      7,811,944       37,526,881       1,392,552       754,878       4,206,993       27,672,778  
     
(52,880,309
)     (21,370,109 )     (3,140,877 )     1,686,322       (12,922,231 )     11,538,359  
 
 
      (42,268,728 )     22,565,166       139,951       6,033,448       (9,056,257 )     38,190,804  
 
 
 
 
            (6,600,156 )     (2,283,480 )     (3,418,962 )            
                                    (29,413,874 )
 
 
            (6,600,156 )     (2,283,480 )     (3,418,962 )           (29,413,874 )
 
 
 
 
      329,401       9,178,427       15,282,541       11,202,946       118,920       568,644  
            6,600,156       2,283,480       3,418,962             29,413,874  
      (31,710,793 )     (105,926,089 )     (8,918,009 )     (18,321,318 )     (21,225,850 )     (53,864,386 )
 
 
      (31,381,392 )     (90,147,506 )     8,648,012       (3,699,410 )     (21,106,930 )     (23,881,868 )
 
 
      (73,650,120 )     (74,182,496 )     6,504,483       (1,084,924 )     (30,163,187 )     (15,104,938 )
 
 
 
 
      364,288,050       438,470,546       85,977,649       87,062,573       200,145,737       215,250,675  
 
 
    $ 290,637,930     $ 364,288,050     $ 92,482,132     $ 85,977,649     $ 169,982,550     $ 200,145,737  
 
 
    $ 2,867,351     $ 67,714     $ (55,503 )   $ 339,701     $ (197,733 )   $ 143,286  
 
 
 
 
      30,267       777,390       1,472,798       1,115,881       20,708       82,333  
            571,937       225,280       341,531             4,691,207  
      (2,986,766 )     (9,185,368 )     (866,327 )     (1,823,711 )     (3,640,541 )     (7,942,331 )
 
 
      (2,956,499 )     (7,836,041 )     831,751       (366,299 )     (3,619,833 )     (3,168,791 )
 
 
 
 
The accompanying notes are an integral part of these financial statements.
41 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                                     
          Income (loss) from
                                        Ratio assuming no
           
          investment operations     Distributions to shareholders                                   expense reductions            
                Net
                                                    Ratio of
    Ratio of
           
    Net asset
          realized
                From
          Net asset
          Net assets,
    Ratio of
    net investment
    total
           
    value,
    Net
    and
    Total from
    From net
    net
          value,
          end of
    net expenses
    income to
    expenses
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    realized
    Total
    end of
    Total
    period
    to average
    average
    to average
    turnover
     
    of period     income     gain (loss)     operations     income     gains     distributions     period     return(a)     (in 000s)     net assets     net assets     net assets     rate(c)      
 

FOR THE SIX MONTHS ENDED JUNE 30, 2008 (UNAUDITED)
                                                                                                                     
2008
  $ 10.13     $ 0.24 (d)   $ (0.52 )   $ (0.28 )   $ (0.29 )   $     $ (0.29 )   $ 9.56       (2.82 )%   $ 235,028       0.67 %(k)     4.84 %(f)(k)     0.75 %(k)     165 %    
                                                                                                                     
                                                                                                                     

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                                     
2007
    9.94       0.48 (d)     0.17       0.65       (0.46 )           (0.46 )     10.13       6.81       264,389       0.54 (e)     4.82 (e)(f)     0.76 (e)     123      
2006(b)
    9.98       0.44 (d)     (0.03 )(g)     0.41       (0.45 )           (0.45 )     9.94       4.23 (h)     285,768       0.54       4.49 (f)     0.78       265      
2005(b)
    10.29       0.42 (i)     (0.24 )     0.18       (0.49 )           (0.49 )     9.98       1.84       332,861       0.64       4.05       0.64       110      
2004(b)
    10.58       0.41 (i)           0.41       (0.56 )     (0.14 )     (0.70 )     10.29       3.98       402,219       0.64       3.78       0.64       113      
2003(b)
    10.72       0.38 (i)     (0.03 )(j)     0.35       (0.49 )           (0.49 )     10.58       3.31       530,199       0.63       3.42       0.63       192      
 
 
 
(a) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. The Goldman Sachs Core Fixed Income Fund first began operations as the Allmerica Select Capital Appreciation Fund (the “Predecessor AIT Fund”) of the Allmerica Investment Trust. On January 9, 2006, the Predecessor AIT Fund was reorganized as a new portfolio of the Goldman Sachs Variable Insurance Trust. Performance prior to January 9, 2006 is that of the Predecessor AIT Fund. The Predecessor AIT Fund was considered the accounting survivor of the reorganization and as such, the historical total return information of the Predecessor AIT Fund is provided.
(b) The Predecessor AIT Fund was the accounting survivor of the reorganization and as such, the prior years financial highlights reflect the financial information of the Predecessor AIT Fund through January 8, 2006. In connection with such reorganization, the Goldman Sachs Core Fixed Income Fund issued Service Class Shares to the former shareholders of the Predecessor AIT Fund at $10.00 per share. Historical per-share amounts prior to the Fund reorganization have been adjusted to reflect the conversion ratio utilized for the reorganization.
(c) The portfolio turnover rate excluding the effect of mortgage dollar rolls is 259%, 92% and 139% for the years ended December 31, 2006 and 2007, and six months ended June 30, 2008, respectively. Prior year ratios include the effect of mortgage dollar roll transactions.
(d) Calculated based on the average shares outstanding methodology.
(e) Includes non-recurring expense for a special shareholder meeting which amounted to approximately 0.02% of average net assets.
(f) Ratio of net investment income assuming no expense reductions is 4.25% for the year ended December 31, 2006, 4.58%(e) for the year ended December 31, 2007 and 4.76%(k) for the six months ended June 30, 2008.
(g) Reflects an increase of $0.04 due to payments received for class action settlements received this year.
(h) Total return reflects the impact of payments received for class action settlements received this year. Excluding such payment, the total return would have been 3.81%.
(i) Calculated based on the SEC methodology.
(j) The amount shown for a share outstanding does not correspond with the aggregate net gain on investments for the period. This is due to the timing of sales and repurchases of Fund shares in relation to the fluctuating market values of the investments of the Fund.
(k) Annualized.
 
The accompanying notes are an integral part of these financial statements.

42


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                     
          Income (loss) from
                                        Ratio assuming no
           
          investment operations                                         expense reductions            
                Net
          Distributions
                            Ratio of
    Ratio of
           
    Net asset
          realized
          to shareholders
    Net asset
          Net assets,
    Ratio of
    net investment
    total
           
    value,
    Net
    and
    Total from
    from net
    value,
          end of
    net expenses
    income to
    expenses
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    end of
    Total
    period
    to average
    average
    to average
    turnover
     
    of period     income     gain (loss)     operations     income     period     return(a)     (in 000s)     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, 2008 (UNAUDITED)
                                                                                                     
2008
  $ 11.42     $ 0.09 (c)   $ (1.47 )   $ (1.38 )   $     $ 10.04       (12.08 )%   $ 290,638       0.55 %(k)     1.76 %(e)(k)     0.61 %(k)     1 %    
                                                                                                     
                                                                                                     

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                     
2007
    11.04       0.18 (c)     0.41       0.59       (0.21 )     11.42       5.32       364,288       0.41 (d)     1.57 (d)(e)     0.68 (d)     8      
2006(b)
    9.71       0.16 (c)     1.34       1.50       (0.17 )     11.04       15.49 (f)     438,471       0.41       1.53 (e)     0.67       4      
2005(b)
    9.43       0.13 (g)(h)     0.28       0.41       (0.13 )     9.71       4.38       489,587       0.52       1.35       0.52       7      
2004(b)(i)
    8.69       0.14 (h)     0.74       0.88       (0.14 )     9.43       10.32       595,037       0.50       1.53       0.52       4      
2003(b)(i)
    6.88       0.10 (j)(h)     1.81       1.91       (0.10 )     8.69       27.83       666,455       0.45       1.37       0.50       23      
 
 
 
(a) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. The Goldman Sachs Equity Index Fund first began operations as the Allmerica Select Capital Appreciation Fund (the “Predecessor AIT Fund”) of the Allmerica Investment Trust. On January 9, 2006, the Predecessor AIT Fund was reorganized as a new portfolio of the Goldman Sachs Variable Insurance Trust. Performance prior to January 9, 2006 is that of the Predecessor AIT Fund. The Predecessor AIT Fund was considered the accounting survivor of the reorganization and as such, the historical total return information of the Predecessor AIT Fund is provided.
(b) The Predecessor AIT Fund was the accounting survivor of the reorganization and as such, the prior years financial highlights reflect the financial information of the Predecessor AIT Fund through January 8, 2006. In connection with such reorganization, the Goldman Sachs Equity Index Fund issued Service Class Shares to the former shareholders of the Predecessor AIT Fund at $10.00 per share. Historical per-share amounts prior to the Fund reorganization have been adjusted to reflect the conversion ratio utilized for the reorganization.
(c) Calculated based on the average shares outstanding methodology.
(d) Includes non-recurring expense for a special shareholder meeting which amounted to approximately 0.02% of average net assets.
(e) Ratio of net investment income assuming no expense reductions is 1.27% for the year ended December 31, 2006, 1.30%(d) for the year ended December 31, 2007 and 1.70%(k) for the six months ended June 30, 2008.
(f) Total return reflects the impact of a payment from previous investment manager of a merged fund to compensate for possible adverse effects of trading activity of certain contract holders of the merged fund prior to January 9, 2006 received this year. Excluding such payments, the total return would have been 15.39%.
(g) Investment income per share reflects a special dividend of $0.028 for the Predecessor AIT Fund.
(h) Calculated based on the SEC methodology.
(i) Effective January 1, 2005, brokerage commissions are included with realized gain or loss on investment transactions. Prior to January 1, 2005, these amounts were presented as a reduction of expenses. Prior year amounts have not been restated to reflect this change.
(j) Net investment income per share before expense reductions was $0.099.
(k) Annualized.
 
The accompanying notes are an integral part of these financial statements.

43


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT INCOME FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                                     
          Income (loss) from
                                        Ratio assuming no
           
          investment operations     Distributions to shareholders                                   expense reductions            
                Net
                                                    Ratio of
    Ratio of
           
    Net asset
          realized
                From
          Net asset
          Net assets,
    Ratio of
    Net Investment
    total
           
    value,
    Net
    and
    Total from
    From net
    net
          value,
          end of
    net expenses
    Income to
    expenses
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    investment
    realized
    Total
    end of
    Total
    period
    to average
    average
    to average
    turnover
     
    of period     income     gain (loss)     operations     income     gains     distributions     period     return(a)     (in 000s)     net assets     net assets     net assets     rate(c)      
 

FOR THE SIX MONTHS ENDED JUNE 30, 2008 (UNAUDITED)
                                                                                                                     
2008
  $ 10.27     $ 0.21 (d)   $ (0.18 )   $ 0.03     $ (0.25 )   $     $ (0.25 )   $ 10.05       0.29 %   $ 92,482       0.81 %(h)     4.14 %(f)(h)     0.99 %(h)     390 %    
                                                                                                                     
                                                                                                                     

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                                     
2007
    9.96       0.42 (d)     0.29       0.71       (0.40 )           (0.40 )     10.27       7.34       85,978       0.67 (e)     4.19 (e)(f)     1.03 (e)     217      
2006(b)
    9.98       0.39 (d)     0.01       0.40       (0.42 )           (0.42 )     9.96       4.05       87,063       0.68       3.96 (f)     1.02       523      
2005(b)
    10.19       0.32 (g)     (0.16 )     0.16       (0.37 )           (0.37 )     9.98       1.55       102,769       0.74       3.18       0.74       44      
2004(b)
    10.39       0.28 (g)     (0.07 )     0.21       (0.39 )     (0.02 )     (0.41 )     10.19       2.12       128,860       0.73       3.02       0.73       77      
2003(b)
    10.63       0.28 (g)     (0.10 )     0.18       (0.42 )           (0.42 )     10.39       1.67       20,018       0.71       2.82       0.71       55      
 
 
 
(a) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. The Goldman Sachs Government Income Fund first began operations as the Allmerica Select Capital Appreciation Fund (the “Predecessor AIT Fund”) of the Allmerica Investment Trust. On January 9, 2006, the Predecessor AIT Fund was reorganized as a new portfolio of the Goldman Sachs Variable Insurance Trust. Performance prior to January 9, 2006 is that of the Predecessor AIT Fund. The Predecessor AIT Fund was considered the accounting survivor of the reorganization and as such, the historical total return information of the Predecessor AIT Fund is provided.
(b) The Predecessor AIT Fund was the accounting survivor of the reorganization and as such, the prior years financial highlights reflect the financial information of the Predecessor AIT Fund through January 8, 2006. In connection with such reorganization, the Goldman Sachs Government Income Fund issued Service Class Shares to the former shareholders of the Predecessor AIT Fund at $10.00 per share. Historical per-share amounts prior to the Fund reorganization have been adjusted to reflect the conversion ratio utilized for the reorganization.
(c) The portfolio turnover rate excluding the effect of mortgage dollar rolls is 447%, 146%, and 334% for the years ended December 31, 2006 and 2007, and for the six months ended June 30, 2008, respectively. Prior year ratios include the effect of mortgage dollar roll transactions.
(d) Calculated based on the average shares outstanding methodology.
(e) Includes non-recurring expense for a special shareholder meeting which amounted to approximately 0.03% of average net assets.
(f) Ratio of net investment income assuming no expense reductions is 3.62% for the year ended December 31, 2006, 3.82%(e) for the year ended December 31, 2007 and 3.96%(h) for the six months ended June 30, 2008.
(g) Calculated based on the SEC methodology.
(h) Annualized.
 
The accompanying notes are an integral part of these financial statements.

44


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 
Financial Highlights
 
Selected Data for a Share Outstanding Throughout Each Period
 
 
                                                                                                     
          Income (loss) from
                                        Ratio assuming no
           
          investment operations                                         expense reductions            
                Net
                                        Ratio of
    Ratio of
           
    Net asset
          realized
          Distributions to
    Net asset
          Net assets,
    Ratio of
    net investment
    total
           
    value,
    Net
    and
    Total from
    shareholders
    value,
          end of
    net expenses
    loss to
    expenses
    Portfolio
     
    beginning
    investment
    unrealized
    investment
    from net
    end of
    Total
    period
    to average
    average
    to average
    turnover
     
    of period     loss     gain (loss)     operations     realized gains     period     return(a)     (in 000s)     net assets     net assets     net assets     rate      
 

FOR THE SIX MONTHS ENDED JUNE 30, 2008 (UNAUDITED)
                                                                                                     
2008
  $ 6.20     $ (0.01 )(c)   $ (0.26 )   $ (0.27 )   $     $ 5.93       (4.35 )%   $ 169,983       1.18 %(i)     (0.38 )%(e)(i)     1.36 %(i)     41 %    
                                                                                                     
                                                                                                     

FOR THE YEARS ENDED DECEMBER 31,
                                                                                                     
2007
    6.07       (0.03 )(c)     1.22       1.19       (1.06 )     6.20       19.37       200,146       1.14 (d)     (0.48 )(d)(e)     1.38 (d)     73      
2006(b)
    9.69       (0.06 )(c)     0.68       0.62       (4.24 )     6.07       5.74       215,251       1.15       (0.60 )(e)     1.37       82      
2005(b)
    10.90       (0.05 )(f)(g)     1.54       1.49       (2.70 )     9.69       14.68       273,823       1.15       (0.50 )     1.15       27      
2004(b)(h)
    10.13       (0.07 )(g)     1.78       1.71       (0.94 )     10.90       18.62       299,355       1.14       (0.70 )     1.15       38      
2003(b)(h)
    7.25       (0.07 )(g)     2.95       2.88             10.13       39.72       296,204       1.11       (0.70 )     1.13       46      
 
 
 
(a) Assumes investment at the net asset value at the beginning of the period, reinvestment of all dividends and distributions and a complete redemption of the investment at the net asset value at the end of the period. The Goldman Sachs Growth Opportunities Fund first began operations as the Allmerica Select Capital Appreciation Fund (the “Predecessor AIT Fund”) of the Allmerica Investment Trust. On January 9, 2006, the Predecessor AIT Fund was reorganized as a new portfolio of the Goldman Sachs Variable Insurance Trust. Performance prior to January 9, 2006 is that of the Predecessor AIT Fund. The Predecessor AIT Fund was considered the accounting survivor of the reorganization and as such, the historical total return information of the Predecessor AIT Fund is provided.
(b) The Predecessor AIT Fund was the accounting survivor of the reorganization and as such, the prior years financial highlights reflect the financial information of the Predecessor AIT Fund through January 8, 2006. In connection with such reorganization, the Goldman Sachs Growth Opportunities Fund issued Service Class Shares to the former shareholders of the Predecessor AIT Fund at $10.00 per share. Historical per-share amounts prior to the Fund reorganization have been adjusted to reflect the conversion ratio utilized for the reorganization.
(c) Calculated based on the average shares outstanding methodology.
(d) Includes non-recurring expense for a special shareholder meeting which amounted to approximately 0.02% of average net assets.
(e) Ratio of net investment loss assuming no expense reductions is (0.82)% for the year ended December 31, 2006, (0.73)%(d) for the year ended December 31, 2007 and (0.56)%(i) for the six months ended June 30, 2008.
(f) Investment income per share reflects a special dividend of $0.005 for the Predecessor AIT Fund.
(g) Calculated based on the Securities and Exchange Commission (“SEC”) methodology.
(h) Effective January 1, 2005, brokerage commissions are included with realized gain or loss on investment transactions. Prior to January 1, 2005, these amounts were presented as a reduction of expenses. Prior year amounts have not been restated to reflect this change.
(i) Annualized.
 
The accompanying notes are an integral part of these financial statements.

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Notes to Financial Statements
June 30, 2008 (Unaudited)
 
 
1. ORGANIZATION
 
The Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end, management investment company. The Trust includes the Goldman Sachs Core Fixed Income Fund, Goldman Sachs Equity Index Fund, Goldman Sachs Government Income Fund and Goldman Sachs Growth Opportunities Fund (collectively, the “Funds” or individually a “Fund”).
Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as the Investment Adviser pursuant to Management Agreements (the “Agreements”) with the Trust on behalf of the Funds.
 
2. SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of the significant accounting policies consistently followed by the Funds. The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that may affect the reported amounts. Actual results could differ from those estimates.
 
A. Investment Valuation — The investment valuation policy of the Funds is to value investments at market value. Investments in equity securities and investment companies traded on a U.S. securities exchange or the NASDAQ system are valued daily at their last sale price or official close price on the principal exchange or system on which they are traded. If no sale occurs, such securities and investment companies are valued at the last bid price. Debt securities are valued at prices supplied by independent pricing services, or broker/dealer-supplied valuations. The pricing services may use valuation models or matrix pricing, which considers yield or price with respect to comparable bonds, quotations from bond dealers or by reference to other securities that are considered comparable in such characteristics as rating, interest rate and maturity date, to determine the current value. Unlisted equity securities for which market quotations are available are valued at the last sale price on valuation date, or if no sale occurs, at the last bid price. Investments in investment companies (other than those that are exchange traded) are valued at the net asset value per share on valuation date. Short-term debt obligations maturing in sixty days or less are valued at amortized cost, which approximates market value. Securities for which quotations are not readily available or deemed not to reflect market value by GSAM are valued at fair value using methods approved by the Trust’s Board of Trustees.
In addition, GSAM, consistent with its procedures and applicable regulatory guidance, may determine to make an adjustment to the previous closing prices of either domestic or foreign securities in light of significant events, to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events that could affect a large number of securities in a particular market may include, but are not limited to: situations relating to one or more single issuers in a market sector; significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions or market closings; government actions or other developments; as well as the same or similar events which may affect specific issuers or the securities markets even though not tied directly to the securities markets. Other significant events that could relate to a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; corporate announcements on earnings; significant litigation; and regulatory news such as governmental approvals.
 
B. Security Transactions and Investment Income — Security transactions are reflected for financial reporting purposes as of the trade date. Realized gains and losses on sales of portfolio securities are calculated using the identified cost basis. Dividend income is recorded on the ex-dividend date, net of foreign withholding taxes, if any, which are reduced by any amounts reclaimable by the Funds, where applicable. Interest income is recorded on the basis of interest accrued, premium amortized and discount accreted.
Certain mortgage security paydown gains and losses are recorded as interest income (loss) and are included in interest income in the accompanying Statements of Operations. Original issue discounts (OID) on debt securities are accreted to interest income over the life of the security with a corresponding increase in the cost basis of that security. Market discounts and market premiums on debt securities are accreted/amortized to interest income over the expected life of the security with a corresponding adjustment in the cost basis of that security.
 
 
 46


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
C. Expenses — Expenses incurred by the Trust that do not specifically relate to an individual Fund of the Trust are allocated to the Funds on a straight-line and/or “pro-rata” basis depending upon the nature of the expense.
 
D. Federal Taxes and Distributions to Shareholders — It is the Funds’ policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”) applicable to regulated investment companies and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly, no federal tax provisions are required. Dividends and distributions to shareholders are recorded on the ex-dividend date. Income distributions, if any, are declared and paid annually for the Growth Opportunities and Equity Index Funds, and declared and paid quarterly for the Core Fixed Income and Government Income Funds. Capital gains distributions, if any, are declared and paid annually for all Funds. Net capital losses, if any, are carried forward to future years and may be used to the extent allowed by the Code to offset any future capital gains. Utilization of capital loss carryforwards will reduce the requirement of future capital gain distributions.
The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with Federal income tax rules, which may differ from GAAP. Therefore, the source of the Funds’ distributions may be shown in the accompanying financial statements as either from net investment income, net realized gain, or as a tax return of capital.
In addition, distributions paid by the Funds’ investments in real estate investment trusts (“REITs”) often include a “return of capital” which is recorded by the Funds as a reduction of the cost basis of the securities held. The Code requires a REIT to distribute at least 95% of its taxable income to investors. In many cases, however, because of “non-cash” expenses such as property depreciation, a REIT’s cash flow will exceed its taxable income. The REIT may distribute this excess cash to offer a more competitive yield. This portion of the distribution is deemed a return of capital and is generally not taxable to shareholders.
The Funds adopted Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 establishes financial accounting and disclosure requirements for recognition and measurement of tax positions taken or expected to be taken on an income tax return. GSAM has reviewed the tax positions for the open tax years (tax years ended December 31, 2004-2007) and has determined that the implementation of FIN 48 did not have a material impact on the Funds’ financial statements.
 
E. Foreign Currency Translations — The books and records of the Funds are maintained in U.S. dollars. Amounts denominated in foreign currencies are translated into U.S. dollars on the following basis: (i) investment valuations, foreign currency and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates; and (ii) purchases and sales of foreign investments, income and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions.
Net realized and unrealized gain (loss) on foreign currency transactions will represent: (i) foreign exchange gains and losses from the sale and holdings of foreign currencies; (ii) currency gains and losses between trade date and settlement date on investment securities transactions and forward exchange contracts; and (iii) gains and losses from the difference between amounts of dividends, interest and foreign withholding taxes recorded and the amounts actually received. The effects of changes in foreign currency exchange rates on securities and derivative instruments are not segregated in the Statements of Operations from the effects of changes in market prices of those securities and derivative instruments, but are included with the net realized and unrealized gain (loss) on securities and derivative instruments. 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 gain (loss) on foreign currency related transactions.
 
F. Forward Foreign Currency Exchange Contracts — The Core Fixed Income Fund may enter into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date as a hedge or cross-hedge against either specific transactions or portfolio positions. The Fund may also purchase and sell forward contracts to seek to increase total return. All commitments are “marked-to-market” daily at the applicable translation rates and any resulting unrealized gains or losses are recorded in the Fund’s financial statements. The Fund records realized gains
 
 
47 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
 
or losses at the time a forward contract is offset by entry into a closing transaction or extinguished by delivery of the currency. Risks may arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.
The contractual amounts of forward foreign currency exchange contracts do not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered. At June 30, 2008, the Fund had segregated sufficient cash and/or securities to cover any commitments under these contracts.
 
G. Forward Sales Contracts — The Core Fixed Income and Government Income Funds may enter into forward security sales of mortgage-backed securities in which the Funds sell securities in the current month for delivery of securities, defined by pool-stipulated characteristics, on a specified future date. The value of the contract is recorded as a liability on each Fund’s records with the difference between its market value and expected cash proceeds recorded as an unrealized gain or loss. Gains or losses are realized upon the settlement date of the security sold.
 
H. Futures Contracts — The Funds may enter into futures transactions to hedge against changes in interest rates, securities prices, currency exchange rates or to seek to increase total return. Futures contracts are valued at the last settlement price, or in the absence of a sale, the last bid price, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, the Funds are required to segregate cash or securities equal to the minimum “initial margin” requirement of the associated futures exchange. Subsequent payments for futures contracts (“variation margin”) are paid or received by the Funds, dependent on the daily fluctuations in the value of the contracts, and are recorded for financial reporting purposes as unrealized gains or losses. When contracts are closed, the Funds realize a gain or loss which is reported in the Statements of Operations.
The use of futures contracts involve, to varying degrees, elements of market risk and counterparty which may exceed the amounts recognized in the Statements of Assets and Liabilities. Changes in the value of the futures contract may not directly correlate with changes in the value of the underlying securities. This risk may decrease the effectiveness of the Funds’ strategies and potentially result in a loss.
 
I. Mortgage Dollar Rolls — The Core Fixed Income and Government Income Funds may enter into mortgage “dollar rolls” in which the Funds sell securities in the current month for delivery and simultaneously contract with the same counterparty to repurchase similar (same type, coupon and maturity) but not identical securities on a specified future date. For financial and tax reporting purposes, the Funds treat mortgage dollar rolls as two separate transactions; one involving the purchase of a security and a separate transactions involving a sale.
During the settlement period between sale and repurchase, the Funds will not be entitled to accrued interest and principal payments on the securities sold. Dollar roll transactions involve the risk that the market value of the securities sold by the Funds may decline below the repurchase price of those securities. In the event the buyer of the securities under a dollar roll transaction files for bankruptcy or becomes insolvent, the Funds’ use of proceeds of the transaction may be restricted pending a determination by, or with respect to, the other party.
 
J. Treasury Inflation-Protected Securities — The Funds may invest in Treasury Inflation-Protected Securities (“TIPS”), specially structured bonds for which the principal amount is adjusted daily to keep pace with inflation, as measured by the U.S. Consumer Pricing Index (“CPI”). The adjustments for interest income due to inflation are reflected in interest income in the Statements of Operations. The repayment of the original bond principal upon maturity and adjustments for interest income are guaranteed by the full faith and credit of the U.S. Government.
 
3. AGREEMENTS
 
A. Management Agreements — Under each Agreement, GSAM manages the Funds, subject to the general supervision of the Trust’s Board of Trustees.
 
 
 48


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
 
3. AGREEMENTS (continued)
 
As compensation for the services rendered pursuant to each Agreement, the assumption of the expenses related thereto and administering the Funds’ business affairs, including providing facilities, GSAM is entitled to a fee (“Management Fee”), computed daily and payable monthly, equal to an annual percentage rate of the Funds’ average daily net assets.
For the six months ended June 30, 2008, GSAM’s contractual Management Fees are listed below along with the effective rate for the periods:
 
                                 
    Contractual Management Rate  
    Up to $1
    Next $1
    Over $2
    Effective
 
Fund   billion     billion     billion     Rate  
   
Core Fixed Income
    0.40 %     0.36 %     0.34 %     0.40 %
 
 
Government Income
    0.54       0.49       0.47       0.54  
 
 
Growth Opportunities
    1.00       1.00       0.90       1.00  
 
 
 
The Agreement for the Equity Index Fund provides for a Management Fee at an annual rate equal to 0.30% of the Fund’s average daily net assets. If the Fund’s average daily net assets are between $300 million and $400 million, 0.05% of the Management Fee will be waived on a voluntary basis. If the Fund’s average daily net assets exceed $400 million, 0.10% of the Management Fee will be waived on a voluntary basis. These waivers may be modified or terminated at any time without shareholder approval. The effective Management Fee was 0.25% for the six months ended June 30, 2008.
As authorized by the Agreements, GSAM has entered into a Sub-advisory Agreement with SSgA Funds Management, Inc. (“SSgA”) who serves as the sub-adviser to the Equity Index Fund and provides the day-to-day advice regarding the Fund’s portfolio transactions. As compensation for its services, SSgA is entitled to a fee, computed daily and payable monthly by GSAM, at the following annual rates of the Fund’s average daily net assets: 0.03% on the first $50 million, 0.02% on the next $200 million, 0.01% on the next $750 million and 0.008% over $1 billion. The effective Sub-advisory fee was 0.02% for the six months ended June 30, 2008.
 
B. Distribution Agreement and Service Plan — The Trust has adopted, on behalf of the Service Shares of the Funds, a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs is entitled to a monthly fee for distribution services equal to, on an annual basis, 0.25% of each Fund’s average daily net assets attributable to Service Shares. For Growth Opportunities, Goldman Sachs has voluntarily agreed to waive Distribution and Service fees so as not to exceed 0.16% of average daily net assets of the Fund. The waiver may be modified or terminated at any time at the option of Goldman Sachs.
 
C. Transfer Agency Agreement — Goldman Sachs also serves as the Transfer Agent of the Funds for a fee. The fees charged for such transfer agency services are calculated daily and payable monthly equal to an annual rate of 0.02% of the average daily net assets of the Funds.
 
D. Other Agreements — GSAM has voluntarily agreed to limit certain “Other Expenses” of the Funds (excluding Management Fees, Distribution and Service Fees, Transfer Agency Fees and expenses, taxes, interest, brokerage fees and litigation, indemnification costs, shareholder meeting and other extraordinary expenses, exclusive of any custody and transfer agent fee credit reductions) to the extent that such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Funds. Such expense reimbursements, if any, are computed daily and paid monthly. In addition, the Funds are not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The “Other Expense” limitations for the Core Fixed Income Fund, Equity Index Fund, Government Income Fund, and Growth Opportunities Fund as an annual percentage rate of average daily net assets are 0.004%, 0.064%, 0.004%, and 0.004%, respectively.
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
3. AGREEMENTS (continued)
 
For the six months ended June 30, 2008, GSAM has voluntarily agreed to waive certain fees and reimburse other expenses. In addition, the Funds have entered into certain offset arrangements with the custodian and the transfer agent resulting in a reduction in the Funds’ expenses. These expense reductions were as follows (in thousands):
 
                                         
    Fee Waivers                    
          Distribution
    Transfer Agent
    Other Expense
    Total Expense
 
Fund   Management     and Service     Fee Credit     Reimbursement     Reductions  
   
Core Fixed Income
  $     $     $ 3     $ 97     $ 100  
 
 
Equity Index
    74             4             78  
 
 
Government Income
                1       82       83  
 
 
Growth Opportunities
          80       3       74       157  
 
 
 
At June 30, 2008, the amounts owed to affiliates were as follows (in thousands):
 
                                 
    Management
    Distribution and
    Transfer Agent
       
Fund   Fees     Service Fees     Fees     Total  
   
Core Fixed Income
  $ 78     $ 48     $ 4     $ 130  
 
 
Equity Index
    82       63       5       150  
 
 
Government Income
    41       19       1       61  
 
 
Growth Opportunities
    147       24       3       174  
 
 
 
4. PORTFOLIO SECURITIES TRANSACTIONS
 
The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2008, were as follows:
                                 
                      Sales and
 
    Purchases of
    Purchases
    Sales and
    Maturities
 
    U.S.
    (Excluding U.S.
    Maturities of U.S.
    (Excluding U.S.
 
    Government and
    Government and
    Government and
    Government and
 
    Agency
    Agency
    Agency
    Agency
 
Fund   Obligations     Obligations)     Obligations     Obligations)  
   
Core Fixed Income
  $ 8,891,141     $ 424,633,136     $ 8,897,654     $ 457,194,552  
 
 
Equity Index
          3,535,104             32,156,171  
 
 
Government Income
    5,785,882       336,239,702       1,579,156       337,086,737  
 
 
Growth Opportunities
          72,358,004             90,304,633  
 
 
For the six months ended June 30, 2008, Goldman Sachs earned approximately $100 and $500 of brokerage commissions from portfolio transactions, including futures transactions executed with Goldman Sachs as the futures commission merchant on behalf of the Core Fixed Income and Equity Index Funds, respectively. Goldman Sachs did not earn any brokerage commissions with respect to Government Income and Growth Opportunities Funds.
 
Fair Value Hierarchy — In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”) which provides guidance in using fair value to measure investment assets and liabilities. The Funds adopted FAS 157 as of the beginning of January 2008. FAS 157 establishes a fair value hierarchy that prioritizes
 
 
 50


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
 
4. PORTFOLIO SECURITIES TRANSACTIONS (continued)
 
the inputs and valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FAS 157 are described below:
 
Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;
 
Level 2 — Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly;
 
Level 3 — Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.
 
As required by FAS 157, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The following is a summary of the levels within the fair value hierarchy in which the Funds invest:
 
                                         
    Core Fixed Income     Equity Index  
    Investments in
    Other
    Other
    Investments in
    Other
 
    Securities
    Investments –
    Investments –
    Securities
    Investments –
 
Level   Long – Assets     Assets     Liabilities     Long – Assets     Liabilities  
   
Level 1
  $ 3,365,980     $ 466,207     $ 107,050     $ 286,758,346     $ 438,145  
 
 
Level 2
    237,600,669       49,055       118,591       6,353,669        
 
 
Level 3
                             
 
 
Total
  $ 240,966,649     $ 515,262     $ 225,641     $ 293,112,015     $ 438,145  
 
 
 
                                 
    Government Income     Growth Opportunities  
    Investments in
    Investments in
    Other
    Investments in
 
    Securities
    Securities
    Investments –
    Securities
 
Level   Long – Assets     Long – Liabilities     Assets     Long – Assets  
   
Level 1
  $ 5,059,791     $     $ 147,112     $ 185,814,071  
 
 
Level 2
    101,100,752       7,280,625             1,816,287  
 
 
Level 3
                       
 
 
Total
  $ 106,160,543     $ 7,280,625     $ 147,112     $ 187,630,358  
 
 
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
5. SECURITIES LENDING
 
Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Growth Opportunities and Equity Index Funds may lend their securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), formerly Boston Global Advisers, a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Funds’ securities lending procedures, the loans are collateralized at all times with cash and/or securities with a market value at least equal to the securities on loan. The market value of the loaned securities is determined at the close of business of the Funds, at their last sale price, or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Funds on the next business day. As with other extensions of credit, the Funds bear the risk of delay on recovery or loss of rights in the collateral should the borrower of the securities fail financially.
The Funds invest the cash collateral received in connection with securities lending transactions in the Enhanced Portfolio of Boston Global Investment Trust, a Delaware statutory trust. The Enhanced Portfolio is exempt from registration under Section 3(c)(7) of the Act and is managed by GSAM, for which GSAM receives an investment advisory fee of up to 0.10% of the average daily net assets of the Enhanced Portfolio. The Enhanced Portfolio invests in money market instruments, but is not a “money market fund” subject to the requirements of Rule 2a-7 of the Act. The Funds bear the risk of incurring a loss from the investment of cash collateral due to either credit or market factors.
Both the Funds and GSAL receive compensation relating to the lending of the Funds’ securities. The amounts earned by the Funds for the six months ended June 30, 2008, are reported parenthetically under Investment Income on the Statements of Operations. A portion of this amount, $2,403 and $49,100 represents compensation earned by the Equity Index and Growth Opportunities Funds, respectively, from lending their securities to Goldman Sachs. For the six months ended June 30, 2008, GSAL earned approximately $2,180 and $19,000 in fees as securities lending agent for the Equity Index and Growth Opportunities Funds, respectively. The amount payable to Goldman Sachs upon return of securities loaned as of June 30, 2008 was $397,400 and $5,167,575 for the Equity Index and Growth Opportunities Funds, respectively.
 
6. LINE OF CREDIT FACILITY
 
The Funds participate in a $700,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or affiliates. The facility is to be used solely for temporary or emergency purposes. The interest rate on borrowings is based on the federal funds rate. The committed facility also requires a fee to be paid by the Funds based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2008, the Funds did not have any borrowings under this facility.
 
 
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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
 
7. TAX INFORMATION
 
As of the Funds’ most recent fiscal year end, December 31, 2007, the Funds’ capital loss carry forwards and certain timing differences on a tax basis were as follows:
 
                                 
    Core Fixed
          Government
    Growth
 
    Income     Equity Index     Income     Opportunities  
   
Capital loss carryforward(1):
                               
Expiring 2008
  $     $ (13,380,657 )   $     $ (142,617 )
Expiring 2009
          (13,380,657 )            
Expiring 2010
          (13,380,657 )            
Expiring 2011
          (8,097,717 )            
Expiring 2012
          (2,961,297 )     (96,204 )      
Expiring 2013
                (1,135,876 )      
Expiring 2014
    (5,964,557 )           (1,392,726 )      
 
 
Total capital loss carryforward
  $ (5,964,557 )   $ (51,200,985 )   $ (2,624,806 )   $ (142,617 )
 
 
Timing differences (from straddles and deferred distributions from REITs)
          11,811       (72,563 )      
 
 
 
(1) Expiration occurs on December 31 of the year indicated. Due to fund reorganizations, utilization of the Equity Index and Growth Opportunities Funds’ losses may be substantially limited under the Code.
 
At June 30, 2008, the Funds’ aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:
 
                                 
    Core Fixed
          Government
    Growth
 
    Income     Equity Index     Income     Opportunities  
   
Tax Cost
  $ 256,006,638     $ 266,023,736     $ 108,156,266     $ 185,668,408  
 
 
Gross unrealized gain
    1,621,148       64,401,850       755,044       23,215,176  
Gross unrealized loss
    (16,661,137 )     (37,313,571 )     (2,750,767 )     (21,253,226 )
 
 
Net unrealized security gain
  $ (15,039,989 )   $ 27,088,279     $ (1,995,723 )   $ 1,961,950  
 
 
The difference between book-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, tax treatment of partnership investments, return of capital distributions from underlying fund investments, dividend redesignations, net mark-to market gains on Section 1256 futures contracts and forward foreign currency contracts recognized for tax purposes as of the most recent fiscal year end.
 
8. OTHER MATTERS
 
Indemnifications — Under the Trust’s organizational documents, its Trustees, officers, employees and agents are indemnified, to the extent permitted by the Act, against certain liabilities that may arise out of performance of their duties to the Funds. Additionally, in the course of business, the Funds enter into contracts that contain a variety of indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown; as this would involve future claims that may be against the Funds that have not yet occurred. However, the Funds believe the risk of loss under these arrangements to be minimal.
 
New Accounting Pronouncements — In March 2008, the FASB issued Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Funds’ derivative and hedging activities. Management is currently evaluating the impact the adoption of FAS 161 will have on the Funds’ financial statement disclosures.
 
 
53 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Notes to Financial Statements (continued)
June 30, 2008 (Unaudited)
 
9. SUBSEQUENT EVENT
 
Effective July 1, 2008, GSAM contractually reduced its Management Fees for the Funds to achieve the following annual rates:
 
                                         
    Contractual Management Rate  
    Up to $1
    Next $1
    Next $3
    Next $3
    Over $8
 
Fund   billion     billion     billion     billion     billion  
   
Core Fixed Income
    0.40 %     0.36 %     0.34 %     0.33 %     0.32 %
 
 
Government Income
    0.54       0.49       0.47       0.46       0.45  
 
 
Growth Opportunities
    1.00       1.00       0.90       0.86       0.84  
 
 
 
 
 54


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

Statement Regarding Basis for Approval of Management Agreements (Unaudited)
 
Background
 
The Goldman Sachs Core Fixed Income, Goldman Sachs Government Income, Goldman Sachs Growth Opportunities and Goldman Sachs Equity Index Funds (the “Funds”) are investment portfolios of Goldman Sachs Variable Insurance Trust (the “Trust”) that commenced investment operations on January 9, 2006. The Funds are the accounting successors to investment portfolios of Allmerica Investment Trust, which were reorganized into the Funds. The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Funds at regularly scheduled meetings held during the year. In addition, the Board of Trustees determines annually whether to approve and continue the Trust’s investment management agreements (the “Management Agreements”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) with respect to the Funds and the Sub-Advisory Agreement (the “Sub-Advisory Agreement”, and together with the Management Agreements, the “Agreements”) between the Investment Adviser and SSgA Funds Management, Inc. (the “Sub-Advisor”) with respect to the Equity Index Fund.
 
The Agreements were most recently approved by the Board of Trustees, including those Trustees who are not parties to the Agreements or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 18, 2008 (the “Annual Contract Meeting”).
 
To assist the Trustees in their deliberations at the Annual Contract Meeting, and in addition to the reviews of the Funds’ investment performance, expenses and other matters at regularly scheduled Board meetings, the Trustees have established a Contract Review Committee (the “Committee”) whose members include all of the Independent Trustees. The Committee held meetings on December 12, 2007, February 6, 2008 and May 21, 2008. At those Committee meetings, the Independent Trustees considered matters relating to the Management Agreements including: (a) the nature and quality of the advisory, administrative and other services provided to the Funds by the Investment Adviser and its affiliates; (b) the Funds’ investment performance; (c) the Funds’ management fee arrangements; (d) the Investment Adviser’s undertakings to reimburse certain fees and expenses of the Funds that exceed specified levels and the estimated annualized savings resulting from those undertakings; (e) potential economies of scale and the levels of breakpoints in the fees payable by the applicable Funds under the Management Agreements; (f) the relative expense levels of the Funds as compared to those of comparable funds; (g) data relating to the Investment Adviser’s profitability with respect to the Trust and each of the Funds; (h) the statutory and regulatory requirements applicable to the approval and continuation of mutual fund investment management agreements; (i) a summary of fee concessions by the Investment Adviser and its affiliates with respect to the Funds; (j) recently proposed changes to the expense cap arrangements, and proposed amendments to the management fee schedule to further reduce the fee rates charged on assets above specified levels; (k) capacity issues relating to the Growth Opportunities Fund; (l) information on the advisory fees charged to institutional accounts by the Investment Adviser; (m) information on the processes followed by a third party mutual fund data provider engaged as part of the Trustees’ contract review (the “Outside Data Provider”) in producing investment performance and expense comparisons for the Funds; (n) the current pricing and profitability of the Funds’ transfer agent; and (o) the nature and quality of the services provided by the Funds’ unaffiliated service providers (including the Equity Income Fund’s Sub-Adviser) and reports on due diligence conducted by the Investment Adviser with respect to unaffiliated service providers.
 
At the Annual Contract Meeting, the Trustees reviewed the matters that were considered at the Committee meetings and also considered additional matters including: (a) the quality of the Investment Adviser’s services; (b) the structure, staff and capabilities of the Investment Adviser and its portfolio management team; (c) the groups within the Investment Adviser that support the portfolio management team, including the legal and compliance departments, the credit department, the fund controllers group, the tax group, the product services group, the valuation oversight group, the risk management and analysis group, the business planning team and the technology group; (d) the Investment Adviser’s business continuity and disaster recovery planning; (e) the Investment Adviser’s financial resources and its ability to hire and retain talented personnel; (f) the fees received by the Investment Adviser’s affiliates from the Funds for transfer agency, securities lending (in the case of the equity Funds), portfolio brokerage (in the case of the equity Funds), distribution and other services; (g) the terms of the Agreements and agreements with other service providers entered into by the Trust on behalf of the Funds; (h) the administrative services provided under the Management Agreements, including the nature and extent of the Investment Adviser’s oversight of the Funds’ other service providers, including the custodian and fund accounting agent; (i) an update on soft dollars (in the case of the equity Funds) and other trading
 
 
55 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)
 
related issues; (j) the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; and (k) with respect to the Equity Index Fund, the difference between the Investment Adviser’s management fee and the Sub-Adviser’s sub-advisory fee for the Fund and the services provided by the Investment Adviser to that Fund. At the Annual Contract Meeting, the Trustees also considered further the Investment Adviser’s profitability with respect to the Trust and each Fund, and each Fund’s investment performance, fees and expenses, including each Fund’s expense trends over time and existing and proposed breakpoints in the fee rates payable under the applicable Agreements.
 
In connection with the Committee meetings and the Annual Contract Meeting, the Trustees received written materials and oral presentations on the topics covered, and were advised by their independent legal counsel regarding their responsibilities under applicable law. Also, in conjunction with these meetings, the Trustees attended sessions at which they reviewed information regarding the Funds’ assets, sales and redemptions, the commission rates paid by the equity Funds on brokerage transactions, the Investment Adviser’s receipt of research services in connection with those transactions, and the payment of Rule 12b-1 distribution and service fees by the Funds. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution and/or servicing of Fund shares; portfolio manager compensation, the alignment of the interests of the Funds and the portfolio managers and potential conflicts of interest; the number and types of accounts managed by the portfolio managers; and other matters. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.
 
The presentations made at the Committee meetings and at the Annual Contract Meeting encompassed the Funds and other mutual fund portfolios for which the Board of Trustees has responsibility. While the management agreements for all of the Funds and the other mutual fund portfolios for which the Trustees have responsibility were considered at the same Annual Contract Meeting, the Trustees separately considered the Agreements as they applied to each Fund.
 
In evaluating the Agreements at the Annual Contract Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser, its affiliates, their services and the Funds. At those meetings the Trustees received materials relating to the Investment Adviser’s investment management and other services provided under the Management Agreements, including: (a) information on the investment performance of the Funds in comparison to the performance of similar mutual funds and benchmark performance indices; (b) general investment outlooks in the markets in which the Funds invest; (c) compliance reports; and (d) expenses borne by the Funds. In addition, the Trustees were provided with copies of disclosure materials regarding the Funds and their expenses, as well as information on the Funds’ competitive universe and discussed the broad range of other investment choices that are available to Fund investors.
 
Nature, Extent and Quality of the Services Provided Under the Management Agreements
 
As part of their review, the Trustees considered the nature, extent and quality of the services provided by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services, and the other, non-advisory services, that are provided to the Funds by the Investment Adviser and its affiliates. These services include services that Goldman, Sachs & Co. (“Goldman Sachs”) provides as the Funds’ transfer agent and distributor and that Goldman Sachs Agency Lending provides to the equity Funds as securities lending agent. The Trustees concluded that the Investment Adviser was both able to commit substantial financial and other resources to the operations of the Funds and had continued to commit those resources in multiple areas including portfolio management, trading, technology, human resources, tax, treasury, legal, compliance, vendor oversight and risk management. The Independent Trustees also believed that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Funds and the Investment Adviser, including the implementation and enhancement of compliance systems and education and training initiatives.
 
 
 56


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)
 
Investment Performance
 
The Independent Trustees also considered the investment performance of the Funds and the Investment Adviser. In this regard, they compared the investment performance of each Fund to the performance rankings and ratings compiled by the Outside Data Provider. The Independent Trustees also reviewed each Fund’s investment performance relative to its performance benchmarks. This information on each Fund’s investment performance was provided for the one-year period ended December 31, 2007. In addition, they considered the investment performance trends of the Funds over time, and reviewed the investment performance of each Fund in light of its investment objective and policies, the credit and duration parameters of the Core Fixed Income and Government Income Funds, as well as in light of periodic analyses of each Fund’s quality and risk profile. The Independent Trustees considered whether each Fund had operated within its investment policies, and had complied with its investment limitations. The Trustees believed that each of the Funds was providing investment performance within a competitive range for long-term investors and that the Investment Adviser’s continued management would benefit each Fund and its shareholders.
 
Costs of Services Provided and Competitive Information
 
The Independent Trustees considered the contractual fee rates payable by each Fund under the Management Agreements and payable by the Investment Adviser under the Sub-Advisory Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Funds, which included both advisory and administrative services that were directed to the needs and operations of the Funds as registered mutual funds.
 
In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Funds. The analyses provided a comparison of the Funds’ management fees and (as applicable) breakpoints to relevant peer groups and category universes; an expense analysis which compared each Fund’s expenses to peer groups and category universes; and a three-year history (a two-year history for the Equity Index Fund) comparing each Fund’s expenses to the category averages. The analyses also compared each Fund’s transfer agency fees, custody and accounting fees, distribution fees, other expenses and waivers/reimbursements to those of peer groups and peer group medians. The Independent Trustees believed that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Funds.
 
In addition, the Independent Trustees considered the Investment Adviser’s voluntary undertakings to limit to certain specified levels each Fund’s “other expenses” ratio (excluding certain expenses) and waive a portion of the management fees paid by the Equity Index Fund, as well as Goldman Sachs’ voluntary undertaking to waive a portion of the Rule 12b-1 fees paid by the Growth Opportunities Fund.
 
They also considered comparative fee information for services provided by the Investment Adviser to institutional accounts and information that indicated that services provided to the Funds differed in various significant respects from the services provided to the Investment Adviser’s institutional accounts, which generally required fewer services from the Investment Adviser, were less time-intensive and paid lower fees.
 
The Independent Trustees noted the competitive nature of the mutual fund marketplace, and that many of the Funds’ shareholders invested in the Funds in part because of the Funds’ relationship with the Investment Adviser and have a general expectation that the relationship will continue. They also noted that shareholders may be able to redeem their Fund shares if they believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.
 
 
57 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)
 
Profitability
 
The Independent Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and each of the Funds. In this regard the Independent Trustees reviewed, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and expense allocation methodologies, as well as the report of an independent registered public accounting firm regarding the mathematical accuracy and conformity to the Investment Adviser’s allocation methodologies of the Investment Adviser’s schedule of revenues and expenses. Profitability data for the Trust and each Fund were provided for 2007 and 2006, and the Independent Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Independent Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to the information on the reported pre-tax profit margins earned by certain other asset management firms.
 
Economies of Scale
 
The Independent Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Growth Opportunities, Core Fixed Income and Government Income Funds, which had been implemented at the following annual percentages of the average daily net assets of the Funds:
 
                         
    Growth Opportunities
    Core Fixed Income
    Government Income
 
    Fund     Fund     Fund  
 
First $1 billion
    1.00 %     0.40 %     0.54 %
Next $1 billion
    1.00       0.36       0.49  
Next $3 billion
    0.90       0.34       0.47  
Next $3 billion
    0.86       0.33       0.46  
Over $8 billion
    0.84       0.32       0.45  
 
The breakpoints at the $5 and $8 billion asset levels were considered by the Independent Trustees at the May Committee meeting and were approved by the Trustees at the Annual Contract Meeting. These additional breakpoints had been proposed by the Investment Adviser to further share potential economies of scale, if any, with the Funds and their shareholders as assets under management reach those asset levels. In approving these fee breakpoints, the Independent Trustees considered the Investment Adviser’s potential economies of scale in managing each Fund, and whether the Funds and their shareholders were participating in the benefits of those economies. In this regard, the Independent Trustees considered the amounts of assets in the Funds; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; information comparing fee rates charged by the Investment Adviser with fee rates charged by other, unaffiliated investment managers to other mutual funds; and the Investment Adviser’s and Goldman Sachs’ voluntary undertakings to limit fees and other expenses to certain amounts. Upon reviewing these matters at the Annual Contract Meeting in 2008, the Independent Trustees concluded that the fee breakpoints represented a means of ensuring that benefits of scalability would be passed along to shareholders at the specified asset levels.
 
With respect to the Equity Index Fund, the Independent Trustees reviewed information regarding potential economies of scale, and whether the Fund and its shareholders were participating in the benefits of such economies. In this regard, they considered the amount of assets in the Fund; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; and information comparing the contractual fee rate charged by the Investment Adviser (which does not include fee breakpoints) with fee rates charged by other, unaffiliated investment managers to other variable annuity index funds. The Trustees noted that the fees actually paid by the Fund were reduced by the Investment Adviser’s voluntary undertaking to limit management fees and certain “other expenses” to certain amounts.
 
 
 58


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)
 
The Trustees also considered and approved the following breakpoints in the contractual fee rate in the Sub-Advisory Agreement:
 
         
    Equity Index Fund
 
    (Sub-Advisory Fee)  
   
First $50 million
    0.03 %
Next $200 million
    0.02  
Next $750 million
    0.01  
Over $1 billion
    0.008  
 
Other Benefits to the Investment Adviser and Its Affiliates
 
The Independent Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationship with the Funds as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) brokerage commissions (in the case of the equity Funds) and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Funds; (c) soft dollar benefits and research received by the Investment Adviser from broker-dealers in exchange for executing transactions on behalf of the equity Funds; (d) trading efficiencies resulting from aggregation of orders of the Funds with those for other funds or accounts managed by the Investment Adviser; (e) fees earned by Goldman Sachs Agency Lending, an affiliate of the Investment Adviser, as securities lending agent for the equity Funds (and fees earned by the Investment Adviser for managing the fund in which the cash collateral invests); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Funds on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; and (i) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Funds.
 
Other Benefits to the Funds and Their Shareholders
 
The Independent Trustees also noted that the Funds receive certain other benefits as a result of their relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Funds with those of other funds or accounts managed by the Investment Adviser; (b) improved servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) improved servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorably with derivatives counterparties as a result of the size and reputation of the Goldman Sachs organization; (e) the advantage received from the Investment Adviser’s knowledge and experience gained from managing other accounts and products; and (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Funds because of the reputation of the Goldman Sachs organization.
 
Approval of Sub-Advisory Agreement
 
The Trustees concluded that the Sub-Advisory Agreement with respect to the Equity Index Fund should be continued and approved. In reaching this determination, the Trustees relied on information provided by the Investment Adviser and the Sub-Adviser. The Trustees noted that the Fund had commenced operations in January 2006, and reviewed the Fund’s operations and investment performance since that time. The Trustees reviewed the respective services provided to the Fund by the Investment Adviser under its Management Agreement and by the Sub-Adviser under its Sub-Advisory Agreement. The Trustees noted that the compensation paid to the Sub-Adviser was paid by the Investment Adviser, not by the Fund, and that the retention of the Sub-Adviser did not increase the fees incurred by the Fund for advisory services or decrease the overall responsibility of the Investment Adviser for the management of the Fund. The Trustees also considered Sub-Adviser’s experience in index investing and its compliance policies and procedures and code of ethics. After deliberation and consideration of the information provided, the Trustees concluded that the sub-advisory fee to be paid by the Investment Adviser to the Sub-Adviser with respect to the Equity Index Fund is reasonable in light of the services to be provided by the Sub-Adviser and the Fund’s reasonably foreseeable asset levels, and that the Sub-Advisory Agreement should be approved and continued.
 
 
59 


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)
 
Conclusion
 
In connection with their consideration of the Management Agreements, the Independent Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Independent Trustees concluded, in the exercise of their business judgment, that the management fees paid by each of the Funds were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and each Fund’s current and reasonably foreseeable asset levels, and that the Management Agreements should be approved and continued with respect to each Fund.
 
 
 60


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 
Fund Expenses (Unaudited) — Six Month Period Ended June 30, 2008
 
As a shareholder of the Service Shares of the Funds, you incur ongoing costs, including management fees; distribution and service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.
 
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2008 through June 30, 2008.
 
Actual Expenses — The first line under each share class in the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only. As a shareholder of the Funds, you do not incur any transaction costs, such as sales charges (loads), redemption fees, or exchange fees, but shareholders of other funds may incur such costs. The second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds whose shareholders may incur transaction costs.
 
                                                                                                                                 
      Core Fixed Income Fund       Equity Index Fund       Government Income Fund       Growth Opportunities Fund        
                      Expenses
                      Expenses
                      Expenses
                      Expenses
       
                      Paid for
                      Paid for
                      Paid for
                      Paid for
       
      Beginning
      Ending
      the six
      Beginning
      Ending
      the six
      Beginning
      Ending
      the six
      Beginning
      Ending
      the six
       
      Account
      Account
      months
      Account
      Account
      months
      Account
      Account
      months
      Account
      Account
      months
       
      Value
      Value
      ended
      Value
      Value
      ended
      Value
      Value
      ended
      Value
      Value
      ended
       
      1/1/08       6/30/08       6/30/08*       1/1/08       6/30/08       6/30/08*       1/1/08       6/30/08       6/30/08*       1/1/08       6/30/08       6/30/08*        
Actual
    $ 1,000.00       $ 971.80       $ 3.28       $ 1,000.00       $ 879.20       $ 2.66       $ 1,000.00       $ 1,002.90       $ 4.03       $ 1,000.00       $ 956.50       $ 5.74          
Hypothetical 5% return
      1,000.00         1,021.53 +       3.37         1,000.00         1,022.03 +       2.87         1,000.00         1,020.84 +       4.07         1,000.00         1,019.00 +       5.92          
 
 
* Expenses are calculated using each Fund’s annualized net expense ratio, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2008. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were as follows:
 
         
Fund      
   
Core Fixed Income
    0.67 %
Equity Index
    0.55  
Government Income
    0.81  
Growth Opportunities
    1.18  
 
 
+ Hypothetical expenses are based on each Fund’s actual annualized net expense ratios and an assumed rate of return of 5% per year before expenses.
 
61


 

 
     
TRUSTEES
  OFFICERS
Ashok N. Bakhru, Chairman
  James A. McNamara, President
John P. Coblentz, Jr.
  John M. Perlowski, Senior Vice
Diana M. Daniels
    President and Treasurer
Patrick T. Harker
  Peter V. Bonanno, Secretary
James A. McNamara
   
Jessica Palmer
   
Alan A. Shuch
   
Richard P. Strubel
   
     
     
     
     
GOLDMAN, SACHS & CO.
Distributor and Transfer Agent
   
     
     
     
 
GOLDMAN SACHS ASSET MANAGEMENT, L.P.
Investment Adviser
32 Old Slip, New York, New York 10005    
     
     
     
 
Visit our Web site at www.goldmansachsfunds.com to obtain the most recent month-end returns.
     
     
     
 
The reports concerning the Funds included in this shareholder report may contain certain forward-looking statements about the factors that may affect the performance of the Funds in the future. These statements are based on Fund management’s predictions and expectations concerning certain future events and their expected impact on the Funds, such as performance of the economy as a whole and of specific industry sectors, changes in the levels of interest rates, the impact of developing world events, and other factors that may influence the future performance of the Funds. Management believes these forward-looking statements to be reasonable, although they are inherently uncertain and difficult to predict. Actual events may cause adjustments in portfolio management strategies from those currently expected to be employed.
 
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities and information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available (i) without charge, upon request by calling 1-800-621-2550; and (ii) on the Securities and Exchange Commission (“SEC”) Web site at http://www.sec.gov.
 
The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the SEC’s website at http://www.sec.gov within 60 days after the Funds’ first and third fiscal quarters. The Funds’ Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may also be obtained by calling 1-800-SEC-0330. Forms N-Q may be obtained upon request and without charge by calling 1-800-621-2550.
 
The Global Industry Classification Standard (GICS) was developed by and is the exclusive property and a service mark of Morgan Stanley Capital International Inc. (MSCI) and Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (S&P) and is licensed for use by Goldman Sachs. Neither MSCI, S&P nor any other party involved in making or compiling the GICS or any GICS classifications makes any express or implied warranties or representations with respect to such standard or classification (or the results to be obtained by the use thereof), and all such parties hereby expressly disclaim all warranties of originality, accuracy, completeness, merchantability or fitness for a particular purpose with respect to any of such standard or classification. Without limiting any of the foregoing, in no event shall MSCI, S&P, any of their affiliates or any third party involved in making or compiling the GICS or any GICS classifications have any liability for any direct, indirect, special, punitive, consequential or any other damages (including lost profits) even if notified of the possibility of such damages.
 
Holdings and allocations shown may not be representative of current or future investments. Holdings and allocations may not include the Funds’ entire investment portfolio, which may change at any time. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities.
     
     
     
    Toll Free (in U.S.): 800-292-4726
     
 
This material is not authorized for distribution to prospective investors unless preceded or accompanied by a current Prospectus. Please consider a Fund’s objectives, risks, and charges and expenses, and read the Prospectus carefully before investing. The Prospectus contains this and other information about the Funds.
 
This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust Funds.
     
     
 
Copyright 2008 Goldman, Sachs & Co. All rights reserved.
     
VITSVCSAR/08-5006.MF/08-08    


 

     
ITEM 2.   CODE OF ETHICS.
     
    Not applicable to the Semi-Annual Reports for the period ended June 30, 2008.
     
ITEM 3.   AUDIT COMMITTEE FINANCIAL EXPERT.
     
    Not applicable to the Semi-Annual Reports for the period ended June 30, 2008.

     
ITEM 4.   PRINCIPAL ACCOUNTANT FEES AND SERVICES.
     
    Not applicable to the Semi-Annual Reports for the period ended June 30, 2008.

     

     
ITEM 5.   AUDIT COMMITTEE OF LISTED REGISTRANTS.

    Not applicable.

     
ITEM 6.   SCHEDULE OF INVESTMENTS

    Schedules of Investments are included as part of the Semi-Annual Reports to Shareholders filed under Item 1.

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

    Not applicable.

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

    Not applicable.

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

    Not applicable.

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

    There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

     
ITEM 11.   CONTROLS AND PROCEDURES.

  (a)   The registrant’s principal executive and principal financial officers or persons performing similar functions have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934, as amended.
 
  (b)   There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect the registrant’s internal control over financial reporting.

     
ITEM 12.   EXHIBITS.
         
  (a)(1)
 

 
 
  Not applicable to the Semi-Annual Report for the period ended June 30, 2008.
         
  (a)(2)
 
 
Exhibit 99.CERT
 
 
Exhibit 99.906CERT
  Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 are filed herewith.
 
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are filed herewith.


 

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

     
Goldman Sachs Variable Insurance Trust
   
 
   
 
   
/s/ James A. McNamara
   

   
By: James A. McNamara
   
Chief Executive Officer of
   
Goldman Sachs Variable Insurance Trust
   
 
   
Date: August 28, 2008
   
 
   
 
   
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 
   
 
   
/s/ James A. McNamara
   
By: James A. McNamara
   
Chief Executive Officer of
   
Goldman Sachs Variable Insurance Trust
   
 
   
Date: August 28, 2008
   
 
   
 
   
/s/ John M. Perlowski
   
By: John M. Perlowski
   
Chief Financial Officer of
   
Goldman Sachs Variable Insurance Trust
   
 
   
Date: August 28, 2008