Payments to broker-dealers and other financial intermediary compensation 9

Additional information about investment strategies and risks 9

Additional information on principal investment risks of the Fund 10

Additional information about the Fund’s benchmark index 11

Additional information on principal and non-principal investment strategies 12

Portfolio management team 15

Distribution and services arrangements 17

Dividends and distributions 20

Taxes 21

Your account: purchasing, redeeming or exchanging shares 23

Conversion of shares–applicable to all investors 37

Important transaction information 38

Market timing/excessive trading policy–applicable to all investors 41

Redemption or exchange fee 43

Electronic prospectuses 44

Additional information about index providers 44

Glossary 45

Financial highlights 47

Summary information

TIAA-CREF Emerging Markets Equity Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, by investing primarily in a portfolio of emerging markets equity investments.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Retail Class	Retirement Class	Premier Class	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%	0%	0%	0%
Maximum Deferred Sales Charge	0%	0%	0%	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%	0%	0%	0%
Redemption or Exchange Fee (on shares held less than 60 days)	2.00%	2.00%	2.00%	2.00%
Account Maintenance Fee (annual fee on accounts under $2,000)	$15.00	0%	0%	0%

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 3

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)


		Retail Class	Retirement Class	Premier Class	Institutional Class
Management Fees		0.85%	0.85%	0.85%	0.85%
Distribution (Rule 12b-1) Fees		0.25%	—	0.15%	—
Other Expenses		0.23%	0.35%	0.10%	0.10%
Total Annual Fund Operating Expenses		1.33%	1.20%	1.10%	0.95%
Waivers and Expense Reimbursements¹		—	—	—	—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		1.33%	1.20%	1.10%	0.95%

1	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired Fund Fees and Expenses and extraordinary expenses) that exceed: (i) 1.34% of average daily net assets for Retail Class shares; (ii) 1.20% of average daily net assets for Retirement Class shares; (iii) 1.10% of average daily net assets for Premier Class shares; and (iv) 0.95% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example

This example is intended to help you compare the cost of investing in shares of the Fund with the cost of investing in other mutual funds. The example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all your shares at the end of those periods. The example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses, before expense reimbursements, remain the same. The example assumes that the Fund’s expense reimbursement agreement will remain in place through February 29, 2016, but that there will be no waiver or expense reimbursement agreement in effect thereafter. Although your actual costs may be higher or lower, based on these assumptions your costs would be:


	Retail Class		Retirement Class		Premier Class		Institutional Class
1 Year	$	135	$	122	$	112	$	97
3 Years	$	421	$	381	$	350	$	303
5 Years	$	729	$	660	$	606	$	525
10 Years	$	1,601	$	1,455	$	1,340	$	1,166

Portfolio turnover

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or in the example, affect the Fund’s

4 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

performance. During the fiscal year ended October 31, 2014, the Fund’s portfolio turnover rate was 104% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in equity securities of emerging market issuers or in instruments with economic characteristics similar to emerging market equity securities. The Fund considers an “emerging market security” to be a security that is principally traded on a securities exchange of an emerging market or that is issued by an issuer that has primary operations in an emerging market. The Fund generally defines an “emerging market” as any of the countries or markets represented in the Fund’s benchmark index, the MSCI Emerging Markets^® Index (“MSCI EM Index”), or any other country or market with similar emerging characteristics. The stock selection decisions of the Fund’s investment adviser, Teachers Advisors, Inc. (“Advisors”), drive Advisors’ country and regional asset allocations for the Fund. However, Advisors regularly compares the Fund’s sector and country exposure against the MSCI EM Index to assess its comparative investment exposures. Advisors looks for companies of any size that it believes have sustainable earnings growth, focused management with successful track records, unique and easy-to-understand franchises (brands), stock prices that do not fully reflect the stock’s potential value (based on current earnings, assets, and long-term growth prospects), and consistent generation of free cash flow. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

Principal investment risks

You could lose money over short or long periods by investing in this Fund. An investment in the Fund, due to the nature of the Fund’s portfolio holdings, typically is subject to the following principal investment risks:

· Market Risk—The risk that market prices of portfolio investments held by the Fund may fall rapidly or unpredictably due to a variety of factors, including changing economic, political or market conditions. Market risk may affect a single issuer, industry or sector of the economy, or it may affect the market as a whole.

· Issuer Risk (often called Financial Risk)—The risk that an issuer’s earnings prospects and overall financial position will deteriorate, causing a decline in the value of the issuer’s financial instruments over short or extended periods of time.

· Active Management Risk—The risk that Advisors’ strategy, investment selection or trading execution may cause the Fund to underperform relative to the benchmark index or mutual funds with similar investment objectives.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 5

volatility and perform differently from financial instruments of U.S. issuers. This risk may be heightened in emerging or developing markets. Foreign investments may also be less liquid and more difficult to value than investments in U.S. issuers.

· Emerging Markets Risk—The risk of foreign investment often increases in countries with emerging markets. For example, these countries may have more unstable governments than developed countries, and their economies may be based on only a few industries. Because their financial markets may be very small, share prices of financial instruments in emerging markets countries may be volatile and difficult to determine. Financial instruments of issuers in these countries may be less liquid than those of issuers in more developed countries. In addition, foreign investors such as the Fund are subject to a variety of special restrictions in many emerging markets countries.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year since inception of the Institutional Class. Because the expenses vary across share classes, the performance of the Institutional Class may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the period covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional Class, Retirement Class, Premier Class and Retail Class over the one-year, five-year, ten-year and since-inception periods (where applicable) ended December 31, 2014, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

The returns shown below reflect previous agreements by Advisors to waive or reimburse the Fund for certain fees and expenses. Without these waivers and reimbursements, the returns of the Fund would have been lower. Past performance of the Fund (before and after taxes) is not necessarily an indication of how it will perform in the future. The benchmark index listed below is unmanaged, and you cannot invest directly in the benchmark index. The returns for the benchmark index reflect no deduction for fees, expenses or taxes.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

6 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 13.99%, for the quarter ended March 31, 2012. Worst quarter: -23.77%, for the quarter ended September 30, 2011.

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Since Inception
Institutional Class		8/31/2010
	Return Before Taxes		–7.75	%	0.86	%
	Return After Taxes on Distributions		–8.03	%	0.76	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		–4.14	%	0.78	%
Retail Class		8/31/2010
	Return Before Taxes		–8.05	%	0.48	%
Retirement Class		8/31/2010
	Return Before Taxes		–7.90	%	0.61	%
Premier Class		8/31/2010
	Return Before Taxes		–7.78	%	0.74	%
MSCI Emerging Markets^® Index
(reflects no deductions for fees, expenses or taxes)			–2.19	%	2.13	%^†
Current performance of the Fund’s shares may be higher or lower than that shown above.
^†	Performance is calculated from the inception date of the Institutional Class.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 7

Portfolio Managers. The following persons manage the Fund on a day-to-day basis:




Name:	Alexander Lee Muromcew	Barton Grenning
Title:	Managing Director	Managing Director
Experience on Fund:	since 2010	since 2015

Purchase and sale of Fund shares

Retail Class shares are available for purchase through certain financial intermediaries or by contacting the Fund directly at 800 223-1200 or www.tiaa-cref.org. Retirement Class and Premier Class shares are generally available for purchase through employee benefit plans or other types of savings plans or accounts. Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries).

· The minimum initial investment for Retail Class shares is $2,000 per Fund account for Traditional IRA, Roth IRA and Coverdell accounts and $2,500 for all other account types. Subsequent investments for all account types must be at least $100.

· There is no minimum initial or subsequent investment for Retirement Class shares. Retirement Class shares are primarily offered through employer-sponsored employee benefit plans.

· There is no minimum initial or subsequent investment for Premier Class shares. Premier Class shares are primarily offered through certain financial intermediaries and employer-sponsored employee benefit plans.

· The minimum initial investment is $2 million and the minimum subsequent investment is $1,000 for Institutional Class shares, unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates.

Redeeming or Exchanging Shares. You can redeem (sell) or exchange your shares of the Fund on any day that the New York Stock Exchange (“NYSE”) is open for business. Exchanges may be made for shares of the same share class of other funds offered by the Trust. If your shares are held through a third party, please contact that entity for applicable redemption or exchange requirements. If your shares are held directly with the Fund, contact the Fund directly in writing or by telephone. Redemptions or exchanges involving shares of the Fund held less than 60 calendar days may be subject to the Redemption Fee, addressed in “Fees and expenses” above.

Tax information

8 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

If you purchase shares of the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and/or its related companies may pay the intermediary for the sale of Fund shares and related services or for other investor services. These payments may create a conﬂict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

Additional information about investment strategies and risks

Additional information about the Fund

This Prospectus describes the Fund and its investment objective, principal investment strategies and restrictions and principal investment risks. An investor should consider whether the Fund is an appropriate investment. The investment objective of the Fund and its non-fundamental investment restrictions may be changed by the Board of Trustees of the Trust (“Board of Trustees”) without shareholder approval. Certain investment restrictions described in the Fund’s Statement of Additional Information (“SAI”) are fundamental and may only be changed with shareholder approval.

As noted in the “Principal investment strategies” section of this Prospectus, the Fund has a policy of normally investing at least 80% of its assets (net assets, plus the amount of any borrowings for investment purposes) in equity securities of emerging market issuers or in instruments with economic characteristics similar to emerging market equity securities. Shareholders will receive at least 60 days’ prior notice before changes are made to the 80% policy.

Advisors may, for temporary defensive purposes, invest some or all of the Fund’s assets in cash and money market instruments, although Advisors is not obligated to do so. In doing so, the Fund may be successful in reducing market losses but may otherwise not achieve its investment objective.

The use of a particular index as the Fund’s benchmark index is not a fundamental policy and can be changed by the Board of Trustees without shareholder approval. The Fund will notify you before such a change is made.

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 9

Investors should be aware that investments made by the Fund and the results achieved by it at any given time are not expected to be the same as those made by other mutual funds for which Advisors acts as an investment adviser, including mutual funds with names, investment objectives and policies similar to those of the Fund.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

The Fund invests primarily in equity securities. In general, the value of equity securities fluctuates in response to the fortune of individual companies and in response to general market and economic conditions. The value of the Fund may increase or decrease as a result of its investments in equity securities and other instruments. More specifically, the Fund typically is subject to the following investment risks:

· Market Risk—The risk that the price of equity investments may decline in response to general market and economic conditions or events, including conditions and developments outside of the financial markets such as significant changes in interest and inflation rates and the availability of credit. Accordingly, the value of the equity investments that the Fund holds may decline over short or extended periods of time. Any investment is subject to the risk that the financial markets as a whole may decline in value, thereby depressing the investment’s price. Equity markets, for example, tend to be cyclical, with periods when prices generally rise and periods when prices generally decline. Foreign equity markets tend to reflect local economic and financial conditions and, therefore, trends often vary from country to country and region to region. During periods of unusual volatility or turmoil in the financial markets, the Fund may undergo an extended period of decline.

· Issuer Risk (often called Financial Risk)—The risk that the issuer’s earnings prospects and overall financial position will deteriorate, causing a decline in the value of the issuer’s financial instruments over short or extended periods of time. In times of market turmoil, perceptions of an issuer’s credit risk can quickly change and even large, well-established issuers may deteriorate rapidly with little or no warning.

· Active Management Risk—The risk that the performance of the Fund, which is actively managed, reflects in part the ability of Advisors to make active investment, strategic or trading decisions that are suited to achieving the Fund’s investment objective. As a result of strategy, investment selection or trading execution, the Fund could underperform its benchmark or other mutual funds with similar investment objectives.

· Foreign Investment Risk—Foreign investments, which may include securities of foreign issuers, securities or contracts traded or acquired in

10 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

non-U.S. markets or on non-U.S. exchanges, or securities or contracts payable or denominated in non-U.S. currencies, can involve special risks that arise from one or more of the following events or circumstances: (1) changes in currency exchange rates; (2) possible imposition of market controls or currency exchange controls; (3) possible imposition of withholding taxes on dividends and interest; (4) possible seizure, expropriation or nationalization of assets; (5) more limited foreign financial information or difficulties interpreting it because of foreign regulations and accounting standards; (6) lower liquidity and higher volatility in some foreign markets; (7) the impact of political, social or diplomatic events; (8) economic sanctions or other measures by the United States or other governments; (9) the difficulty of evaluating some foreign economic trends; and (10) the possibility that a foreign government could restrict an issuer from paying principal and interest to investors outside the country. Brokerage commissions and custodial and transaction costs are often higher for foreign investments, and it may be difficult to use foreign laws and courts to enforce financial or legal obligations.

In addition to the principal investment risks set forth above, there are other risks associated with investing in the Fund and its investments that are discussed elsewhere in the Fund’s Prospectus and in the Fund’s SAI. There can be no assurances that the Fund will achieve its investment objective. You should not consider the Fund to be a complete investment program.

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

MSCI Emerging Markets^{^®} Index

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 11

sorted by free float-adjusted market capitalization, and the largest stocks (meeting liquidity and trading volume requirements) are selected until approximately 85% of the free float-adjusted market representation of each country’s market is reached. When combined as the MSCI EM Index, the regional index captures approximately 85% of the free float-adjusted market capitalization of certain emerging markets countries around the world.

The MSCI EM Index may include securities of large- and mid-cap issuers. MSCI determines the composition of the index based on a combination of factors including regional/country exposure, price, trading volume and significant owners, and can change its composition at any time.

Additional information on principal and non-principal investment strategies

The Fund may invest in short-term debt securities of the same type as those held by money market funds and other kinds of short-term instruments for cash management and other purposes. These securities help the Fund maintain liquidity, use cash balances effectively, and take advantage of attractive investment opportunities. The Fund also may invest up to 20% of its assets in fixed-income investments.

The Fund may write (sell) call options, including covered call options, and purchase call and put options, to try to enhance income, reduce portfolio volatility or protect gains in the Fund’s portfolio. Such options may include put and call options on securities of the types in which the Fund may invest and on securities indices composed of such securities. In writing (selling) call options, the Fund may give up the opportunity to profit on a security if the market price of the security rises and the option is exercised and, conversely, the premiums received from call options sold may not reduce the extent of Fund losses during periods of market decline. In purchasing call and put options, the Fund may purchase a call or put option that expires with no value due to the market price of the security remaining below or above, as applicable, the strike price of the option. In such an event, the Fund would lose the value of the premium paid for the call or put option but would also receive no economic benefit from the purchase or sale, as applicable, of the security. The Fund can also write (sell) put options. In writing put options, the Fund may experience losses on a security if the market price of the security declines and the option is exercised and, conversely, the premiums received from put options sold may not reduce the extent of Fund losses during periods of market decline.

In addition, the Fund may buy and sell futures contracts on securities indices composed of securities of the types in which it may invest, and put and call options on such futures contracts. The Fund may use such futures contracts and options on futures contracts for hedging or cash management purposes, or to seek increased total return. Futures contracts permit the Fund to gain or reduce exposure to groups of securities and thereby have the potential to earn returns

12 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

that are similar to those that would be earned by direct investments in those securities or instruments.

The Fund may invest in instruments including exchange-traded notes (“ETNs”), equity-linked notes (“ELNs”) and futures contracts or other derivatives to achieve its investment objective. The Fund may also use such instruments for cash management and other purposes, including foreign exposure to certain sectors or securities that are represented by ownership in ETFs, ETNs, or ELNs. When the Fund invests in ETFs or other investment companies, the Fund bears a proportionate share of expenses charged by the investment company in which it invests. An ETF may trade at a premium or discount to its net asset value.

In seeking to manage currency exposure, the Fund also may enter into forward currency contracts and currency swaps and may buy or sell put and call options and futures contracts on foreign currencies.

The Fund can invest in other derivatives and similar financial instruments, such as equity swaps (including contracts for difference, an arrangement where the return is linked to the price movement of an underlying security, and other arrangements where the return is linked to a stock market index), options on swaps, and equity-linked fixed-income securities, so long as these derivatives and other financial instruments are consistent with the Fund’s investment objective, restrictions and policies and current regulations.

From time to time, the Fund may determine not to invest in securities of issuers that do not meet certain corporate governance criteria. The Fund currently does not invest in certain companies with operations in Sudan.

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 13

on portfolio turnover, and securities of the Fund may be sold at any time such sale is deemed advisable for investment or operational reasons. Also, certain trading strategies utilized by the Fund may increase portfolio turnover. The portfolio turnover rate of the Fund is listed above in the “Summary information” section and the portfolio turnover rate during recent fiscal periods is provided in the Financial Highlights. The Fund is not generally managed to minimize the tax burden for shareholders. The Fund may have investors that are funds of funds, education savings plans or other asset allocation programs that are also managed by Advisors. These investors may engage in reallocations, rebalancings or other activity that may increase the Fund’s portfolio turnover rate and brokerage costs. Advisors may employ various portfolio management strategies to attempt to minimize any potential disruptive effects or costs of such activity.

Share classes

The Fund offers Retail, Retirement, Premier and Institutional Class shares in this Prospectus. The Fund’s investments are held by the Fund as a whole, not by a particular share class, so an investor’s money will be invested the same way no matter which class of shares is held. However, there are differences among the fees and expenses associated with each class and not everyone is eligible to buy every class. After determining which classes you are eligible to buy, decide which class best suits your needs. Please contact us if you have questions or would like assistance in determining which class is right for you.

Management of the Fund

The Fund’s investment adviser

Advisors manages the assets of the Trust, under the supervision of the Board of Trustees. Advisors is an indirect wholly owned subsidiary of Teachers Insurance and Annuity Association of America (“TIAA”). TIAA is a life insurance company founded in 1918 by the Carnegie Foundation for the Advancement of Teaching and is the companion organization of College Retirement Equities Fund (“CREF”), the first company in the United States to issue a variable annuity. Advisors is registered as an investment adviser with the SEC under the Investment Advisers Act of 1940. Advisors also manages the investments of TIAA Separate Account VA-1 and TIAA-CREF Life Funds. Through an affiliated investment adviser, TIAA-CREF Investment Management, LLC (“TCIM”), certain personnel of Advisors also manage the investment accounts of CREF. As of December 31, 2014, Advisors and TCIM together had approximately $313 billion of registered investment company assets under management. Advisors is located at 730 Third Avenue, New York, NY 10017-3206.

14 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

however, pays the management fees and other expenses that are described in the table of fees and expenses in this Prospectus. The management fees paid by the Fund to Advisors are intended to compensate Advisors for its services to the Fund and are not limited to the reimbursement of Advisors’ costs. Thus, under this arrangement, Advisors can earn a profit or incur a loss on the services which it renders to the Fund. The Fund also pays Advisors for certain administrative services that Advisors provides to the Fund on an at-cost basis.

Advisors manages the assets of the Fund pursuant to an investment management agreement with the Trust (the “Management Agreement”). Advisors’ duties under the Management Agreement include, among other things, providing the Fund with investment research, advice and supervision; furnishing an investment program for the Fund; determining which securities or other investments to purchase, sell or exchange; and providing or obtaining any other necessary services to manage, acquire or dispose of securities, cash or other investments. Advisors also supervises and acts as liaison among the various service providers to the Fund, such as the custodian and transfer agent.

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

INVESTMENT MANAGEMENT FEES


		Assets Under Management	Fee Rate
		(Billions)	(average daily net assets)
Emerging Markets Equity Fund*		$0.0—$1.0	0.85%
		Over $1.0—$2.0	0.82%
		Over $2.0—$4.0	0.79%
		Over $4.0—$8.0	0.76%
		Over $8.0	0.73%

*	For the fiscal year ended October 31, 2014, the effective annual fee rate was 0.85% for the Fund.

A discussion regarding the basis for the Board of Trustees’ most recent approval of the Fund’s Management Agreement is available in the Fund’s shareholder report for the period ended April 30, 2014. For a free copy of the Fund’s shareholder report, please call 800 842-2252, visit the Fund’s website at www.tiaa-cref.org or visit the SEC’s website at www.sec.gov.

Portfolio management team

The Fund is managed by a team of managers, whose members are responsible for the day-to-day management of the Fund, with expertise in the area applicable to the Fund’s investments. Certain team members are, for example, principally responsible for selecting appropriate investments for the Fund and others are principally responsible for asset allocation. The following is a list of members of the management team primarily responsible for managing the Fund’s investments, along with their relevant experience. The members of the management team may change from time to time.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 15


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Team
Emerging Markets Equity Fund
Alexander Lee Muromcew Managing Director	Stock Selection-Lead Portfolio Manager	Advisors, TCIM and other advisory affiliates of TIAA—2004 to Present (portfolio management of international portfolios); Loomis, Sayles & Co., LP—1999 to 2004 (portfolio management of international portfolios)	2004	1990	2010
Barton Grenning Managing Director	Stock Selection	Advisors, TCIM and other advisory affiliates of TIAA—2008 to Present (Asian and global consumer products equity research and portfolio management; Pequot Capital)—2006 to 2008 (long/short Asian portfolio and long only Asian portfolio management	2008	1990	2015

The Fund’s SAI provides additional disclosure about the compensation structure for the Fund’s portfolio managers, the other accounts they manage, total assets in those accounts and potential conflicts of interest, as well as the portfolio managers’ ownership of shares of the Fund.

Other services

Under the terms of the Administrative Services Agreement with the Trust, responsibility for payment of expenses relating to oversight and performance of certain services, including transfer agency, dividend disbursing, accounting, administrative, compliance and shareholder services, is allocated directly either to the Fund or to Advisors.

For Advisors’ provision of such administrative, compliance and other services to the Fund under the Administrative Services Agreement, the Fund pays to Advisors at the end of each calendar month the allocated costs of such services as determined under the TIAA-CREF cost allocation methodology then in effect.

For Retirement Class shares of the Fund, the Fund has a separate service agreement with Advisors (the “Retirement Class Service Agreement”) pursuant to which Advisors provides or arranges for the provision of administrative and shareholder services for the Retirement Class shares, including services associated with maintenance of Retirement Class shares on retirement plan or other platforms. Under the Retirement Class Service Agreement, the Retirement Class of the Fund pays monthly a fee to Advisors at an annual rate of up to 0.25% of average daily net assets, which is reflected as part of “Other Expenses” in the “Fees and expenses” section of this Prospectus. Advisors may rely on affiliated or unaffiliated persons to fulfill its obligations under the Retirement Class Service Agreement.

16 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Distribution and services arrangements

All classes

Teachers Personal Investors Services, Inc. (“TPIS”) distributes each class of Fund shares. TPIS may enter into agreements with other intermediaries, including its affiliated broker-dealer, TIAA-CREF Individual & Institutional Services, LLC (“Services”), to offer and sell shares of the Fund. For Premier Class and Retail Class shares, TPIS may utilize some or all of the Rule 12b-1 plan fees it receives from Premier Class and Retail Class shares to pay such other intermediaries for services provided in connection with the sale, promotion and/or servicing of Premier Class and Retail Class shares, respectively. In addition, TPIS, Services or Advisors may pay intermediaries out of its own assets to support the distribution and/or servicing of Fund shares. Payments to intermediaries may include payments to certain third-party broker-dealers and financial advisors, including fund supermarkets, to provide access to their fund distribution platforms, as well as to provide transaction processing or administrative services. Additional information about payments to intermediaries appears in the Fund’s SAI.

Retail Class

The Fund has adopted a distribution plan under Rule 12b-1 with respect to Retail Class shares under which the Fund pays TPIS an annual fee as compensation for TPIS’ or other entities’ services related to the sale, promotion and/or servicing of Retail Class shares.

Under the plan, the Fund pays TPIS at the annual rate of 0.25% of average daily net assets attributable to Retail Class shares for distribution and promotion-related activities, as well as shareholder and account maintenance services, and TPIS may pay another entity for providing such services. Advisors, TPIS and their affiliates, at their own expense, may also pay for distribution, promotional and/or shareholder and account maintenance expenses of Retail Class shares. Because Rule 12b-1 plan fees are paid out of Retail Class assets on an ongoing basis, over time they will increase the cost of your investment in the Retail Class.

More information about the Fund’s distribution and services arrangements for Retail Class shares appears in the Fund’s SAI.

Retirement Class

More information about the Fund’s distribution and services arrangements for Retirement Class shares appears in the Fund’s SAI.

Premier Class

The Fund has adopted a distribution plan under Rule 12b-1 with respect to Premier Class shares under which the Fund pays TPIS an annual fee as compensation for TPIS’ or other entities’ services related to the sale, promotion and/or servicing of Premier Class shares.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 17

Under the plan, the Fund pays TPIS at the annual rate of 0.15% of average daily net assets attributable to Premier Class shares for distribution and promotion-related activities, as well as shareholder and account maintenance services, and TPIS may pay another entity for providing such services. Advisors, TPIS and their affiliates, at their own expense, may also pay for distribution, promotional and/or shareholder and account maintenance expenses of Premier Class shares. Because Rule 12b-1 plan fees are paid out of Premier Class assets on an ongoing basis, over time they will increase the cost of your investment in the Premier Class.

More information about the Fund’s distribution and services arrangements for Premier Class shares appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

Other arrangements

Advisors also pays Services and/or other intermediaries an administrative charge at an annual rate of 0.25% of average daily net assets attributable to Retirement Class shares to compensate such intermediaries for maintenance of Retirement Class shares held on their platforms.

Calculating share price

The Fund determines its net asset value (“NAV”) per share, or share price, on each day the NYSE is open for business. The NAV for the Fund is calculated as of the time when regular trading closes on the NYSE (generally, 4:00 p.m. Eastern Time or at such earlier time that regular trading on the NYSE closes). The Fund does not price its shares on days that the NYSE is closed. NAV per share for each class is determined by dividing the value of the Fund's assets attributable to such class, less all liabilities attributable to such class, by the total number of shares of the class outstanding.

If the Fund invests in foreign securities that are primarily listed on foreign exchanges that trade on days when the Fund does not price its shares, the value of the foreign securities in the Fund’s portfolio may change on days when shareholders will not be able to purchase or redeem Fund shares. The value of the Fund’s investments denominated in foreign currencies is converted to U.S. dollars for purposes of determining the Fund’s NAV.

18 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

of Trustees. The Fund may also use fair value if events that have a significant effect on the value of an investment (as determined in Advisors’ sole discretion) occur between the time when its price is determined and the time the Fund’s NAV is calculated. For example, the Fund might use a domestic security’s fair value when the exchange on which the security is principally traded closes early or when trading in the security is halted and does not resume before the Fund’s NAV is calculated. The use of fair value pricing can involve reliance on quantitative models or individual judgment, and may result in changes to the prices of portfolio securities that are used to calculate the Fund’s NAV. Although the Fund fair values portfolio securities on a security-by-security basis, funds that hold foreign portfolio securities may see their portfolio securities fair valued more frequently than other funds that do not hold foreign securities.

Fair value pricing most commonly occurs with securities that are primarily traded outside the United States. This may have the effect of decreasing the ability of market timers to engage in “stale price arbitrage,” which takes advantage of the perceived difference in price from a foreign market closing price.

While using a fair value price for foreign securities is intended to decrease the ability of market timers to make money by exchanging into or out of the Fund to the detriment of longer-term shareholders, it may reduce some of the certainty in pricing obtained by using actual market close prices.

The Fund’s fair value pricing procedures provide, among other things, for the Fund to examine whether to fair value foreign securities when there is a movement in the value of a U.S. market index between the close of one or more foreign markets and the close of the NYSE. For these securities, the Fund uses a fair value pricing service approved by the Board of Trustees. This pricing service employs quantitative models to value foreign investments in order to adjust for stale pricing, which may occur between the close of certain foreign exchanges and the close of the NYSE. Fair value pricing is subjective in nature and the use of fair value pricing by the Fund may cause the NAV of the Fund’s shares to differ significantly from the NAV that would have been calculated using market prices at the close of the foreign exchange on which a portfolio security is primarily traded. The Fund also examines the prices of individual securities to determine, among other things, whether the price of such securities reflects fair value at the close of the NYSE based on market movements. In addition, the Fund may fair value domestic securities when it is believed the last market quotation is not readily available or such quotation does not represent the fair value of that security.

Debt securities, including money market instruments, are valued using market quotations, independent pricing sources or values derived from a pricing matrix that has various types of debt securities along one axis and various maturities along the other. The use of a price derived from a pricing matrix is a method of fair value pricing.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 19

Dividends and distributions

The Fund expects to declare and distribute to shareholders substantially all of its net investment income and net realized capital gains, if any. The amount distributed will vary according to the income received from investments held by the Fund and capital gains realized from the sale of investments. The Fund plans to pay dividends on an annual basis. The Fund intends to pay net capital gains, if any, annually. Dividends and capital gains can be paid in cash or reinvested. If you have elected to receive your distributions in cash and the distribution amount is less than $10, then the amount will be automatically reinvested in the Fund and no check will be issued. If the postal service is unable to deliver checks to your address of record, or the distribution check remains outstanding for six months or more, then the Fund reserves the right to reinvest the distribution check into your account using the Fund’s current NAV and to change your distribution option to reinvestment. No interest will accrue on amounts represented by uncashed distribution checks.

Dividends and capital gain distributions paid to shareholders who hold their shares through a TIAA-CREF-administered retirement plan or custody account will automatically be reinvested in additional shares of the same class of the Fund. All other shareholders may elect from the following distribution options (barring any restrictions from the intermediary or plan through which such shares are held):

1. Reinvestment Option, Same Fund. Your dividend and capital gain distributions are automatically reinvested in additional shares of the same share class of the Fund. Unless you elect otherwise, this will be your default distribution option.

2. Reinvestment Option, Different Fund. Your dividend and capital gain distributions are automatically reinvested in additional shares of the same share class of another fund in which you already hold shares.

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

On the Fund’s distribution date, the Fund makes distributions on a per share basis to the shareholders who hold and have paid for Fund shares on the record date. The Fund does this regardless of how long the shares have been held. This means that if you buy shares just before or on a record date, you will pay the full price for the shares and then you may receive a portion of the price back as a taxable distribution (see the discussion of “Buying a dividend” below under “Taxes”). Cash distribution checks will be mailed within seven days of the distribution date.

20 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Shareholders who hold their shares through a variable insurance or annuity product, an employee benefit plan or through an intermediary may be subject to restrictions on their distribution payment options imposed by the product, plan or intermediary. Please contact the variable insurance or annuity product issuer or your plan sponsor or intermediary for more details.

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

Taxes on dividends and distributions. Unless you are tax-exempt or hold Fund shares in a tax-deferred account, you are subject to federal income tax on dividends and taxable distributions each year. Your dividends and taxable distributions generally are taxable when they are paid, whether you take them in cash or reinvest them. However, distributions declared in October, November or December of a year and paid in January of the following year are taxable as if they were paid on December 31 of the prior year.

For federal tax purposes, income and short-term capital gain distributions from the Fund are taxed as ordinary income, and long-term capital gain distributions are taxed as long-term capital gains. Every January, a statement showing the taxable distributions paid to you in the previous year from the Fund will be sent to you and the Internal Revenue Service (“IRS”) (for taxable accounts only). Whether or not a capital gain distribution is considered long-term or short-term depends on how long the Fund held the securities the sale of which led to the gain.

A portion of ordinary income dividends paid by the Fund to individual investors may constitute “qualified dividend income” that is subject to the same maximum tax rates as long-term capital gains. The portion of a dividend that will qualify for this treatment will depend on the aggregated qualified dividend income received by the Fund. Notwithstanding this, certain holding period requirements with respect to a shareholder’s shares in the Fund may apply to prevent the shareholder from treating any portion of a dividend as “qualified dividend income.” Additional information about this can be found in the Fund’s SAI.

Taxes on transactions. Unless a transaction involves Fund shares held in a tax-deferred account, redemptions (sales), including exchanges to other funds, may also give rise to capital gains or losses. The amount of any capital gain or loss will be the difference, if any, between the adjusted cost basis of your shares and the price you receive when you sell or exchange them. In general, a capital gain or loss will be treated as a long-term capital gain or loss if you have held your shares for more than one year.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 21

identification method. Unless you instruct otherwise, the Fund will use average cost as its default cost basis method, and will treat sales as first coming from shares purchased prior to January 1, 2012. If average cost is used for a shareholder’s first sale of the Fund shares covered by these new rules, the shareholder may only use an alternative cost basis method for shares purchased prospectively. Fund shareholders should consult with their tax advisors to determine the best cost basis method for their tax situation.

For shares you sell that were purchased prior to January 1, 2012, you will be sent a statement showing how many shares you sold and at what price. However, the statement will not include cost basis information and will not be furnished to the IRS. You or your tax preparer must determine whether this sale resulted in a capital gain or loss and the amount of tax to be paid on any gain. Be sure to keep your regular account statements; the information they contain will be essential in calculating the amount of your capital gains or losses.

Backup withholding. If you fail to provide a correct taxpayer identification number or fail to certify that it is correct, the Fund is required by law to withhold 28% of all the distributions and redemption proceeds paid from your account. The Fund is also required to begin backup withholding if instructed by the IRS to do so.

Buying a dividend. If you buy shares just before the Fund deducts a distribution from its net asset value, you will pay the full price for the shares and then receive a portion of the price back in the form of a taxable distribution. This is referred to as “buying a dividend.” For example, assume you bought shares of the Fund for $10.00 per share the day before the Fund paid a $0.25 dividend. After the dividend was paid, each share would be worth $9.75, and, unless you hold your shares through a tax-deferred arrangement such as a 401(a), 401(k) or 403(b) plan or an IRA, you would have to include the $0.25 dividend in your gross income for tax purposes.

Effect of foreign taxes. Foreign governments may impose taxes on the Fund and its investments and these taxes generally will reduce the Fund’s distributions. If the Fund qualifies to pass through a credit for such taxes paid and elects to do so, an offsetting tax credit or deduction may be available to you if you maintain a taxable account. If so, your tax statement will show more taxable income than was actually distributed by the Fund, but will also show the amount of the available offsetting credit or deduction.

Other restrictions. There are tax requirements that all mutual funds must follow in order to avoid federal taxation. In its effort to adhere to these requirements, the Fund may have to limit its investment in some types of instruments.

Special considerations for certain institutional investors. If you are a corporate investor, a portion of the dividends from net investment income paid by the Fund may qualify for the corporate dividends-received deduction. The portion of the dividends that will qualify for this treatment will depend on the aggregate qualifying dividend income received by the Fund from domestic (U.S.) sources.

22 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Certain holding period and debt financing restrictions may apply to corporate investors seeking to claim the deduction.

Taxes related to employee benefit plans or IRAs. Generally, individuals are not subject to federal income tax in connection with shares held (or that are held on their behalf) in participant or custody accounts under Code section 401(a) employee benefit plans (including 401(k) and Keogh plans), Code section 403(b) or 457 employee benefit plans, or IRAs. Distributions from such plan participant or custody accounts may, however, be subject to ordinary income taxation in the year of the distribution. For information about the tax aspects of your plan or IRA or Keogh account, please consult your plan administrator, TIAA-CREF or your tax advisor.

Other tax matters. Certain investments of the Fund, including certain debt instruments, foreign securities and shares of other investment funds, could affect the amount, timing and character of distributions you receive and could cause the Fund to recognize taxable income in excess of the cash generated by such investments (which may require the Fund to liquidate other investments in order to make required distributions).

This information is only a brief summary of certain federal income tax information about your investment in the Fund. The investment may have state, local or foreign tax consequences, and you should consult your tax advisor about the effect of your investment in the Fund in your particular situation. Additional tax information can be found in the Fund’s SAI.

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

The Fund offers four share classes: Retail, Retirement, Premier and Institutional Class shares. Retail Class shares are available for purchase through certain financial intermediaries or by contacting the Fund directly at 800 223-1200 or www.tiaa-cref.org. Retirement Class and Premier Class shares are generally available for purchase through employee benefit plans or other types of savings plans or accounts. Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries). Investors should note that certain account minimums may be required for purchasing Retail or Institutional Class shares.

Share class eligibility

Overview

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 23

well as certain account minimums. In order to better understand the eligibility requirements outlined below, the following defined terms shall apply when used throughout this Prospectus.

Definitions

Financial Intermediary Accounts. These include accounts held through platforms, programs, plans and other similar entities, as well as omnibus accounts, on behalf of other investors. Financial Intermediary Accounts may include, but are not limited to, the following:

· Benefit Plans (as defined below);

· Certain custody accounts sponsored or administered by TIAA-CREF, or by other entities not affiliated with TIAA-CREF, that are established by individuals as IRAs pursuant to section 408 of the Code; and

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

Benefit Plans. These include accounts sponsored or administered by either TIAA-CREF and its affiliates or by other entities not affiliated with TIAA-CREF and that are established by or on behalf of employers, or the trustees of plans sponsored by employers, in connection with certain employee benefit plans. Such Benefit Plans include those described in sections 401(a) (including 401(k) and Keogh plans), 403(a), 403(b) or 457 of the Code. Shareholders investing through such Benefit Plans may have to pay additional expenses related to the administration of such plans.

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Direct Purchasers. These accounts are opened directly with the transfer agent for the Fund, Boston Financial Data Services, Inc., and include the following: individual, financial advisor, domestic trust and joint accounts; traditional IRAs and Roth IRAs; corporate and institutional accounts; custodial accounts for a minor child under the Uniform Gift to Minors Act (“UGMA”) or Uniform Transfer to Minors Act (“UTMA”); and Coverdell education savings accounts.

Eligibility—Retail Class and Institutional Class

Retail Class and Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

24 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Eligibility—Retirement Class and Premier Class

Retirement Class and Premier Class shares are available for purchase by or through the following types of accounts:

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Retail Class and Institutional Class shares:

· Retail Class shares: The minimum initial investment is $2,000 per Fund account for Traditional IRA, Roth IRA and Coverdell accounts and $2,500 for all other account types. Subsequent investments for all account types must be at least $100.

· Institutional Class shares: The minimum initial investment is $2,000,000 per Fund account and the minimum subsequent investment is at least $1,000 unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates.

The Fund has the discretion to waive or otherwise change the initial or subsequent minimum investment requirements at any time without any prior notice to shareholders. These minimum account requirements are discussed in more detail below.

There are no minimum account requirements, including initial or subsequent minimum investment requirements, for Retirement Class or Premier Class shares.

All share classes

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 25

800 842-2252, Monday through Friday, from 8:00 a.m. to 10:00 p.m. Eastern Time. If you are a Direct Purchaser of Institutional Class shares, please contact your assigned relationship manager (“Relationship Manager”).

Investors in all share classes should be aware that the Fund may from time to time, in its discretion, deviate from or vary the processes and procedures outlined below for purchasing, redeeming and exchanging shares.

The Fund is not responsible for any losses due to unauthorized or fraudulent instructions when purchasing, redeeming or exchanging shares as long as the Fund follows reasonable security procedures to verify your identity. It is your responsibility to review and verify the accuracy of your confirmation statements immediately after you receive them.

Purchasing shares

For Retail Class shares and Direct Purchasers of Institutional Class shares

How to open an account—Retail Class

Accounts can be opened online, via mail or in person. To open an account, send the Fund a completed application with your initial investment. To open an account online or download an application to mail to the Fund, please visit the TIAA-CREF Web Center at www.tiaa-cref.org and click on Mutual Funds. At the Web Center, you can establish an individual, joint or custodial (UGMA/UTMA) account. If you have any questions or need help obtaining or completing the application, call the Fund at 800 223-1200. If you currently hold or in the future intend to hold your Retail Class shares indirectly through a financial intermediary, please contact the intermediary about initiating or making additional purchases of Retail Class shares.

How to open an account—Institutional Class

Direct Purchasers interested in opening an account to hold Institutional Class shares should request an application from their Relationship Manager, who can answer any questions or help complete the application. The application will need to be submitted directly either to a Relationship Manager or to the Fund via mail. Confirmation that the account has been established will be delivered to the applicant or can be obtained by calling the Fund.

Minimum initial and subsequent investment

The minimum initial investment for Retail Class shares in Traditional IRA, Roth IRA and Coverdell accounts is $2,000 per Fund account. The minimum initial investment for Retail Class shares in all other accounts is $2,500 per Fund account. For Direct Purchasers of Institutional Class shares, the minimum initial investment is $2,000,000 per Fund account. The Fund can only accept payment to establish a new account if the check presented for deposit into the new account is drawn against an account registered in the same name as the prospective investor.

26 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Subsequent investments into the Retail Class for all account types must be at least $100 per Fund account. Subsequent investments into the Institutional Class for all account types must be at least $1,000 per Fund account. Financial intermediaries may enforce their own initial and subsequent investment minimums.

All Retail Class shareholders automatically have the right to buy shares by telephone or through the TIAA-CREF Web Center as long as bank account information and a voided check were provided at the time the account was established. If you do not want the telephone/web purchase option, you can indicate this on the application or call the Fund at 800 223-1200 anytime after opening your account. You may add this privilege after the account has been established by completing an Account Services Form, which you can request by calling 800 223-1200, or you may download it from the Fund’s website. The Retail Class imposes a $100,000 per fund per day limit on telephone and web purchases.

Transaction methods for purchases

Over the Internet: With TIAA-CREF’s Web Center, you can make electronic withdrawals from your designated bank account to buy additional Retail Class shares over the Internet. TIAA-CREF’s Web Center can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

By telephone: You can request electronic withdrawals from your designated bank account to buy additional Retail Class shares of the Fund by calling 800 223-1200. You can request electronic withdrawals from your designated bank account to buy additional Institutional Class shares by calling your Relationship Manager.

Purchasing via mail: Send a check to either of the addresses listed below with an investment coupon from a previous confirmation statement. If you do not have an investment coupon, use a separate piece of paper including your name, address, Fund account number, the Fund and class you want to invest in and the amount to be invested in the Fund.

Make checks payable to “The TIAA-CREF Funds.”

First-Class Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 27

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

Purchasing via Automatic Investment Plan for Retail Class shares: You can make subsequent investments into Retail Class shares automatically by electing to utilize the Fund’s automatic investment plan (“Automatic Investment Plan”) on your initial application or later upon request. By electing this option you authorize the Fund to take regular, automatic withdrawals from your bank account. To begin this service, send the Fund a voided checking or savings account investment slip. It will take the Fund up to 10 days from the time it is received to set up your Automatic Investment Plan. You can make automatic investments semi-monthly or monthly (on the 1st and 15th of each month or on the next business day if those days are not business days). Investments must be made for at least $100 per Fund account. You can change the date or amount of your investment, or terminate the Automatic Investment Plan, at any time by letter or by telephone or over the Internet. The change will take effect approximately five business days after the Fund receives your request. As used herein, the term “business day” means any day that the NYSE is open for trading.

In-kind purchases of shares: Advisors, at its sole discretion, may allow the purchase of shares with investment securities (instead of cash), if: (1) Advisors believes the securities are appropriate investments for the Fund; (2) the securities offered to the Fund are not subject to any restrictions upon their sale by the Fund under the Securities Act of 1933, or otherwise; and (3) the securities are permissible holdings under the Fund’s investment policies and restrictions. If the Fund accepts the securities, the shareholder’s account will be credited with shares equal in net asset value to the market value of the securities received. Shareholders investing through a financial intermediary or Benefit Plan who are interested in making in-kind purchases should contact their intermediary or Benefit Plan sponsor directly. Otherwise, shareholders interested in making in-kind purchases should contact either their Relationship Manager or the Fund directly.

Payment limitations: Generally, for Retail Class shareholders and Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

28 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

responsible for any resulting loss incurred by the Fund or Advisors and you may be subject to investment losses and tax consequences on such a redemption. If you are already a shareholder, the Fund can redeem shares from any of your account(s) as reimbursement for all losses. The Fund also reserves the right to restrict you from making future purchases in the Fund or any other series of the Trust. There is a $25 fee for all returned items, including checks and electronic funds transfers. Please note that there is a 10 calendar day hold on all purchases by check, or through electronic funds transfer.

For Eligible Investors in Retirement, Premier and Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

You should first contact your employer to learn important details necessary to facilitate enrollment in a Benefit Plan. Your employer must notify TIAA-CREF that you are eligible to enroll. In many cases, you will be able to use the TIAA-CREF Web Center’s online enrollment feature at www.tiaa-cref.org. Some plans allow submission of a hard-copy application for a new account; this form can be returned to your human resources (HR) office, a TIAA-CREF Relationship Manager or to either of the addresses below:

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

The Fund may suspend or terminate the offering of Retirement, Premier and Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 29

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

You should first contact your employer to learn important details necessary to facilitate enrollment in a Benefit Plan. If you are investing through a financial intermediary, you will need to follow the instructions and procedures provided by the intermediary.

Other information for Benefit Plans

As a participant in a Benefit Plan, the Fund imposes no minimum investment. The Fund does not currently restrict the frequency of investments made in the Fund by participant accounts through Benefit Plans, although the Fund reserves the right to impose such restrictions in the future. If you are investing in the Fund through a Benefit Plan, your employer’s plan may limit the amount and available methods to invest in your participant account. Additionally, the Code limits total annual contributions to most types of Benefit Plans.

Other information for Eligible Investors

Investors purchasing shares through Eligible Investors may purchase shares only in accordance with instructions and limitations pertaining to their account with the Eligible Investor. These Eligible Investors may set different minimum investment requirements for their customers’ investments. Please contact your financial intermediary or Benefit Plan sponsor for more information.

Transaction methods for purchases

Purchasing via wire: You may remit initial or subsequent deposits into your account via wire. To open an account by wire please send a completed and signed application by mail as instructed above and then follow the wiring instructions below once you have confirmed the account is open and have the account number.

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number (all classes) 011000028

DDA Number


	Retail Class:	99052771
	All other classes:	99054546

Specify on the wire:

· “The TIAA-CREF Funds—” and the “Share Class” being purchased. For example, a proper set of wire instructions for an initial or subsequent investment into the Institutional Class would read as follows: “The TIAA-CREF Funds—Institutional Class”;

30 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

The Fund considers all purchase requests to be received when they are received in “good order” as determined by the Fund’s transfer agent (or other authorized Fund agent). (See the section entitled “Important transaction information—Good Order” below.) Your investment must be for a specified dollar amount. The Fund cannot accept purchase requests specifying a certain price, date, or number of shares. These types of requests will be deemed to be not in “good order” and the money you sent will be returned to you. If you hold your shares through a financial intermediary, such intermediary may have its own independent “good order” and eligibility requirements.

Your ability to purchase shares may be restricted due to limitations on purchases or exchanges, including limitations under the Fund’s Market Timing/Excessive Trading Policy (see below). If you hold your shares through a financial intermediary, it may charge you additional fees. Contact your financial intermediary to find out if it imposes any other conditions on your transactions, such as a different minimum investment requirement.

Federal law requires the Fund to obtain, verify and record information that identifies each person who opens an account. Until the Fund receives such information, it may not be able to open an account or effect transactions for you. Furthermore, if the Fund is unable to verify your identity, or that of another person authorized to act on your behalf, or if it is believed potential criminal activity has been identified, the Fund reserves the right to take such action as deemed appropriate, which may include closing your account.

Before you can use TIAA-CREF’s Web Center, you must enter your Social Security number, date of birth and active account number. You will then be given an opportunity to create a user name and password. TIAA-CREF’s Web Center will lead you through the transaction process, and the Fund will use reasonable procedures to confirm that the instructions given are genuine. All transactions over TIAA-CREF’s Web Center are recorded electronically.

All purchases must be in U.S. dollars and all checks must be drawn on U.S. banks. The Fund will only accept accounts with a U.S. address of record. The Fund will not accept a P.O. Box as the address of record. For payments made by check, the Fund can only accept payment to establish a new account if the check presented for deposit into the new account is drawn against an account registered in the same name as the prospective investor.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 31

resulting loss incurred by the Fund or Advisors and you may be subject to investment losses and tax consequences on such a redemption. If you are already a shareholder, the Fund can redeem shares from any of your account(s) as reimbursement for all losses. The Fund also reserves the right to restrict you from making future purchases in the Fund or any other series of the Trust. There is a $25 fee for all returned items, including checks and electronic funds transfers. Please note that there is a 10 calendar day hold on all purchases by check, or through electronic funds transfer.

There may be circumstances when the Fund will not accept new investments. The Fund reserves the right to suspend or terminate the offering of its shares at any time without prior notice. The Fund also reserves the right to restrict you from making future purchases in the Fund or any other series of the Trust. In addition, the Fund reserves the right to reject any application or investment or any other specific purchase request.

Redeeming shares

All share classes

You can redeem (sell) your shares on any business day. If you hold your Fund shares through a financial intermediary, please contact the intermediary to sell your shares. Your financial intermediary may have different requirements and restrictions on redemptions than the Fund. If you hold your Fund shares through a Benefit Plan or other account administered by TIAA-CREF, the Benefit Plan or other account may impose further restrictions on the sale of Fund shares.

Certain redemptions of shares of the Fund will be subject to a Redemption Fee (see the section entitled “Redemption or exchange fee” below). You may be required to complete and return certain forms to effect your redemption. Before you complete your redemption request, please make sure you understand the possible federal and other income tax consequences of a redemption. Neither the Fund nor its transfer agent can process redemption requests that specify a certain price or date; these requests will be deemed not in “good order” and will be returned. (See the section entitled “Important transaction information—Good Order” below.)

Usually, the Fund sends redemption proceeds (minus any applicable Redemption Fee) on the next business day after the Fund receives a redemption request in “good order” as determined by the Fund’s transfer agent (or other authorized Fund agent), but not later than seven days afterwards.

If a redemption is requested after a recent purchase of shares, the Fund may delay payment of the redemption proceeds until the check or an electronic funds transfer transaction clears. This can take up to 10 days. There is a 10 calendar day hold from the date of purchase to the first available redemption for all Direct Purchasers redeeming through the TIAA-CREF Web Center.

32 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Signature Guarantee of all owners exactly as registered on the account is required if the redemption is sent to (i) a bank account not on file, (ii) an address other than the address of record, or (iii) an address of record that has been changed within the last 30 calendar days. You may obtain a Medallion Signature Guarantee from some commercial or savings banks, credit unions, trust companies or member firms of a U.S. stock exchange. A notary public cannot provide a Medallion Signature Guarantee.

The Fund can postpone payment if: (a) the NYSE is closed for other than usual holidays or weekends, or trading on the NYSE is restricted; (b) an emergency exists as defined by the SEC, or when the SEC requires that trading be restricted; or (c) the SEC permits a delay for the protection of investors.

The Fund reserves the right to require a Medallion Signature Guarantee for a redemption of any class. The Fund can suspend or terminate your ability to transact by telephone, Internet, or by fax at any time, for any reason.

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Retirement, Premier and Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

If you are married, and all or part of your investment is attributable to purchases made under either (i) an employer plan subject to the Employee Retirement Income Security Act of 1974 (“ERISA”) or (ii) an employer plan that provides for spousal rights to benefits, then to the extent required by the Code or ERISA or the terms of your employer plan, your rights to make certain redemptions may be restricted by the rights of your spouse to such benefits.

For Direct Purchasers, Eligible Investors and their clients (Retail and Institutional Class shares)

Requests must include: account number, transaction amount (in dollars or shares), signatures of all owners exactly as registered on the account, Medallion Signature Guarantees (if required), and any other required supporting legal documentation. All other requests, including those specifying a certain price or date will not be deemed to be in “good order” and will be returned. (See the section entitled “Important transaction information—Good Order” below.)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

Over the Internet: With TIAA-CREF’s Web Center, Direct Purchasers of Retail Class shares can redeem their shares over the Internet although there is a limit

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 33

on Internet redemptions. Investors in the Retail Class shares are limited to Internet redemptions of up to $100,000 per fund per day. Internet redemptions are not available for self-directed IRA accounts and Coverdell education savings accounts held by Direct Purchasers. Retirement, Premier and Institutional Class shares held through a Benefit Plan or other account administered by TIAA-CREF are limited to a maximum cumulative Internet redemption of $50,000 on a rolling 12 month basis. TIAA-CREF’s Web Center can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org. Before you can use the Web Center, you must enter your Social Security number, date of birth and active account number. The Fund will use reasonable procedures to confirm that the instructions given are genuine. All transactions over the Web Center are recorded electronically.

By telephone: Call the appropriate number provided in the section entitled “Purchasing shares” above. All shareholders with telephone redemption options automatically receive the Internet redemption option. If you do not want to be able to redeem by telephone or Internet, indicate this on your application or call the Fund anytime after opening your account. Direct Purchasers of Institutional Class shares wishing to make redemption orders by telephone should call their Relationship Manager.

· Direct Purchasers of Retail Class shares can redeem amounts up to $100,000 per fund per day by phone.

· Participants holding Retirement, Premier and Institutional Class shares through a Benefit Plan or other account administered by TIAA-CREF can redeem up to $50,000 every seven days by phone or any greater amount as approved by the Fund from time to time.

By systematic redemption plan: For Retail Class shares, you can elect this feature only for accounts with balances of at least $5,000. The Fund will automatically redeem the requested dollar amount or number of shares for Retail Class each month or quarter on the 1st or 15th of the month or for Retirement, Premier and Institutional Classes held in a Benefit Plan or other account administered by TIAA-CREF on any business day between the 1st and 28th of the month. For all share classes, if the days selected are not business days, shares will be redeemed on the following business day. Redemptions will be made via check or electronic transfer to your bank.

If you are a Direct Purchaser of Retail Class shares in the Fund and want to set up a systematic redemption plan, contact the Fund and it will send the necessary forms to you or you may enroll online through the TIAA-CREF Web Center. All owners of an account must sign the systematic redemption plan request. Similarly, all owners must sign any request to increase the amount or frequency of the systematic redemptions or a request for payments to be sent to an address other than the address of record. A Medallion Signature Guarantee is required for this address change. The Fund can terminate the systematic redemption plan option at any time, although the Fund will notify you if this occurs. You can terminate the plan or reduce the amount or frequency of the redemptions by writing or by calling the Fund or through the TIAA-CREF Web

34 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Center. Requests to establish, terminate, or change the amount or frequency of redemptions will become effective within five days after the Fund receives your instructions.

In-kind redemptions of shares: Certain large redemptions of Fund shares may be detrimental to the Fund’s other shareholders because such redemptions can adversely affect a portfolio manager’s ability to implement the Fund’s investment strategy by causing premature sale of portfolio securities that would otherwise be held. Consequently, if, in any 90 day period, an investor redeems (sells) shares in an amount that exceeds the lesser of (i) $250,000 or (ii) 1% of the Fund’s assets, then the Fund, at its sole discretion, has the right (without prior notice) to satisfy the difference between the redemption amount and the lesser of the two previously mentioned figures with securities from the Fund’s portfolio instead of cash (minus any applicable Redemption Fee). This is referred to as a “distribution in-kind” redemption and the securities you receive in this manner represent a portion of the Fund’s entire portfolio. The securities you receive will be selected by the Fund in its discretion. The investor receiving the securities will be responsible for disposing of the securities and bearing any associated costs.

Exchanging shares

Overview

An exchange is a simultaneous redemption of shares in the Fund and a purchase of shares in another fund or series of the Trust. Investors can exchange shares on any business day subject to limitations (i) described in the section entitled “Market timing/excessive trading policy” below, (ii) imposed by your financial intermediary or (iii) any limitations under your employer’s plan. Shareholders who own shares through an Eligible Investor such as a Benefit Plan or Financial Intermediary Account should contact the Eligible Investor for exchange requests.

Exchanges involving shares of the Fund held less than 60 days may be subject to the Redemption Fee (see the section entitled “Redemption or exchange fee” below).

Exchanges between accounts can be made only if the accounts are registered in the same name(s), address and Social Security number or taxpayer identification number. Because restrictions may apply to certain accounts or plans, you should contact your financial intermediary or plan representative for further information. An exchange is considered a sale of securities and therefore may be a taxable event.

For Retail Class shareholders and Direct Purchasers of Institutional Class Shares, an exchange into a fund in which you already own shares must be for at least $50 ($1,000 for Institutional) and an exchange to a new fund account must meet the account minimums as stated by account type above (i.e., for Retail Class shares, $2,000 per fund account for IRAs or Coverdell accounts and $2,500 per fund account for all other account types, including custodial (UGMA/UTMA) accounts). For Retirement, Premier and Institutional Class shares

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 35

held through a plan, exchanges must generally be for at least $1,000 (except for systematic exchanges, which must be for at least $100) or your entire balance, if it is less.

Make sure you understand the investment objective, policies, strategies and risks disclosed in the prospectus of the fund into which you exchange shares. The exchange option is not designed to allow you to time the market. It gives you a convenient way to adjust the balance of your account so that it more closely matches your overall investment objectives and risk tolerance level.

The Fund reserves the right to reject any exchange request and to modify or terminate the exchange option at any time without prior notice to shareholders. The Fund may do this, in particular, when your transaction activity is deemed to be harmful to the Fund, including if it is considered to be market timing activity.

Once made, an exchange request by mail cannot be modified or cancelled.

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above. The letter must include your name, address, and the funds and accounts you want to exchange between.

By telephone: For Direct Purchasers of Retail Class shares, please call 800 223-1200. If you are a Direct Purchaser of Institutional Class shares, please call your Relationship Manager. For share classes held under Benefit Plans or other accounts administered by TIAA-CREF, please call 800 842-2252. For share classes held under Benefit Plans or other accounts not administered by TIAA-CREF, please contact your financial intermediary for exchange requirements.

By systematic exchange: Under this feature, TIAA-CREF automatically redeems shares in the Fund and purchases shares in another fund or series of the Trust as specified by the applicable agreement. However, the Fund does not offer systematic exchanges for Direct Purchasers in the Institutional Class shares. In addition, for Retail Class shares, you can only elect this feature if the balance of the Fund account from which you are transferring shares is at least $5,000. Retail Class systematic exchanges can occur on the 1st or 15th day of the month or on the following business day if those days are not business days. For all systematic exchanges, you must specify the dollar amount and the funds involved in the exchange. If you want to set up a systematic exchange, contact TIAA-CREF. You can terminate the plan or change the amount or frequency of the exchanges by writing or calling the number identified in the section entitled “Purchasing shares” above. Requests to establish, terminate, or change the amount or frequency of exchanges will become effective within five days after the Fund receives your instructions. All account owners must sign the systematic exchange request. Similarly, all account owners must sign any request to increase the amount or frequency of systematic exchanges.

36 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Conversion of shares—applicable to all investors

A share conversion is a transaction where shares of one class of the Fund are exchanged for shares of another class of the Fund. Share conversions can occur between each share class of the Fund. Generally, share conversions occur where a shareholder becomes eligible for another share class of the Fund or no longer meets the eligibility of the share class they own (and another class exists for which they would be eligible). Please note that a share conversion is generally a non-taxable event, but please consult with your personal tax advisor on your particular circumstances.

A request for a share conversion will not be processed until it is received in “good order” (as defined below) by the Fund’s transfer agent (or other authorized Fund agent). Conversion requests received in “good order” prior to the close of the NYSE (generally 4:00 p.m. Eastern Time) on a day the NYSE is open will receive the NAV of the new class calculated that day. Please note that, because the NAV of each class of the Fund will generally vary from the NAVs of the other classes due to differences in expenses, you will receive a different number of shares in the new class than you held in the old class, but the total value of your holdings will remain the same.

The Fund’s market timing policies will not be applicable to share conversions. If you hold your shares through an Eligible Investor like an intermediary or plan sponsor, please contact the Eligible Investor for more information on share conversions. Please note that certain intermediaries or plan sponsors may not permit all types of share conversions. The Fund reserves the right to terminate, suspend or modify the share conversion privilege for any shareholder or group of shareholders.

Voluntary conversions

If you believe that you are eligible to convert your Fund shares to another class, you may place an order for a share conversion by contacting your Relationship Manager. If you hold your shares through an Eligible Investor like a plan or intermediary, please contact the Eligible Investor regarding conversions. Please be sure to read the applicable sections of the prospectus for the new class in which you wish to convert prior to such a conversion in order to learn more about its different features, performance and expenses. Neither the Fund nor Advisors has any responsibility for reviewing accounts and/or contacting shareholders to apprise them that they may qualify to request a voluntary conversion. Some Eligible Investors may not allow investors who own Fund shares through them to make share conversions.

Mandatory conversions

The Fund reserves the right to automatically convert shareholders from one class to another if they no longer qualify as eligible for their existing class or if they become eligible for another class. Such mandatory conversions may be as a result of a change in value of an account due to market movements, exchanges

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 37

or redemptions. The Fund will notify affected shareholders in writing prior to any mandatory conversion.

Important transaction information

Good Order. Purchase, redemption and exchange requests are not processed until received in good order by the Fund’s transfer agent at its processing center (or by another authorized Fund agent). “Good order” means actual receipt of the order along with all information and supporting legal documentation necessary to effect the transaction by the Fund’s transfer agent (or other authorized Fund agent). This information and documentation generally includes the Fund account number, the transaction amount (in dollars or shares), signatures of all account owners exactly as registered on the account and any other information or supporting documentation as the Fund, its transfer agent or other authorized Fund agent may require. With respect to purchase requests, “good order” also generally includes receipt of sufficient funds by the Fund’s transfer agent (or other authorized Fund agent) to effect the purchase. The Fund, its transfer agent or any other authorized Fund agent may, in their sole discretion, determine whether any particular transaction request is in good order and reserve the right to change or waive any good order requirement at any time.

Financial intermediaries or plan sponsors may have their own requirements for considering transaction requests to be in “good order.” If you hold your shares through a financial intermediary or plan sponsor, please contact them for their specific “good order” requirements.

Share Price. If the Fund’s transfer agent (or other authorized Fund agent) receives an order to purchase, redeem or exchange shares that is in good order anytime before close of regular trading on the NYSE (usually 4:00 p.m. Eastern Time), the transaction price will be the NAV per share for that day. If the Fund’s transfer agent (or other authorized Fund agent) receives an order to purchase, redeem or exchange shares that is in good order anytime after the NYSE closes, the transaction price will be the NAV per share calculated the next business day.

If you hold Retirement, Premier or Institutional Class shares through an Eligible Investor, or if you hold Retail Class shares through a financial intermediary, the Eligible Investor or financial intermediary, as applicable, may require you to communicate to it any purchase, redemption or exchange request by a specified deadline earlier than 4:00 p.m. Eastern Time in order to receive that day’s NAV per share as the transaction price.

Large Redemptions—Applicable to All Investors. Please contact the Fund before attempting to redeem a large dollar amount of shares (including exchange requests since they include redemption transactions). Large redemptions of Fund shares may be detrimental to the Fund’s other shareholders because such transactions can adversely affect a portfolio manager’s ability to efficiently manage the Fund. By contacting the Fund before you attempt to redeem a large dollar amount, you may avoid in-kind payment of your request.

38 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Minimum Account Size.

· Retail Class. Due to the relatively high cost of maintaining smaller accounts, the Fund reserves the right to redeem shares in any account if the value of that account drops below $1,500. You will be allowed at least 60 days, after written notice, to make an additional investment to bring your account value up to at least the specified minimum before the redemption is processed. The Fund reserves the right to waive or reduce the minimum account size for the Fund’s account at any time. Additionally, the Fund may increase, terminate or revise the terms of the minimum account size requirements at any time without advance notice to shareholders.

· Premier and Retirement Class. There is currently no minimum account size for Premier or Retirement Class shares. The Fund reserves the right, without prior notice, to establish a minimum amount required to open, maintain or add to an account.

· Institutional Class. While there is currently no minimum account size for maintaining an Institutional Class account, the Fund reserves the right, without prior notice, to establish a minimum amount required to maintain an account.

Small Account Maintenance Fee—Retail Class. The Fund charges an annual Small Account Maintenance Fee of $15.00 per Retail Class account (applicable to both retirement and non-retirement accounts) in order to allocate shareholder servicing costs equitably if your Fund balance falls below $2,000 (for any reason, including a decrease in market value). Investors cannot pay this fee by any other means besides an automatic deduction of the fee from their account.

The annual Small Account Maintenance Fee will not apply to the following types of Retail Class Fund accounts: accounts held through retirement or employee benefit plans; accounts held through intermediaries and their supermarkets and platforms (i.e., omnibus accounts); accounts that are registered under a taxpayer identification number (or Social Security number) that have aggregated non-retirement or non-employee benefit plan assets held in accounts for the Fund or other series of the Trust of $25,000 or more; accounts currently enrolled in the Fund’s Automatic Investment Plan; and accounts held through tuition (529) plan programs. However, the annual Small Account Maintenance Fee will apply to IRAs and Coverdell education savings accounts. The Fund reserves the right to waive or reduce the annual Small Account Maintenance Fee for any Fund account at any time. Additionally, the Fund may increase, terminate or revise the terms of the annual Small Account Maintenance Fee at any time without advance notice to shareholders.

Taxpayer Identification Number. Regardless of whether you hold your Fund shares directly or through a financial intermediary, you must give the Fund your taxpayer identification number (which, for most individuals, is your Social Security number) and tell the Fund whether or not you are subject to backup withholding. If you do not furnish your taxpayer identification number, redemptions or exchanges of shares, as well as dividends and capital gains distributions, will be

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 39

subject to backup tax withholding. In addition, if you hold Fund shares directly and do not furnish your taxpayer identification number, then your account application will be rejected and returned.

Changing Your Address.

· Retail Class. To change the address on your account, please call the Fund or send the Fund a written notification signed by all registered owners of your account. If you hold your shares through a financial intermediary, please contact the intermediary to change your address.

· Premier and Retirement Class. To change the address on an Eligible Investor account, please send the Fund a written notification.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

Medallion Signature Guarantee. For some transaction requests (for example, when you are redeeming shares within 30 days (for direct investors) or 14 days (for participants holding shares through a plan or account administered by TIAA-CREF) of changing your address, bank or bank account or adding certain new services to an existing account), the Fund may require a Medallion Signature Guarantee of each owner of record of an account. This requirement is designed to protect you and the Fund from fraud, and to comply with rules on stock transfers. A Medallion Signature Guarantee is a written endorsement from an eligible guarantor institution that the signature(s) on the written request is (are) valid. Certain commercial banks, trust companies, savings associations, credit unions and members of U.S. stock exchanges participate in the Medallion Signature Guarantee program. No other form of signature verification will be accepted. A notary public cannot provide a signature guarantee. For more information about when a Medallion Signature Guarantee may be required, please contact the Fund or your Relationship Manager (for Direct Purchasers).

Transferring Shares. For certain share classes, you can transfer ownership of your account to another person or organization that also qualifies to own the class of shares or change the name on your account by sending the Fund written instructions. Generally, each registered owner of the account must sign the request and provide Medallion Signature Guarantees. When you change the name on an account, shares in that account are transferred to a new account.

Limitations. Federal laws designed to counter terrorism and prevent money laundering might, in certain circumstances, require the Fund to block an account owner’s ability to make certain transactions and thereby refuse to accept a purchase order or any request for transfers or withdrawals, until instructions are received from the appropriate regulator. The Fund may also be required to provide additional information about you and your account to government regulators.

40 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

representatives are only authorized to recommend securities of investment companies or other pooled investment vehicles managed by TIAA or its affiliates. Neither TPIS nor Services receives commissions for these recommendations.

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

Transfer On Death—Retail Class. If you live in certain states and hold Retail Class shares, you can designate one or more persons (“beneficiaries”) to whom your Fund shares can be transferred upon death. You can set up your account with a Transfer On Death (“TOD”) registration upon request. (Call us to get the necessary forms.) A TOD registration avoids probate if the beneficiary(ies) survives all shareholders. You maintain total control over your account during your lifetime.

TIAA-CREF Web Center and Telephone Transactions. The Fund is not liable for losses from unauthorized TIAA-CREF Web Center and telephone transactions so long as reasonable procedures designed to verify the identity of the person effecting the transaction are followed. The Fund requires the use of personal identification numbers, codes and other procedures designed to reasonably confirm that instructions given through TIAA-CREF’s Web Center or by telephone are genuine. The Fund also tape records telephone instructions and provides written confirmations of such instructions. The Fund accepts all telephone instructions that are reasonably believed to be genuine and accurate. However, you should verify the accuracy of your confirmation statements immediately after you receive them. The Fund may suspend or terminate Internet or telephone transaction facilities at any time, for any reason. If you do not want to be able to effect transactions over the telephone, call the Fund for instructions.

Market timing/excessive trading policy—applicable to all investors

There are shareholders who may try to profit from making transactions back and forth among the Fund and other funds in an effort to “time” the market. As money is shifted in and out of the Fund, the Fund may incur transaction costs, including, among other things, expenses for buying and selling securities. These costs are borne by all Fund shareholders, including long-term investors who do not generate these costs. In addition, market timing can interfere with efficient portfolio management and cause dilution if timers are able to take advantage of pricing inefficiencies. Consequently, the Fund is not appropriate for such market timing and you should not invest in the Fund if you want to engage in market timing activity.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 41

be permitted to transfer back into the Fund through a purchase or exchange for 90 calendar days. The Fund will charge a Redemption Fee on redemptions of shares occurring within 60 calendar days of the initial purchase date of the shares. The Redemption Fee is intended to defray the trading costs, market impact and other costs of liquidating a shareholder’s investment in the Fund and to discourage short-term trading of Fund shares. See the section entitled “Redemption or exchange fee” for additional information on the Redemption Fee.

These market timing policies and procedures will not be applied to certain types of transactions like reinvestments of dividends and capital gains distributions, systematic withdrawals, systematic purchases, automatic rebalancings, death and hardship withdrawals, certain transactions made within a retirement or employee benefit plan, such as contributions, mandatory distributions, loans and plan sponsor-initiated transactions, and other types of transactions specified by the Fund. In addition, the market timing policies and procedures will not apply to certain tuition (529) plan programs, funds of funds, wrap programs, asset allocation programs and other similar programs that are approved by the Fund. The Fund may also waive the market timing policies and procedures when it is believed that such waiver is in the Fund’s best interest, including but not limited to when it is determined that enforcement of these policies and procedures is not necessary to protect the Fund from the effects of short-term trading.

The Fund also reserves the right to reject any purchase or exchange request, including when it is believed that a request would be disruptive to the Fund’s efficient portfolio management. The Fund also may suspend or terminate your ability to transact by telephone, fax or Internet for any reason, including the prevention of market timing. A purchase or exchange request could be rejected or electronic trading privileges could be suspended because of the timing or amount of the investment or because of a history of excessive trading by the investor. Because the Fund has discretion in applying this policy, it is possible that similar transaction activity could be handled differently because of the surrounding circumstances.

The Fund’s portfolio securities are fair valued, as necessary (most frequently with respect to international holdings), to help ensure that a portfolio security’s true value is reflected in the Fund’s NAV, thereby minimizing any potential stale price arbitrage.

42 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

policy provides comparable protection of Fund shareholders’ interests. The Fund has the right to modify its market timing policies and procedures at any time without advance notice. These efforts may include requesting transaction data from intermediaries from time to time to verify whether the Fund’s policies are being followed and/or to instruct intermediaries to take action against shareholders who have violated the Fund’s market timing policies.

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

Shareholders seeking to engage in market timing may deploy a variety of strategies to avoid detection, and, despite efforts to discourage market timing, there is no guarantee that the Fund or its agents will be able to identify such shareholders or curtail their trading practices.

If you invest in the Fund through an intermediary, including through a retirement or employee benefit plan, you may be subject to additional market timing or excessive trading policies implemented by the intermediary or plan. Please contact your intermediary or plan sponsor for more details.

Redemption or exchange fee

The Fund charges a Redemption Fee of 2.00% of the amount redeemed on redemptions or exchanges out of Fund shares occurring within 60 calendar days of the initial purchase date for the shares.

The Redemption Fee applies to all investors in the Fund, regardless of whether they purchase shares of the Fund through an omnibus account maintained by an intermediary (such as a broker-dealer or retirement plan administrator) or directly. The Redemption Fee is not a deferred sales charge, commission or fee to finance sales of Fund shares; rather, the Redemption Fee is paid to the Fund to defray the brokerage commissions, market impact and other costs of liquidating a shareholder’s investment in the Fund and to discourage short-term trading of Fund shares.

In determining whether the Redemption Fee is applicable to a particular redemption, the Fund will use the “first-in, first-out” (FIFO) method to determine the 60 day holding period, such that shares with the longest holding period will be treated as being redeemed first, and shares with the shortest holding period will be treated as being redeemed last. Under this method, the date of redemption or exchange will be compared to the earliest purchase date of shares held in the Fund by a shareholder. If this holding period is 60 calendar days or less, then the Redemption Fee will be charged, except as provided below.

The Fund will not apply the Redemption Fee to reinvestments of dividends and capital gains distributions, systematic withdrawals, systematic purchases, automatic rebalancings, death and hardship withdrawals, certain transactions made within a retirement or employee benefit plan, such as contributions, mandatory distributions, loans and plan sponsor-initiated transactions and other types of transactions specified by the Fund. In addition, the Redemption Fee will not apply to certain tuition (529) plan programs, funds of funds, wrap programs,

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 43

asset allocation programs and other similar programs that are approved by the Fund.

The Redemption Fee may be waived under certain circumstances involving involuntary redemption imposed by an insurance company or a plan sponsor. Contact your insurance company or plan sponsor or refer to your plan documents for more information on whether the Redemption Fee is applied to your shares. In addition to the circumstances noted above, management for the Fund reserves the right to waive the Redemption Fee at its discretion where it is believed such waiver is in the Fund’s best interests, including but not limited to when it is determined that imposition of the Redemption Fee is not necessary to protect the Fund from the effects of short-term trading. In addition, the Fund reserves the right to modify or eliminate the Redemption Fee or waivers thereof at any time. If there is a material change to the Redemption Fee, the Fund will notify you prior to the effective date of the change.

If shares of the Fund are held and subsequently redeemed through an omnibus account maintained by an intermediary, then the intermediary that places the trade with the Fund will be responsible for determining the amount of the Redemption Fee for each respective redemption of Fund shares and for the collection of the Redemption Fee, if any. However, there can be no assurance that all intermediaries will apply the Redemption Fee, or will apply the Redemption Fee in an accurate or uniform manner, and at times the manner in which the intermediary tracks and/or calculates the Redemption Fee may differ from the Fund’s method of doing so.

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

Additional information about index providers

44 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

of the issuer or owners of the Fund or any other person or entity into consideration in determining, composing or calculating the MSCI indexes. None of the MSCI parties is responsible for or has participated in the determination of the timing of, prices at, or quantities of the Fund to be issued or in the determination or calculation of the equation by or the consideration into which a fund is redeemable. Further, none of the MSCI parties has any obligation or liability to the issuer or owners of the Fund or any other person or entity in connection with the administration, marketing or offering of the Fund.

although msci shall obtain information for inclusion in or for use in the calculation of the msci indexes from sources that msci considers reliable, none of the msci parties warrants or guarantees the originality, accuracy and/or the completeness of any msci index or any data included therein. none of the msci parties makes any warranty, express or implied, as to results to be obtained by the issuer of the fund, owners of the fund, or any other person or entity, from the use of any msci index or any data included therein. none of the msci parties shall have any liability for any errors, omissions or interruptions of or in connection with any msci index or any data included therein. further, none of the msci parties makes any express or implied warranties of any kind, and the msci parties hereby expressly disclaim all warranties of merchantability and fitness for a particular purpose, with respect to each msci index and any data included therein. without limiting any of the foregoing, in no event shall any of the msci parties 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.

No purchaser, seller or holder of this security, product or Fund, or any other person or entity, should use or refer to any MSCI trade name, trademark or service mark to sponsor, endorse, market or promote this security without first contacting MSCI to determine whether MSCI’s permission is required. Under no circumstances may any person or entity claim any affiliation with MSCI without the prior written permission of MSCI.

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

Equity Investments: Primarily, common stock, preferred stock and securities convertible or exchangeable into common stock, including convertible debt securities, convertible preferred stock and warrants or rights to acquire common stock.

Fixed-Income or Fixed-Income Investments: Primarily, bonds and notes (such as corporate and government debt obligations), mortgage-backed securities, asset-backed securities, and structured securities that generally pay fixed or variable rates of interest; debt obligations issued at a discount from face value (i.e., that have an imputed rate of interest); non-interest-bearing debt

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 45

securities (i.e., zero coupon bonds); and other non-equity securities that pay dividends.

Foreign Investments: Foreign investments may include securities of foreign issuers, securities or contracts traded or acquired in non-U.S. markets or on non-U.S. exchanges, or securities or contracts payable or denominated in non-U.S. currencies. Obligations issued by U.S. companies in non-U.S. currencies are not considered to be foreign investments.

Foreign Issuers: Foreign issuers generally include (1) companies whose securities are principally traded outside of the United States, (2) companies having their principal business operations outside of the United States,
(3) companies organized outside the United States, and (4) foreign governments and agencies or instrumentalities of foreign governments.

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

46 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

Financial highlights

The Financial Highlights table is intended to help you understand the financial performance of each class of shares of the Fund for the past five years (or, if the class has not been in operation for five years, since commencement of operations of that class). Certain information reflects financial results for a single share of the Fund. The total returns in the table show the rates that an investor would have earned or lost on an investment in the Fund (assuming reinvestment of all dividends and distributions).

PricewaterhouseCoopers LLP serves as the Fund’s independent registered public accounting firm and has audited the financial statements of the Fund for each of the periods presented. Its report appears in the Fund’s Annual Report, which is available without charge upon request.

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 47

Financial highlights

Emerging Markets Equity Fund


				Selected per share data
						Gain (loss) from investment operations
															Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments			Total gain (loss) from investment operations			Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 11.17		$ 0.12			$ (0.43	)		$ (0.31	)		$ (0.08	)		$ —
	10/31/13				10.44		0.12			0.73			0.85			(0.12	)		—
	10/31/12				10.11		0.13			0.27			0.40			(0.07	)		—
	10/31/11				11.35		0.14			(1.36	)		(1.22	)		—			(0.02	)
	10/31/10		^‡		10.00		0.01			1.34			1.35			—			—

Premier Class
	10/31/14				11.16		0.10			(0.43	)		(0.33	)		(0.06	)		—
	10/31/13				10.42		0.10			0.74			0.84			(0.10	)		—
	10/31/12				10.09		0.05			0.34			0.39			(0.06	)		—
	10/31/11				11.34		0.13			(1.36	)		(1.23	)		—			(0.02	)
	10/31/10		^‡		10.00		0.01			1.33			1.34			—			—

Retirement Class
	10/31/14				11.12		0.09			(0.43	)		(0.34	)		(0.05	)		—
	10/31/13				10.40		0.09			0.73			0.82			(0.10	)		—
	10/31/12				10.08		0.11			0.26			0.37			(0.05	)		—
	10/31/11				11.34		0.14			(1.38	)		(1.24	)		—			(0.02	)
	10/31/10		^‡		10.00		0.00	^d		1.34			1.34			—			—

Retail Class
	10/31/14				11.11		0.08			(0.43	)		(0.35	)		(0.04	)		—
	10/31/13				10.39		0.08			0.72			0.80			(0.08	)		—
	10/31/12				10.07		0.08			0.27			0.35			(0.03	)		—
	10/31/11				11.34		0.09			(1.34	)		(1.25	)		—			(0.02	)
	10/31/10		^‡		10.00		0.00	^d		1.34			1.34			—			—


^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^d	Amount represents less than $0.01 per share.
^‡	The Fund commenced operations on August 31, 2010.

48 Prospectus ■ TIAA-CREF Emerging Markets Equity Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (0.08	)		$10.78		(2.79	)%		$850,536		0.95	%		0.95	%		1.10	%		104	%
	(0.12	)		11.17		8.18			676,999		0.95			0.95			1.11			110
	(0.07	)		10.44		4.00			596,017		0.99			0.95			1.25			115
	(0.02	)		10.11		(10.78	)		370,441		1.08			0.95			1.29			70
	—			11.35		13.50	^b		156,464		2.00	^c		0.95	^c		0.42	^c		9	^b


	(0.06	)		10.77		(2.91	)		4,906		1.10			1.10			0.95			104
	(0.10	)		11.16		7.96			4,126		1.10			1.10			0.97			110
	(0.06	)		10.42		3.96			2,113		1.15			1.10			0.46			115
	(0.02	)		10.09		(10.87	)		7,788		1.23			1.10			1.21			70
	—			11.34		(13.40	)^b		1,134		2.89	^c		1.10	^c		0.37	^c		9	^b


	(0.05	)		10.73		(3.05	)		17,678		1.20			1.20			0.84			104
	(0.10	)		11.12		7.91			15,040		1.20			1.20			0.84			110
	(0.05	)		10.40		3.71			10,655		1.24			1.20			1.06			115
	(0.02	)		10.08		(10.96	)		5,476		1.33			1.20			1.22			70
	—			11.34		13.40	^b		1,134		2.98	^c		1.20	^c		0.27	^c		9	^b


	(0.04	)		10.72		(3.19	)		6,352		1.33			1.33			0.70			104
	(0.08	)		11.11		7.74			6,321		1.35			1.34			0.71			110
	(0.03	)		10.39		3.50			5,203		1.40			1.34			0.83			115
	(0.02	)		10.07		(11.05	)		4,417		1.47			1.34			0.84			70
	—			11.34		13.40	^b		2,189		2.80	^c		1.34	^c		(0.03	)^c		9	^b

TIAA-CREF Emerging Markets Equity Fund ■ Prospectus 49

[This page intentionally left blank.]

For more information about TIAA-CREF Funds

Statement of Additional Information (“SAI”). The Fund’s SAI contains more information about certain aspects of the Fund. A current SAI has been filed with the SEC and is incorporated into this Prospectus by reference. This means that the Fund’s SAI is legally a part of the Prospectus.

Annual and Semiannual Reports. The Fund’s annual and semiannual reports provide additional information about the Fund’s investments. In the Fund’s annual report, you will find a discussion of the market conditions and investment strategies that significantly affected the Fund’s performance during the preceding fiscal year. The audited financial statements in the Fund’s annual shareholder report dated October 31, 2014 are also incorporated into this Prospectus by reference.

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

Information about the Trust (including the Fund’s SAI) can be reviewed and copied at the SEC’s public reference room (202 551-8090) in Washington, DC. The reports and other information are also available through the EDGAR Database on the SEC’s Internet website at www.sec.gov. Copies of the information can also be obtained, upon payment of a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov, or by writing the SEC’s Public Reference Section, Washington, DC 20549.

To lower costs and eliminate duplicate documents sent to your home, the Fund may mail only one copy of the Fund’s Prospectus, prospectus supplements, annual and semiannual reports, or any other required documents, to your household, even if more than one shareholder lives there. If you would prefer to continue receiving your own copy of any of these documents, you may call the Fund toll-free or write to the Fund as follows:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account

To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions, including the Fund, to obtain, verify and record information that identifies each person who opens an account.

What this means for you: When you open an account, the Fund will ask for your name, address, date of birth, Social Security number and other information that will allow the Fund to identify you, such as your home telephone number. Until you provide the Fund with the information it needs, the Fund may not be able to open an account or effect any transactions for you.


1940 Act File No. 811-9301	A12222 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF Emerging Markets Equity Index Fund

of the TIAA-CREF Funds

Class Ticker: Retail TEQKX Retirement TEQSX Premier TEQPX Institutional TEQLX

This Prospectus describes the Retail, Retirement, Premier and Institutional Class shares offered by the TIAA-CREF Emerging Markets Equity Index Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Payments to broker-dealers and other financial intermediary compensation 9

Additional information about investment strategies and risks 10

Additional information about the Fund 10

Additional information on principal investment risks of the Fund 10

Additional information about the Fund’s benchmark index 12

Additional information on principal and non-principal investment strategies 13

Portfolio holdings 14

Portfolio turnover 14

Share classes 15

Management of the Fund 15

The Fund’s investment adviser 15

Investment management fees 16

Portfolio management team 16

Other services 17

Distribution and services arrangements 18

Other arrangements 19

Calculating share price 19

Dividends and distributions 21

Taxes 22

Your account: purchasing, redeeming or exchanging shares 24

Fund shares offered in this Prospectus 24

Share class eligibility 24

Purchasing shares 27

Redeeming shares 33

Exchanging shares 36

Conversion of shares–applicable to all investors 38

Important transaction information 39

Market timing/excessive trading policy–applicable to all investors 42

Redemption or exchange fee 44

Electronic prospectuses 45

Additional information about index providers 45

Glossary 46

Financial highlights 47

Summary information

TIAA-CREF Emerging Markets Equity Index Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, by investing primarily in a portfolio of emerging market equity investments based on a market index.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Retail Class	Retirement Class	Premier Class	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%	0%	0%	0%
Maximum Deferred Sales Charge	0%	0%	0%	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%	0%	0%	0%
Redemption or Exchange Fee (on shares held less than 60 days)	2.00%	2.00%	2.00%	2.00%
Account Maintenance Fee (annual fee on accounts under $2,000)	$15.00	0%	0%	0%

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 3

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)


		Retail Class	Retirement Class	Premier Class	Institutional Class
Management Fees		0.14%	0.14%	0.14%	0.14%
Distribution (Rule 12b-1) Fees		0.25%	—	0.15%	—
Other Expenses		0.25%	0.34%	0.10%	0.09%
Total Annual Fund Operating Expenses		0.64%	0.48%	0.39%	0.23%
Waivers and Expense Reimbursements¹		—	—	—	—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.64%	0.48%	0.39%	0.23%

1	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired Fund Fees and Expenses and extraordinary expenses) that exceed: (i) 0.64% of average daily net assets for Retail Class shares; (ii) 0.50% of average daily net assets for Retirement Class shares; (iii) 0.40% of average daily net assets for Premier Class shares; and (iv) 0.25% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example


	Retail Class		Retirement Class		Premier Class		Institutional Class
1 Year	$	65	$	49	$	40	$	24
3 Years	$	205	$	154	$	125	$	74
5 Years	$	357	$	269	$	219	$	130
10 Years	$	798	$	604	$	493	$	293

Portfolio turnover

4 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

performance. During the fiscal year ended October 31, 2014, the Fund’s portfolio turnover rate was 13% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in equity securities that comprise its benchmark index, the MSCI Emerging Markets^® Index (“MSCI EM Index”), or in instruments with economic characteristics similar to all or a portion of the MSCI EM Index. The MSCI EM Index is designed to measure equity market performance in the global emerging markets. The Fund buys most, but not necessarily all, of the stocks in its benchmark index, and will attempt to closely match the overall investment attributes of its benchmark index. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

The Fund is designed to track various emerging market equity markets as a whole or a segment of these markets. The Fund primarily invests its assets in equity securities its investment adviser, Teachers Advisors, Inc. (“Advisors”), has selected to track a designated stock market index.

Because the return of an index is not reduced by investment and other operating expenses, the Fund’s ability to match the returns of the MSCI EM Index is negatively affected by the costs of buying and selling securities as well as the Fund’s fees and other expenses. The use of a particular index by the Fund is not a fundamental policy and may be changed without shareholder approval. The portfolio management team of Advisors will attempt to build a portfolio that generally matches the market weighted investment characteristics of the Fund’s benchmark index.

From time to time, Advisors may determine that the Fund may not invest in securities of issuers that do not meet certain corporate governance criteria. The Fund currently does not invest in certain companies with operations in Sudan.

Principal investment risks

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 5

· Index Risk—The risk that the Fund’s performance will not correspond to its benchmark index for any period of time and may underperform such index or the overall stock market. Additionally, to the extent that the Fund’s investments vary from the composition of its benchmark index, the Fund’s performance could potentially vary from the index’s performance to a greater extent than if the Fund merely attempted to replicate the index.

· Foreign Investment Risk—Foreign markets can be more volatile than the U.S. market due to increased risks of adverse issuer, political, regulatory, currency, market or economic developments and can result in greater price volatility and perform differently from financial instruments of U.S. issuers. This risk may be heightened in emerging or developing markets. Foreign investments may also be less liquid and more difficult to value than investments in U.S. issuers.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The returns shown below reflect previous agreements by Advisors to waive or reimburse the Fund for certain fees and expenses. Without these waivers and

6 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

reimbursements, the returns of the Fund would have been lower. Past performance of the Fund (before and after taxes) is not necessarily an indication of how it will perform in the future. The benchmark index listed below is unmanaged, and you cannot invest directly in the benchmark index. The returns for the benchmark index reflect no deduction for fees, expenses or taxes.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 14.12%, for the quarter ended March 31, 2012. Worst quarter: -24.07%, for the quarter ended September 30, 2011.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 7

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Since Inception
Institutional Class		8/31/2010
	Return Before Taxes		–3.21	%	1.42	%
	Return After Taxes on Distributions		–3.71	%	1.05	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		–1.42	%	1.15	%
Retail Class		8/31/2010
	Return Before Taxes		–3.59	%	1.02	%
Retirement Class		8/31/2010
	Return Before Taxes		–3.52	%	1.16	%
Premier Class		8/31/2010
	Return Before Taxes		–3.34	%	1.27	%
MSCI Emerging Markets^® Index
(reflects no deductions for fees, expenses or taxes)			–2.19	%	2.13	%^†
Current performance of the Fund’s shares may be higher or lower than that shown above.
^†	Performance is calculated from the inception date of the Institutional Class.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

Portfolio Managers. The following persons manage the Fund on a day-to-day basis:




Name:	Philip James (Jim) Campagna, CFA	Lei Liao, CFA
Title:	Senior Director	Director
Experience on Fund:	since 2010	since 2014

Purchase and sale of Fund shares

8 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

· There is no minimum initial or subsequent investment for Retirement Class shares. Retirement Class shares are primarily offered through employer-sponsored employee benefit plans.

· The minimum initial investment is $10 million and the minimum subsequent investment is $1,000 for Institutional Class shares, unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates.

Tax information

The Fund intends to make distributions to shareholders that may be taxed as ordinary income or capital gains. Distributions made to tax-exempt shareholders or shareholders who hold Fund shares in a tax-deferred account are generally not subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 9

Additional information about investment strategies and risks

Additional information about the Fund

As noted in the “Principal investment strategies” section of this Prospectus, the Fund has a policy of normally investing at least 80% of its assets (net assets, plus the amount of any borrowings for investment purposes) in equity securities within its benchmark index, the MSCI EM Index, or in instruments with economic characteristics similar to all or a portion of the index. Shareholders will receive at least 60 days’ prior notice before changes are made to the 80% policy.

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

10 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

other instruments. More specifically, the Fund typically is subject to the following investment risks:

· Index Risk—Index risk is the risk that the performance of the Fund will not correspond to, or may underperform, its benchmark index for any period of time. Although the Fund attempts to use the investment performance of its respective index as a baseline, it may not duplicate the exact composition of that index. In addition, unlike a mutual fund, the returns of an index are not reduced by investment and other operating expenses, and therefore, the ability of an indexed fund to match the performance of its index is adversely affected by the costs of buying and selling investments as well as other expenses. Therefore, no indexed fund can guarantee that its performance will match or exceed its index for any period of time.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 11

other measures by the United States or other governments; (9) the difficulty of evaluating some foreign economic trends; and (10) the possibility that a foreign government could restrict an issuer from paying principal and interest to investors outside the country. Brokerage commissions and custodial and transaction costs are often higher for foreign investments, and it may be difficult to use foreign laws and courts to enforce financial or legal obligations.

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

MSCI Emerging Markets^{^®} Index

The MSCI EM Index tracks the performance of the leading stocks in certain MSCI emerging markets countries in the following areas: Europe, Asia, Africa, Latin America and the Middle East. MSCI constructs indices country by country, then assembles the country indices into regional indices. To construct an MSCI country index, MSCI analyzes each stock in that country’s market based on its market capitalization, trading volume and significant owners. The stocks are sorted by free float-adjusted market capitalization, and the largest stocks (meeting liquidity and trading volume requirements) are selected until approximately 85% of the free float-adjusted market representation of each country’s market is reached. When combined as the MSCI EM Index, the regional index captures approximately 85% of the free float-adjusted market capitalization of certain emerging markets countries around the world.

12 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

Additional information on principal and non-principal investment strategies

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 13

Fund invests in ETFs or other investment companies, the Fund bears a proportionate share of expenses charged by the investment company in which it invests. An ETF may trade at a premium or discount to its net asset value.

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

If the Fund engages in active and frequent trading of portfolio securities, it will have a correspondingly higher “portfolio turnover rate.” A high portfolio turnover rate generally will result in (1) greater brokerage commission expenses or other transaction costs borne by the Fund and, ultimately, by shareholders and (2) higher amounts of realized investment gain subject to the payment of taxes by shareholders. Also, a high portfolio turnover rate for the Fund may cause the Fund to be more likely to generate capital gains that must be distributed to shareholders as taxable income. The Fund is not subject to a specific limitation on portfolio turnover, and securities of the Fund may be sold at any time such sale is deemed advisable for investment or operational reasons. Also, certain trading strategies utilized by the Fund may increase portfolio turnover. The portfolio turnover rate of the Fund is listed above in the “Summary information” section and the portfolio turnover rate during recent fiscal periods is provided in the Financial Highlights. The Fund is not generally managed to minimize the tax burden for shareholders. The Fund may have investors that are funds of funds, education savings plans or other asset allocation programs that are also managed by Advisors. These investors may engage in reallocations, rebalancings or other activity that may increase the Fund’s portfolio turnover rate and brokerage costs. Advisors may employ various portfolio management strategies to attempt to minimize any potential disruptive effects or costs of such activity.

14 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

Share classes

Management of the Fund

The Fund’s investment adviser

TIAA-CREF entities sponsor an array of financial products for retirement and other investment goals. For some of these products, for example, the investment accounts of CREF, TIAA or its subsidiaries perform services “at cost.” The Fund, however, pays the management fees and other expenses that are described in the table of fees and expenses in this Prospectus. The management fees paid by the Fund to Advisors are intended to compensate Advisors for its services to the Fund and are not limited to the reimbursement of Advisors’ costs. Thus, under this arrangement, Advisors can earn a profit or incur a loss on the services which it renders to the Fund. The Fund also pays Advisors for certain administrative services that Advisors provides to the Fund on an at-cost basis.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 15

necessary services to manage, acquire or dispose of securities, cash or other investments. Advisors also supervises and acts as liaison among the various service providers to the Fund, such as the custodian and transfer agent.

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

INVESTMENT MANAGEMENT FEES


	Assets Under Management	Fee Rate
	(Billions)	(average daily net assets)
Emerging Markets Equity Index Fund	All assets	0.14%

Portfolio management team


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Team
Emerging Markets Equity Index Fund
Philip James (Jim) Campagna, CFA Senior Director	Quantitative Portfolio Management	Advisors, TCIM and other advisory affiliates of TIAA—2005 to Present (portfolio management of domestic and international large-, mid- and small-cap equity index portfolios), Mellon Capital Management—1997 to 2005 (portfolio manager for a variety of equity index funds)	2005	1991	2010

16 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Team
Lei Liao, CFA Director	Quantittive Portfolio Managenent	Advisors, TCIM and other advisory affiliates of TIAA—2012 to Present (portfolio management of domestic and international large-, mid- and small-cap equity index portfolios), Northern Trust Global Investment—2007 to 2012 (portfolio management of domestic and international, tax advantaged and index portfolios). World Asset Management—2005 to 2007 (portfolio manager for a variety of equity index funds)	2012	2005	2014

Other services

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 17

Distribution and services arrangements

All classes

Retail Class

More information about the Fund’s distribution and services arrangements for Retail Class shares appears in the Fund’s SAI.

Retirement Class

More information about the Fund’s distribution and services arrangements for Retirement Class shares appears in the Fund’s SAI.

Premier Class

18 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

More information about the Fund’s distribution and services arrangements for Premier Class shares appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

Other arrangements

Calculating share price

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 19

20 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

Dividends and distributions

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 21

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

22 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 23

Certain holding period and debt financing restrictions may apply to corporate investors seeking to claim the deduction.

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

Share class eligibility

Overview

24 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

well as certain account minimums. In order to better understand the eligibility requirements outlined below, the following defined terms shall apply when used throughout this Prospectus.

Definitions

· Benefit Plans (as defined below);

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Eligibility—Retail Class and Institutional Class

Retail Class and Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 25

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Eligibility—Retirement Class and Premier Class

Retirement Class and Premier Class shares are available for purchase by or through the following types of accounts:

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Retail Class and Institutional Class shares:

· Institutional Class shares: The minimum initial investment is $10,000,000 per Fund account and the minimum subsequent investment is at least $1,000 unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates.

There are no minimum account requirements, including initial or subsequent minimum investment requirements, for Retirement Class or Premier Class shares.

All share classes

26 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

842-2252, Monday through Friday, from 8:00 a.m. to 10:00 p.m. Eastern Time. If you are a Direct Purchaser of Institutional Class shares, please contact your assigned relationship manager (“Relationship Manager”).

Purchasing shares

For Retail Class shares and Direct Purchasers of Institutional Class shares

How to open an account—Retail Class

How to open an account—Institutional Class

Minimum initial and subsequent investment

The minimum initial investment for Retail Class shares in Traditional IRA, Roth IRA and Coverdell accounts is $2,000 per Fund account. The minimum initial investment for Retail Class shares in all other accounts is $2,500 per Fund account. For Direct Purchasers of Institutional Class shares, the minimum initial investment is $10,000,000 per Fund account. The Fund can only accept payment to establish a new account if the check presented for deposit into the new account is drawn against an account registered in the same name as the prospective investor.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 27

Transaction methods for purchases

Make checks payable to “The TIAA-CREF Funds.”

First-Class Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

28 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

Payment limitations: Generally, for Retail Class shareholders and Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 29

For Eligible Investors in Retirement, Premier and Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

The Fund may suspend or terminate the offering of Retirement, Premier and Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

30 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

Other information for Benefit Plans

Other information for Eligible Investors

Transaction methods for purchases

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number (all classes) 011000028

DDA Number


	Retail Class:	99052771
	All other classes:	99054546

Specify on the wire:

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 31

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

32 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

Redeeming shares

All share classes

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 33

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Retirement, Premier and Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

For Direct Purchasers, Eligible Investors and their clients (Retail and Institutional Class shares)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

Over the Internet: With TIAA-CREF’s Web Center, Direct Purchasers of Retail Class shares can redeem their shares over the Internet although there is a limit

34 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

· Direct Purchasers of Retail Class shares can redeem amounts up to $100,000 per fund per day by phone.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 35

Center. Requests to establish, terminate, or change the amount or frequency of redemptions will become effective within five days after the Fund receives your instructions.

Exchanging shares

Overview

Exchanges involving shares of the Fund held less than 60 days may be subject to the Redemption Fee (see the section entitled “Redemption or exchange fee” below).

36 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

held through a plan, exchanges must generally be for at least $1,000 (except for systematic exchanges, which must be for at least $100) or your entire balance, if it is less.

Once made, an exchange request by mail cannot be modified or cancelled.

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 37

Conversion of shares—applicable to all investors

Voluntary conversions

Mandatory conversions

38 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

or redemptions. The Fund will notify affected shareholders in writing prior to any mandatory conversion.

Important transaction information

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 39

Minimum Account Size.

40 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

subject to backup tax withholding. In addition, if you hold Fund shares directly and do not furnish your taxpayer identification number, then your account application will be rejected and returned.

Changing Your Address.

· Premier and Retirement Class. To change the address on an Eligible Investor account, please send the Fund a written notification.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 41

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

Market timing/excessive trading policy—applicable to all investors

42 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 43

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

Redemption or exchange fee

The Fund charges a Redemption Fee of 2.00% of the amount redeemed on redemptions or exchanges out of Fund shares occurring within 60 calendar days of the initial purchase date for the shares.

44 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

asset allocation programs and other similar programs that are approved by the Fund.

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

Additional information about index providers

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 45

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

46 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

securities (i.e., zero coupon bonds); and other non-equity securities that pay dividends.

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

Financial highlights

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 47

Financial highlights

Emerging Markets Equity Index Fund


				Selected per share data
						Gain (loss) from investment operations
															Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments			Total gain (loss) from investment operations			Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 10.84		$ 0.24			$ (0.20	)		$ 0.04			$ (0.20	)		$ —
	10/31/13				10.37		0.23			0.39			0.62			(0.15	)		—
	10/31/12				10.24		0.24			0.09			0.33			(0.16	)		(0.04	)
	10/31/11				11.33		0.25			(1.31	)		(1.06	)		(0.02	)		(0.01	)
	10/31/10		^‡		10.00		0.03			1.30			1.33			—			—

Premier Class
	10/31/14				10.82		0.21			(0.19	)		0.02			(0.19	)		—
	10/31/13				10.35		0.22			0.39			0.61			(0.14	)		—
	10/31/12				10.23		0.24			0.06			0.30			(0.14	)		(0.04	)
	10/31/11				11.33		0.23			(1.30	)		(1.07	)		(0.02	)		(0.01	)
	10/31/10		^‡		10.00		0.02			1.31			1.33			—			—

Retirement Class
	10/31/14				10.80		0.21			(0.20	)		0.01			(0.17	)		—
	10/31/13				10.34		0.20			0.40			0.60			(0.14	)		—
	10/31/12				10.22		0.23			0.07			0.30			(0.14	)		(0.04	)
	10/31/11				11.33		0.26			(1.35	)		(1.09	)		(0.01	)		(0.01	)
	10/31/10		^‡		10.00		0.02			1.31			1.33			—			—

Retail Class
	10/31/14				10.79		0.19			(0.19	)		0.00	^d		(0.16	)		—
	10/31/13				10.32		0.19			0.40			0.59			(0.12	)		—
	10/31/12				10.21		0.20			0.07			0.27			(0.12	)		(0.04	)
	10/31/11				11.32		0.22			(1.31	)		(1.09	)		(0.01	)		(0.01	)
	10/31/10		^‡		10.00		0.02			1.30			1.32			—			—

^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^d	Amount represents less than $0.01 per share.
^g	Does not include in-kind transactions.
^‡	The Fund commenced operations on August 31, 2010.

48 Prospectus ■ TIAA-CREF Emerging Markets Equity Index Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (0.20	)		$10.68		0.42	%		$942,827		0.23	%		0.23	%		2.29	%		13	%
	(0.15	)		10.84		6.06			680,382		0.29			0.25			2.25			13
	(0.20	)		10.37		3.31			289,041		0.38			0.25			2.42			25	^g
	(0.03	)		10.24		(9.36	)		149,206		0.46			0.25			2.26			38
	—			11.33		13.30	^b		109,910		1.30	^c		0.25	^c		1.37	^c		2	^b


	(0.19	)		10.65		0.23			4,475		0.39			0.39			1.95			13
	(0.14	)		10.82		5.96			6,454		0.44			0.40			2.16			13
	(0.18	)		10.35		3.06			2,016		0.54			0.40			2.38			25	^g
	(0.03	)		10.23		(9.50	)		1,330		0.62			0.40			2.04			38
	—			11.33		13.30	^b		1,133		2.18	^c		0.40	^c		1.22	^c		2	^b


	(0.17	)		10.64		0.17			50,771		0.48			0.48			2.01			13
	(0.14	)		10.80		5.79			34,503		0.54			0.50			1.96			13
	(0.18	)		10.34		3.03			24,877		0.63			0.50			2.28			25	^g
	(0.02	)		10.22		(9.61	)		9,356		0.70			0.50			2.38			38
	—			11.33		13.30	^b		1,133		2.27	^c		0.50	^c		1.12	^c		2	^b


	(0.16	)		10.63		0.04			8,885		0.64			0.64			1.83			13
	(0.12	)		10.79		5.70			7,127		0.73			0.64			1.81			13
	(0.16	)		10.32		2.73			5,773		0.83			0.64			2.00			25	^g
	(0.02	)		10.21		(9.64	)		5,313		0.88			0.64			1.99			38
	—			11.32		13.20	^b		1,776		2.18	^c		0.64	^c		0.89	^c		2	^b

TIAA-CREF Emerging Markets Equity Index Fund ■ Prospectus 49

[This page intentionally left blank.]

For more information about TIAA-CREF Funds

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account


1940 Act File No. 811-9301	A12223 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF Enhanced International Equity Index Fund

of the TIAA-CREF Funds

Class Ticker: Institutional TFIIX

This Prospectus describes the Institutional Class shares offered by the TIAA-CREF Enhanced International Equity Index Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Payments to broker-dealers and other financial intermediary compensation 8

Additional information about investment strategies and risks 8

Additional information about the Fund 8

Additional information on principal investment risks of the Fund 9

Additional information about the Fund’s benchmark index 11

Additional information on principal and non-principal investment strategies 12

Portfolio management team 15

Calculating share price 17

Dividends and distributions 18

Taxes 19

Your account: purchasing, redeeming or exchanging shares 22

Fund shares offered in this Prospectus 22

Share class eligibility 22

Purchasing shares 24

Redeeming shares 29

Exchanging shares 32

Important transaction information 33

Market timing/excessive trading policy–applicable to all investors 35

Redemption or exchange fee 37

Electronic prospectuses 38

Additional information about index providers 39

Glossary 40

Financial highlights 41

Summary information

TIAA-CREF Enhanced International Equity Index Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, primarily from equity securities of foreign issuers.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%
Maximum Deferred Sales Charge	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%
Redemption or Exchange Fee (on shares held less than 60 days)	2.00%
Maximum Account Fee	0%

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)¹


		Institutional Class
Management Fees		0.40%
Other Expenses		0.04%
Total Annual Fund Operating Expenses		0.44%
Waivers and Expense Reimbursements²		—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.44%

1	Expense information has been restated to reflect an amendment to the Fund’s investment management agreement effective March 1, 2015.
2	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 3

Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired Fund Fees and Expenses and extraordinary expenses) that exceed: (i) 0.50% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example


	Institutional Class
1 Year	$	45
3 Years	$	141
5 Years	$	246
10 Years	$	555

Portfolio turnover

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in equity securities of foreign issuers included in the Fund’s benchmark index, the MSCI EAFE^® Index, at the time of purchase, but not necessarily at index weightings. The Fund has a policy of maintaining investments of equity securities of foreign issuers in at least three countries other than the United States. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

The Fund follows an enhanced index management strategy. The Fund’s investment adviser, Teachers Advisors, Inc. (“Advisors”), actively uses quantitative analysis to attempt to enhance the Fund’s performance relative to the MSCI EAFE^® Index while retaining a similar risk profile, instead of passively

4 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

holding a representative basket of securities designed to match the index. The MSCI EAFE^® Index measures stock performance in certain countries outside North America.

Enhanced index strategies employ quantitative modeling techniques for stock selection, country allocation and portfolio construction. With enhanced indexing, the Fund may use several different investment techniques to seek to build a portfolio of stocks that is structured to resemble and share the risk characteristics of the Fund’s benchmark index, while also seeking to outperform the benchmark index. Enhanced indexing is designed so that the Fund diverges from its benchmark index more than a pure indexing strategy, with the goal of outperforming its benchmark index while effectively managing benchmark relative risks.

Under these quantitative modeling techniques, a number of variables related to individual stocks are evaluated to select a broadly diversified group of stocks that may have the potential to provide a higher total return than that of the benchmark index, the MSCI EAFE^® Index. The Fund uses a proprietary, quantitative stock scoring model to evaluate and score a broad universe of stocks in which the Fund invests.

Advisors will generally attempt to overweight securities (relative to the benchmark) that score high in the stock selection screening process and to either not hold or underweight securities that score low in the screening process. The Fund may also purchase and sell swaps and other equity derivatives to carry out the Fund’s investment strategies. The Fund’s strategy is based upon Advisors’ understanding of the interplay of market factors and does not assure successful investment. The markets or the process of selecting individual securities may be affected by factors not taken into account in Advisors’ analysis.

Principal investment risks

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 5

· Enhanced Index Risk—As an enhanced index fund, the Fund may also underperform its benchmark index due to differences between the investments of the Fund and its benchmark index.

· Quantitative Analysis Risk—The risk that stocks selected using quantitative modeling and analysis could perform differently from the market as a whole.

· Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

6 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 25.11%, for the quarter ended June 30, 2009. Worst quarter: -20.99%, for the quarter ended September 30, 2008.

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Five Years		Since Inception
Institutional Class		11/30/2007
	Return Before Taxes		–4.08	%	6.56	%	–0.60	%
	Return After Taxes on Distributions		–5.96	%	5.47	%	–1.38	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		–1.09	%	5.16	%	–0.41	%
MSCI EAFE^® Index
(reflects no deductions for fees, expenses or taxes)			–4.90	%	5.33	%	–0.78	%^†
Current performance of the Fund’s shares may be higher or lower than that shown above.
^†	Performance is calculated from the inception date of the Institutional Class.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs).

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

Portfolio Managers. The following persons manage the Fund on a day-to-day basis:



Name:	Steve Rossiello, CFA	Pablo Mitchell
Title	Managing Director	Director
Experience on Fund:	since 2007	since 2009

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 7

Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries).

Tax information

Payments to broker-dealers and other financial intermediary compensation

Additional information about investment strategies and risks

Additional information about the Fund

8 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

changed by the Board of Trustees of the Trust (“Board of Trustees”) without shareholder approval. Certain investment restrictions described in the Fund’s Statement of Additional Information (“SAI”) are fundamental and may only be changed with shareholder approval.

As noted in the “Principal investment strategies” section of this Prospectus, the Fund has a policy of normally investing at least 80% of its assets (net assets, plus the amount of any borrowings for investment purposes) in equity securities of foreign issuers within its benchmark index, the MSCI EAFE^® Index. Shareholders will receive at least 60 days’ prior notice before changes are made to the 80% policy.

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 9

subject to the risk that the financial markets as a whole may decline in value, thereby depressing the investment’s price. Equity markets, for example, tend to be cyclical, with periods when prices generally rise and periods when prices generally decline. Foreign equity markets tend to reflect local economic and financial conditions and, therefore, trends often vary from country to country and region to region. During periods of unusual volatility or turmoil in the financial markets, the Fund may undergo an extended period of decline.

· Foreign Investment Risk—Foreign investments, which may include securities of foreign issuers, securities or contracts traded or acquired in non-U.S. markets or on non-U.S. exchanges, or securities or contracts payable or denominated in non-U.S. currencies, can involve special risks that arise from one or more of the following events or circumstances: (1) changes in currency exchange rates; (2) possible imposition of market controls or currency exchange controls; (3) possible imposition of withholding taxes on dividends and interest; (4) possible seizure, expropriation or nationalization of assets; (5) more limited foreign financial information or difficulties interpreting it because of foreign regulations and accounting standards; (6) lower liquidity and higher volatility in some foreign markets; (7) the impact of political, social or diplomatic events; (8) economic sanctions or other measures by the United States or other governments; (9) the difficulty of evaluating some foreign economic trends; and (10) the possibility that a foreign government could restrict an issuer from paying principal and interest to investors outside the country. Brokerage commissions and custodial and transaction costs are often higher for foreign investments, and it may be difficult to use foreign laws and courts to enforce financial or legal obligations.
The risks described above often increase in countries with emerging markets. For example, these countries may have more unstable governments than developed countries, and their economies may be based on only a few industries. Because their financial markets may be very small, prices of issuers in emerging market countries may be volatile and difficult to determine. In addition, foreign investors such as the Fund are subject to a variety of special restrictions in many such countries.

· Enhanced Index Risk—As an enhanced index fund, the Fund may also underperform its benchmark index due to differences between the investments of the Fund and its benchmark index. In addition, seeking enhanced results relative to an index may cause an enhanced index fund to underperform its respective index, resulting in losses. Unlike a mutual fund,

10 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

the returns of an index are not reduced by investment and other operating expenses, and therefore, the ability of an enhanced index fund to match the performance of its index is adversely affected by the costs of buying or selling investments as well as other expenses. Because an enhanced index fund follows a quantitative strategy and does not seek to replicate its benchmark index, the Fund may underperform its index to a greater extent than a fund that follows a passive index strategy.

· Quantitative Analysis Risk—The risk that securities selected for funds that are actively managed, in whole or in part, according to a quantitative analysis methodology can perform differently from the market as a whole based on the model and the factors used in the analysis, the weight placed on each factor and changes in the factor’s historical trends. Because such models are based on assumptions of these and other market factors, the models may not take into account certain factors, or perform as intended, and may result in a decline in the value of the Fund’s portfolio.

· Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. Derivatives such as swaps are subject to risks such as liquidity risk, interest rate risk, market risk, and credit risk. These derivatives involve the risk of mispricing or improper valuation and the risk that the prices of certain options, futures, swaps (including credit default swaps), forwards and other types of derivative instruments, and their prices, may not correlate perfectly with the prices or performance of the underlying security, currency, rate, index or other asset. Certain derivatives present the risk of default by the other party to the contract, and some derivatives are, or may suddenly become, illiquid. Some of these risks exist for futures and options which may trade on established markets. Unanticipated changes in interest rates, securities prices or currency exchange rates may result in poorer overall performance of the Fund than if it had not entered into derivatives transactions. The potential for loss as a result of investing in derivatives, and the speed at which such losses can be realized, may be greater than investing directly in the underlying security or other instrument. Derivative investments can create leverage by magnifying investment losses or gains, and the Fund could lose more than the amount invested.

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 11

MSCI EAFE^{^®} Index

The MSCI EAFE^® Index tracks the performance of the leading stocks in certain MSCI countries outside of North America in Europe, Australasia and the Far East. The MSCI EAFE^® Index constructs indices country by country, then assembles the country indices into regional indices. To construct an MSCI country index, the MSCI EAFE^® Index analyzes each stock in that country’s market based on its market capitalization, trading volume and significant owners. The stocks are sorted by free float adjusted market capitalization, and the largest stocks (meeting liquidity and trading volume requirements) are selected until approximately 85% of the free float adjusted market representation of each country’s market is reached. When combined as the MSCI EAFE^® Index, the regional index captures approximately 85% of the free float adjusted market capitalization of certain countries around the world.

The MSCI EAFE^® Index is primarily a large-capitalization index, with approximately 83% of its stocks falling in this category. MSCI Barra determines the composition of the index based on a combination of factors including regional/country exposure, price, trading volume and significant owners, and can change its composition at any time.

Additional information on principal and non-principal investment strategies

12 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

received from put options sold may not reduce the extent of Fund losses during periods of market decline.

Where appropriate futures contracts are not available, or if Advisors deems advisable for other reasons, the Fund may invest in investment company securities, such as exchange-traded funds (“ETFs”). The Fund may also use ETFs for cash management purposes and other purposes, including to gain exposure to certain sectors or securities that are represented by ownership in ETFs. When the Fund invests in ETFs or other investment companies, the Fund bears a proportionate share of expenses charged by the investment company in which it invests. An ETF may trade at a premium or discount to its net asset value.

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 13

Share classes

The Fund offers only Institutional Class shares in this Prospectus.

Management of the Fund

The Fund’s investment adviser

14 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

INVESTMENT MANAGEMENT FEES


		Assets Under Management	Fee Rate
		(Billions)	(average daily net assets)
Enhanced International Equity Index Fund*		$0.0—$1.0	0.40%
		Over $1.0—$2.0	0.35%
		Over $2.0—$4.0	0.30%
		Over $4.0—$8.0	0.25%
		Over $8.0	0.20%

*	For the fiscal year ended October 31, 2014, the effective annual fee rate was 0.42% for the Fund, which reflects a higher investment management fee rate schedule in place during that period.

Portfolio management team

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 15


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Team
Enhanced International Equity Index Fund
Steve Rossiello, CFA Managing Director	Quantitative Portfolio Management - Lead Portfolio Manager	Advisors, TCIM and other advisory affiliates of TIAA—1996 to Present (portfolio management of international large-cap developed market portfolios, international small-cap developed market portfolios and emerging market portfolios)	1996	1992	2007

Pablo Mitchell Director	Quantitative Portfolio Management	Advisors, TCIM and other advisory affiliates of TIAA—2004 to Present (quantitative portfolio manager; various quantitative equity research responsibilities); Thomson Vestek—2003 to 2004 (senior quantitative researcher for equity and fixed-income performance analysis and risk modeling)	2004	2002	2009

Other services

Distribution and services arrangements

16 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

certain third-party broker-dealers and financial advisors, including fund supermarkets, to provide access to their fund distribution platforms, as well as to provide transaction processing or administrative services. Additional information about payments to intermediaries appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

Calculating share price

The Fund determines its net asset value (“NAV”) per share, or share price, on each day the NYSE is open for business. The NAV for the Fund is calculated as of the time when regular trading closes on the NYSE (generally, 4:00 p.m. Eastern Time or at such earlier time that regular trading on the NYSE closes). The Fund does not price its shares on days that the NYSE is closed. NAV per share for each class is determined by dividing the value of the Fund’s assets attributable to such class, less all liabilities attributable to such class, by the total number of shares of the class outstanding.

The Fund generally uses market quotations or values obtained from independent pricing services to value securities and other instruments held by the Fund. If market quotations or values from independent pricing services are not readily available or are not considered reliable, the Fund will use a security’s “fair value,” as determined in good faith using procedures approved by the Board of Trustees. The Fund may also use fair value if events that have a significant effect on the value of an investment (as determined in Advisors’ sole discretion) occur between the time when its price is determined and the time the Fund’s NAV is calculated. For example, the Fund might use a domestic security’s fair value when the exchange on which the security is principally traded closes early or when trading in the security is halted and does not resume before the Fund’s NAV is calculated. The use of fair value pricing can involve reliance on quantitative models or individual judgment, and may result in changes to the prices of portfolio securities that are used to calculate the Fund’s NAV. Although the Fund fair values portfolio securities on a security-by-security basis, funds that hold foreign portfolio securities may see their portfolio securities fair valued more frequently than other funds that do not hold foreign securities.

Fair value pricing most commonly occurs with securities that are primarily traded outside the United States. This may have the effect of decreasing

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 17

the ability of market timers to engage in “stale price arbitrage,” which takes advantage of the perceived difference in price from a foreign market closing price.

Dividends and distributions

18 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

distribution option to reinvestment. No interest will accrue on amounts represented by uncashed distribution checks.

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 19

cash or reinvest them. However, distributions declared in October, November or December of a year and paid in January of the following year are taxable as if they were paid on December 31 of the prior year.

The Fund is required to report to the IRS and furnish to Fund shareholders the cost basis information for sale transactions of shares purchased on or after January 1, 2012. Shareholders may elect to have one of several cost basis methods applied to their account when calculating the cost basis of shares sold, including average cost, “first-in, first-out” (FIFO), or some other specific identification method. Unless you instruct otherwise, the Fund will use average cost as its default cost basis method, and will treat sales as first coming from shares purchased prior to January 1, 2012. If average cost is used for a shareholder’s first sale of the Fund shares covered by these new rules, the shareholder may only use an alternative cost basis method for shares purchased prospectively. Fund shareholders should consult with their tax advisors to determine the best cost basis method for their tax situation.

20 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 21

cause the Fund to recognize taxable income in excess of the cash generated by such investments (which may require the Fund to liquidate other investments in order to make required distributions).

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

The Fund offers only Institutional Class shares, which are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries). Investors should note that certain account minimums may be required for purchasing Institutional Class shares.

Share class eligibility

Overview

Institutional Class shares have certain eligibility requirements that apply when purchasing Fund shares. Eligibility to purchase a certain class of shares is generally based on the type of account being opened in the Fund as well as certain account minimums. In order to better understand the eligibility requirements outlined below, the following defined terms shall apply when used throughout this Prospectus.

Definitions

· Benefit Plans (as defined below);

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

22 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

Benefit Plans include those described in sections 401(a) (including 401(k) and Keogh plans), 403(a), 403(b) or 457 of the Code. Shareholders investing through such Benefit Plans may have to pay additional expenses related to the administration of such plans.

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Eligibility—Institutional Class

Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Institutional Class shares:

· The minimum initial investment is $2,000,000 per Fund account and the minimum subsequent investment is at least $1,000 unless an investor purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates.

Institutional Class shares

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 23

p.m. Eastern Time. If you are a Direct Purchaser of Institutional Class shares, please contact your assigned relationship manager (“Relationship Manager”).

Investors in Institutional Class shares should be aware that the Fund may from time to time, in its discretion, deviate from or vary the processes and procedures outlined below for purchasing, redeeming and exchanging shares.

Purchasing shares

For Direct Purchasers of Institutional Class shares

How to open an account—Institutional Class

Minimum initial and subsequent investment

For Direct Purchasers of Institutional Class shares, the minimum initial investment is $2,000,000 per Fund account. The Fund can only accept payment to establish a new account if the check presented for deposit into the new account is drawn against an account registered in the same name as the prospective investor.

Subsequent investments into the Institutional Class for all account types must be at least $1,000 per Fund account. Financial intermediaries may enforce their own initial and subsequent investment minimums.

Transaction methods for purchases

By telephone: You can request electronic withdrawals from your designated bank account to buy additional Institutional Class shares by calling your Relationship Manager.

Make checks payable to “The TIAA-CREF Funds.”

24 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

First-Class Mail:

The TIAA-CREF Funds—Institutional Class

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—Institutional Class

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

Payment limitations: Generally, for Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 25

account(s) as reimbursement for all losses. The Fund also reserves the right to restrict you from making future purchases in the Fund or any other series of the Trust. There is a $25 fee for all returned items, including checks and electronic funds transfers. Please note that there is a 10 calendar day hold on all purchases by check, or through electronic funds transfer.

For Eligible Investors in Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

The Fund may suspend or terminate the offering of Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

You should first contact your employer to learn important details necessary to facilitate enrollment in a Benefit Plan. If you are investing through a financial

26 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

intermediary, you will need to follow the instructions and procedures provided by the intermediary.

Other information for Benefit Plans

Other information for Eligible Investors

Transaction methods for purchases

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number 011000028

DDA Number 99054546

Specify on the wire:

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

The Fund considers all purchase requests to be received when they are received in “good order” as determined by the Fund’s transfer agent (or other

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 27

authorized Fund agent). (See the section entitled “Important transaction information—Good Order” below.) Your investment must be for a specified dollar amount. The Fund cannot accept purchase requests specifying a certain price, date, or number of shares. These types of requests will be deemed to be not in “good order” and the money you sent will be returned to you. If you hold your shares through a financial intermediary, such intermediary may have its own independent “good order” and eligibility requirements.

If your purchase check does not clear or payment on it is stopped, or if the Fund does not receive good funds through wire transfer or electronic funds transfer, the Fund will treat this as a redemption of the shares purchased when your check or electronic funds were received. You will be responsible for any resulting loss incurred by the Fund or Advisors and you may be subject to investment losses and tax consequences on such a redemption. If you are already a shareholder, the Fund can redeem shares from any of your account(s) as reimbursement for all losses. The Fund also reserves the right to restrict you from making future purchases in the Fund or any other series of the Trust. There is a $25 fee for all returned items, including checks and electronic funds transfers. Please note that there is a 10 calendar day hold on all purchases by check, or through electronic funds transfer.

28 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

Redeeming shares

Institutional Class shares

Certain redemptions of shares of the Fund will be subject to a Redemption Fee (see the section entitled “Redemption or exchange fee” below).You may be required to complete and return certain forms to effect your redemption. Before you complete your redemption request, please make sure you understand the possible federal and other income tax consequences of a redemption. Neither the Fund nor its transfer agent can process redemption requests that specify a certain price or date; these requests will be deemed not in “good order” and will be returned. (See the section entitled “Important transaction information—Good Order” below.)

If you request a redemption, we will send the proceeds (minus any applicable Redemption Fee) by check to the address of record, or by electronic funds transfer to the bank account on file. A letter of instruction with a bank Medallion Signature Guarantee of all owners exactly as registered on the account is required if the redemption is sent to (i) a bank account not on file, (ii) an address other than the address of record, or (iii) an address of record that has been changed within the last 30 calendar days. You may obtain a Medallion Signature Guarantee from some commercial or savings banks, credit unions, trust companies or member firms of a U.S. stock exchange. A notary public cannot provide a Medallion Signature Guarantee.

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 29

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

For Direct Purchasers, Eligible Investors and their clients (Institutional Class shares)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

Over the Internet: Institutional Class shares held through a Benefit Plan or other account administered by TIAA-CREF are limited to a maximum cumulative Internet redemption of $50,000 on a rolling 12 month basis. TIAA-CREF’s Web Center can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org. Before you can use the Web Center, you must enter your Social Security number, date of birth and active account number. The Fund will use reasonable procedures to confirm that the instructions given are genuine. All transactions over the Web Center are recorded electronically.

30 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

· Participants holding Institutional Class shares through a Benefit Plan or other account administered by TIAA-CREF can redeem up to $50,000 every seven days by phone or any greater amount as approved by the Fund from time to time.

By systematic redemption plan: The Fund will automatically redeem the requested dollar amount or number of shares for Institutional Class held in a Benefit Plan or other account administered by TIAA-CREF on any business day between the 1st and 28th of the month. For Institutional Class shares, if the days selected are not business days, shares will be redeemed on the following business day. Redemptions will be made via check or electronic transfer to your bank.

All owners of an account must sign the systematic redemption plan request. Similarly, all owners must sign any request to increase the amount or frequency of the systematic redemptions or a request for payments to be sent to an address other than the address of record. A Medallion Signature Guarantee is required for this address change. The Fund can terminate the systematic redemption plan option at any time, although the Fund will notify you if this occurs. You can terminate the plan or reduce the amount or frequency of the redemptions by writing or by calling the Fund or through the TIAA-CREF Web Center. Requests to establish, terminate, or change the amount or frequency of redemptions will become effective within five days after the Fund receives your instructions.

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 31

Exchanging shares

Overview

Exchanges involving shares of the Fund held less than 60 days may be subject to the Redemption Fee (see the section entitled “Redemption or exchange fee” below).

For Direct Purchasers of Institutional Class Shares, an exchange into a fund in which you already own shares must be for at least $50 ($1,000 for Institutional) and an exchange to a new fund account must meet the account minimums as stated by account type above. For Institutional Class shares held through a plan, exchanges must generally be for at least $1,000 (except for systematic exchanges, which must be for at least $100) or your entire balance, if it is less.

Once made, an exchange request by mail cannot be modified or cancelled.

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

32 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

By telephone: If you are a Direct Purchaser of Institutional Class shares, please call your Relationship Manager. For Institutional Class shares held under Benefit Plans or other accounts administered by TIAA-CREF, please call 800 842-2252. For Institutional Class shares held under Benefit Plans or other accounts not administered by TIAA-CREF, please contact your financial intermediary for exchange requirements.

By systematic exchange: Under this feature, TIAA-CREF automatically redeems shares in the Fund and purchases shares in another fund or series of the Trust as specified by the applicable agreement. However, the Fund does not offer systematic exchanges for Direct Purchasers in the Institutional Class shares. For all systematic exchanges, you must specify the dollar amount and the funds involved in the exchange. If you want to set up a systematic exchange, contact TIAA-CREF. You can terminate the plan or change the amount or frequency of the exchanges by writing or calling the number identified in the section entitled “Purchasing shares” above. Requests to establish, terminate, or change the amount or frequency of exchanges will become effective within five days after the Fund receives your instructions. All account owners must sign the systematic exchange request. Similarly, all account owners must sign any request to increase the amount or frequency of systematic exchanges.

Important transaction information

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 33

transfer agent (or other authorized Fund agent) receives an order to purchase, redeem or exchange shares that is in good order anytime after the NYSE closes, the transaction price will be the NAV per share calculated the next business day.

If you hold Institutional Class shares through an Eligible Investor, the Eligible Investor may require you to communicate to it any purchase, redemption or exchange request by a specified deadline earlier than 4:00 p.m. Eastern Time in order to receive that day’s NAV per share as the transaction price.

Minimum Account Size.

Changing Your Address.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

34 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

accepted. A notary public cannot provide a signature guarantee. For more information about when a Medallion Signature Guarantee may be required, please contact the Fund or your Relationship Manager (for Direct Purchasers).

Advice About Your Account—Direct Purchasers Only. TPIS, a TIAA subsidiary, is the principal underwriter for the Fund, and Services, a TIAA subsidiary, has entered into an agreement with TPIS to sell Fund shares. TPIS representatives are only authorized to recommend securities of investment companies or other pooled investment vehicles managed by TIAA or its affiliates. Neither TPIS nor Services receives commissions for these recommendations.

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

Market timing/excessive trading policy—applicable to all investors

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 35

including, among other things, expenses for buying and selling securities. These costs are borne by all Fund shareholders, including long-term investors who do not generate these costs. In addition, market timing can interfere with efficient portfolio management and cause dilution if timers are able to take advantage of pricing inefficiencies. Consequently, the Fund is not appropriate for such market timing and you should not invest in the Fund if you want to engage in market timing activity.

The Board of Trustees has adopted policies and procedures to discourage this market timing activity. Under these policies and procedures, if, within a 60 calendar day period, a shareholder redeems or exchanges any monies out of the Fund, subsequently purchases or exchanges any monies back into the Fund and then redeems or exchanges any monies out of the Fund, the shareholder will not be permitted to transfer back into the Fund through a purchase or exchange for 90 calendar days. The Fund will charge a Redemption Fee on redemptions of shares occurring within 60 calendar days of the initial purchase date of the shares. The Redemption Fee is intended to defray the trading costs, market impact and other costs of liquidating a shareholder’s investment in the Fund and to discourage short-term trading of Fund shares. See the section entitled “Redemption or exchange fee” for additional information on the Redemption Fee.

36 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

The Fund seeks to apply its market timing policies and procedures uniformly to all shareholders, and not to make exceptions with respect to these policies and procedures (beyond the exemptions noted above). The Fund makes reasonable efforts to apply these policies and procedures to shareholders who own shares through omnibus accounts. However, an intermediary’s omnibus accounts, by their nature, do not initially identify their individual investors to the Fund, thereby making it more difficult for the Fund to identify market timing by such individual investors. At times, the Fund may agree to defer to an intermediary’s market timing policy if the Fund believes that the intermediary’s policy provides comparable protection of Fund shareholders’ interests. The Fund has the right to modify its market timing policies and procedures at any time without advance notice. These efforts may include requesting transaction data from intermediaries from time to time to verify whether the Fund’s policies are being followed and/or to instruct intermediaries to take action against shareholders who have violated the Fund’s market timing policies.

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

Redemption or exchange fee

The Fund charges a Redemption Fee of 2.00% of the amount redeemed on redemptions or exchanges out of Fund shares occurring within 60 calendar days of the initial purchase date for the shares.

In determining whether the Redemption Fee is applicable to a particular redemption, the Fund will use the “first-in, first-out” (FIFO) method to determine

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 37

the 60 day holding period, such that shares with the longest holding period will be treated as being redeemed first, and shares with the shortest holding period will be treated as being redeemed last. Under this method, the date of redemption or exchange will be compared to the earliest purchase date of shares held in the Fund by a shareholder. If this holding period is 60 calendar days or less, then the Redemption Fee will be charged, except as provided below.

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

38 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

Additional information about index providers

The Fund is not sponsored, endorsed, sold or promoted by MSCI Inc. (“MSCI”), any of its affiliates, any of its information providers or any other third party involved in, or related to, compiling, computing or creating any MSCI index (collectively, the “MSCI parties”). The MSCI indexes are the exclusive property of MSCI. MSCI and the MSCI index names are service mark(s) of MSCI or its affiliates and have been licensed for use for certain purposes by Advisors. None of the MSCI parties makes any representation or warranty, express or implied, to the issuer or owners of a fund or any other person or entity regarding the advisability of investing in funds generally or in this Fund particularly or the ability of any MSCI index to track corresponding stock market performance. MSCI or its affiliates are the licensors of certain trademarks, service marks and trade names and of the MSCI indexes which are determined, composed and calculated by MSCI without regard to the Fund or the issuer or owners of a fund or any other person or entity. None of the MSCI parties has any obligation to take the needs of the issuer or owners of the Fund or any other person or entity into consideration in determining, composing or calculating the MSCI indexes. None of the MSCI parties is responsible for or has participated in the determination of the timing of, prices at, or quantities of the Fund to be issued or in the determination or calculation of the equation by or the consideration into which a fund is redeemable. Further, none of the MSCI parties has any obligation or liability to the issuer or owners of the Fund or any other person or entity in connection with the administration, marketing or offering of the Fund.

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 39

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

Duration: Duration is a measure of volatility in the price of a bond in response to a change in prevailing interest rates, with a longer duration indicating more volatility. It can be understood as the weighted average of the time to each coupon and principal payment of such a security. For an investment portfolio of fixed-income securities, duration is the weighted average of each security’s duration. For example, the price of a bond with a duration of two years will rise (fall) two percent for every one percent decrease (increase) in its interest rate.

Investment-Grade: A fixed-income security is investment-grade if it is rated in the four highest categories by a nationally recognized statistical rating organization (“NRSRO”) or an unrated security that Advisors determines is of comparable quality.

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

40 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

Financial highlights

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 41

Financial highlights

Enhanced International Equity Index Fund


				Selected per share data
						Gain (loss) from investment operations
															Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments			Total gain (loss) from investment operations			Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 8.44		$ 0.30			$ (0.21	)		$ 0.09			$ (0.27	)		$ (0.29	)
	10/31/13				6.82		0.23			1.66			1.89			(0.27	)		—
	10/31/12				6.62		0.24			0.16			0.40			(0.20	)		—
	10/31/11				7.11		0.21			(0.52	)		(0.31	)		(0.18	)		—
	10/31/10		^†		6.82		0.00	^d		0.29			0.29			—			—
	9/30/10				6.71		0.18			0.08			0.26			(0.15	)		—

^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^d	Amount represents less than $0.01 per share.
^†	Amounts shown are for the one-month period ended October 31, 2010 and are not necessarily indicative of a full year of operations. The Fund changed its fiscal year end from September 30 to October 31.

42 Prospectus ■ TIAA-CREF Enhanced International Equity Index Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (0.56	)		$7.97		1.28	%		$1,030,084		0.46	%		0.43	%		3.70	%		71	%
	(0.27	)		8.44		28.75			821,836		0.47			0.47			3.12			110
	(0.20	)		6.82		6.33			636,659		0.51			0.51			3.69			81
	(0.18	)		6.62		(4.51	)		536,415		0.53			0.53			2.97			92
	—			7.11		4.25	^b		536,717		0.66	^c		0.55	^c		0.17	^c		10	^b
	(0.15	)		6.82		3.88			518,371		0.53			0.53			2.74			146

TIAA-CREF Enhanced International Equity Index Fund ■ Prospectus 43

For more information about TIAA-CREF Funds

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account


1940 Act File No. 811-9301	A11957 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF Enhanced Large-Cap Growth Index Fund

of the TIAA-CREF Funds

Class Ticker: Institutional TLIIX

This Prospectus describes the Institutional Class shares offered by the TIAA-CREF Enhanced Large-Cap Growth Index Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Payments to broker-dealers and other financial intermediary compensation 9

Additional information about investment strategies and risks 9

Additional information on principal investment risks of the Fund 10

Additional information about the Fund’s benchmark index 13

Additional information on principal and non-principal investment strategies 13

Portfolio holdings 14

Portfolio turnover 14

Share classes 15

Management of the Fund 15

The Fund’s investment adviser 15

Investment management fees 16

Portfolio management team 16

Other services 17

Distribution and services arrangements 18

Your account: purchasing, redeeming or exchanging shares 23

Taxes 21

Important transaction information 34

Purchasing shares 25

Redeeming shares 30

Exchanging shares 33

Market timing/excessive trading policy–applicable to all investors 37

Electronic prospectuses 38

Additional information about index providers 38

Glossary 40

Financial highlights 41

Summary information

TIAA-CREF Enhanced Large-Cap Growth Index Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, primarily from equity securities of large domestic companies.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%
Maximum Deferred Sales Charge	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%
Redemption or Exchange Fee	0%
Maximum Account Fee	0%

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)


		Institutional Class
Management Fees		0.33%
Other Expenses		0.02%
Total Annual Fund Operating Expenses		0.35%
Waivers and Expense Reimbursements¹		—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.35%

1	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 3


	Fund Fees and Expenses and extraordinary expenses) that exceed 0.40% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example


	Institutional Class
1 Year	$	36
3 Years	$	113
5 Years	$	197
10 Years	$	443

Portfolio turnover

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in large-cap equity securities of issuers included in the Fund’s benchmark index, the Russell 1000^® Growth Index, at the time of purchase, but not necessarily at index weightings. For purposes of the 80% investment policy, “large-cap” securities are securities of issuers with a capitalization equal to or greater than the top 80% of issuers by capitalization within the Russell 1000^® Index at the time of purchase. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

The Fund follows an enhanced index management strategy. The Fund’s investment adviser, Teachers Advisors, Inc. (“Advisors”), actively uses quantitative analysis to attempt to enhance the Fund’s performance relative to the Russell 1000^® Growth Index, while retaining a similar risk profile, instead of passively holding a representative basket of securities designed to match the

4 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

index. The Russell 1000^® Growth Index is a subset of the Russell 1000^® Index, which represents the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000^® Index companies with higher price-to-book ratios and higher forecasted growth values.

Enhanced index strategies employ quantitative modeling techniques for both stock selection and portfolio construction. With enhanced indexing, the Fund may use several different investment techniques to seek to build a portfolio of stocks that is structured to resemble and share the risk characteristics of the Fund’s benchmark index, while also seeking to outperform the benchmark index. Enhanced indexing is designed so that the Fund diverges from its benchmark index more than a pure indexing strategy, with the goal of outperforming its benchmark index while effectively managing benchmark relative risks.

Under these quantitative modeling techniques, a number of variables related to individual stocks are evaluated to select a broadly diversified group of stocks that may have the potential to provide a higher total return than that of the benchmark index, the Russell 1000^® Growth Index. The Fund uses a proprietary, quantitative stock scoring model to evaluate and score a broad universe of stocks in which the Fund invests.

Advisors will generally attempt to overweight securities (relative to the benchmark) that score high in the stock selection screening process and to either not hold or underweight securities that score low in the screening process. The Fund may also purchase foreign securities and securities issued in connection with reorganizations or other special situations. The Fund may also purchase and sell swaps and other equity derivatives to carry out the Fund’s investment strategies. The Fund’s strategy is based upon Advisors’ understanding of the interplay of market factors and does not assure successful investment. The markets or the process of selecting individual securities may be affected by factors not taken into account in Advisors’ analysis.

Principal investment risks

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 5

· Large-Cap Risk—The risk that large-capitalization companies are more mature and may grow more slowly than the economy as a whole and tend to go in and out of favor based on market and economic conditions.

· Style Risk—The risk that use of a particular investing style (such as growth or value investing) may fall out of favor in the marketplace for various periods of time and result in underperformance relative to the broader market sector or significant declines in the value of the Fund’s portfolio investments.

· Risks of Growth Investing—Due to their relatively high valuations, growth stocks are typically more volatile than value stocks and may experience a larger decline on a forecast of lower earnings, or a negative event or market development, than would a value stock.

· Enhanced Index Risk—As an enhanced index fund, the Fund may also underperform its benchmark index due to differences between the investments of the Fund and its benchmark index.

· Quantitative Analysis Risk—The risk that stocks selected using quantitative modeling and analysis could perform differently from the market as a whole.

· Special Situation Risk—Stocks of companies involved in reorganizations, mergers and other special situations can involve the risk that such situations may not materialize or may develop in unexpected ways. Consequently, those stocks can involve more risk than ordinary securities.

· Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

6 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the period covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional Class over the one-year, five-year, ten-year and since-inception periods (where applicable) ended December 31, 2014, and how those returns compare to those of the Fund’s benchmark index.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 16.04%, for the quarter ended March 31, 2012. Worst quarter: -22.34%, for the quarter ended December 31, 2008.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 7

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Five Years		Since Inception
Institutional Class		11/30/2007
	Return Before Taxes		10.52	%	14.83	%	7.67	%
	Return After Taxes on Distributions		7.63	%	12.62	%	6.15	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		7.62	%	11.37	%	5.73	%
Russell 1000^® Growth Index
(reflects no deductions for fees, expenses or taxes)			13.05	%	15.81	%	8.25	%^†
Current performance of the Fund’s shares may be higher or lower than that shown above.
^†	Performance is calculated from the inception date of the Institutional Class.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs).

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

Portfolio Managers. The following persons manage the Fund on a day-to-day basis:





Name:	Adam Cao, CFA	James M. Johnson, Jr., CFA
Title:	Managing Director	Director
Experience on Fund:	since 2014	since 2014

Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries).

8 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Tax information

Payments to broker-dealers and other financial intermediary compensation

Additional information about investment strategies and risks

Additional information about the Fund

As noted in the “Principal investment strategies” section of this Prospectus, the Fund has a policy of normally investing at least 80% of its assets (net assets, plus the amount of any borrowings for investment purposes) in large-cap equity securities within its benchmark index. Shareholders will receive at least 60 days’ prior notice before changes are made to the 80% policy.

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 9

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

· Large-Cap Risk—The risk that, by focusing on securities of larger companies, the Fund may have fewer opportunities to identify securities that the market misprices and that these companies may grow more slowly than the economy as a whole or not at all. Also, larger companies may fall out of favor with the investing public as a result of market, political and economic

10 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

conditions, including for reasons unrelated to their businesses or economic fundamentals.

· Style Risk—A fund that uses either a growth investing or a value investing style entails the risk that equity securities representing either style may be out of favor in the marketplace for various periods of time, and result in underperformance relative to the broader market sector or significant declines in the Fund’s portfolio value.

· Risks of Growth Investing—Due to their relatively high valuations, growth stocks are typically more volatile than value stocks. For example, the price of a growth stock may experience a larger decline on a forecast of lower earnings, or a negative event or market development, than would a value stock. Because the value of growth companies is often a function of their expected earnings growth, there is a risk that such earnings growth may not occur or cannot be sustained.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 11

underperform its respective index, resulting in losses. Unlike a mutual fund, the returns of an index are not reduced by investment and other operating expenses, and therefore, the ability of an enhanced index fund to match the performance of its index is adversely affected by the costs of buying or selling investments as well as other expenses. Because an enhanced index fund follows a quantitative strategy and does not seek to replicate its benchmark index, the Fund may underperform its index to a greater extent than a fund that follows a passive index strategy.

· Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. Derivatives such as swaps are subject to risks such as liquidity risk, interest rate risk, market risk, and credit risk. These derivatives involve the risk of mispricing or improper valuation and the risk that the prices of certain options, futures, swaps (including credit default swaps), forwards and other types of derivative instruments, and their prices, may not correlate perfectly with the prices or performance of the underlying security, currency, rate, index or other asset. Certain derivatives present the risk of default by the other party to the contract, and some derivatives are, or may suddenly become, illiquid. Some of these risks exist for futures and options which may trade on established markets. Unanticipated changes in interest rates, securities prices or currency exchange rates may result in poorer overall performance of the Fund than if it had not entered into derivatives transactions. The potential for loss as a result of investing in derivatives, and the speed at which such losses can be realized, may be greater than investing directly in the underlying security or other instrument. Derivative investments can create leverage by magnifying investment losses or gains, and the Fund could lose more than the amount invested.

12 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

assurances that the Fund will achieve its investment objective. You should not consider the Fund to be a complete investment program.

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

Russell 1000^{^®} Growth Index

The Russell 1000^® Growth Index is a subset of the Russell 1000^® Index, which represents the top 1,000 U.S. equity securities in market capitalization (according to the Russell Investment Group). The Russell 1000^® Growth Index represents those Russell 1000^® Index securities with higher relative forecasted growth rates and price/book ratios. The Russell 1000^® Growth Index has higher weightings in those sectors of the market with typically higher relative valuations and higher growth rates, including sectors such as technology and health care. As of December 31, 2014, the Russell 1000^® Growth Index had a mean market capitalization of $123.6 billion and a median market capitalization of $9 billion. The largest market capitalization of companies in the Russell 1000^® Growth Index was $665.6 billion. The Russell Investment Group determines the composition of the index based on certain factors and can change its composition at any time.

Additional information on principal and non-principal investment strategies

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 13

put options, the Fund may experience losses on a security if the market price of the security declines and the option is exercised and, conversely, the premiums received from put options sold may not reduce the extent of Fund losses during periods of market decline.

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

14 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Fund to be more likely to generate capital gains that must be distributed to shareholders as taxable income. The Fund is not subject to a specific limitation on portfolio turnover, and securities of the Fund may be sold at any time such sale is deemed advisable for investment or operational reasons. Also, certain trading strategies utilized by the Fund may increase portfolio turnover. The portfolio turnover rate of the Fund is listed above in the “Summary information” section and the portfolio turnover rate during recent fiscal periods is provided in the Financial Highlights. The Fund is not generally managed to minimize the tax burden for shareholders. The Fund may have investors that are funds of funds, education savings plans or other asset allocation programs that are also managed by Advisors. These investors may engage in reallocations, rebalancings or other activity that may increase the Fund’s portfolio turnover rate and brokerage costs. Advisors may employ various portfolio management strategies to attempt to minimize any potential disruptive effects or costs of such activity.

Share classes

The Fund offers only Institutional Class shares in this Prospectus.

Management of the Fund

The Fund’s investment adviser

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 15

it renders to the Fund. The Fund also pays Advisors for certain administrative services that Advisors provides to the Fund on an at-cost basis.

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

INVESTMENT MANAGEMENT FEES


		Assets Under Management	Fee Rate
		(Billions)	(average daily net assets)
Enhanced Large-Cap Growth Index Fund*		$0.0—$1.0	0.35%
		Over $1.0—$2.0	0.30%
		Over $2.0—$4.0	0.25%
		Over $4.0—$8.0	0.20%
		Over $8.0	0.15%

*	For the fiscal year ended October 31, 2014, the effective annual fee rate was 0.33% for the Fund.

Portfolio management team

16 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Name & Title

Portfolio Role/
Coverage/
Expertise/Specialty

Experience Over
Past Five Years

Total Experience
(since dates
specified below)

At
TIAA

Total

On
Team

Enhanced Large-Cap Growth Index Fund

Adam Cao, CFA
Managing Director

Quantitative

Portfolio

Management

Advisors, TCIM and other advisory affiliates of TIAA—2006 to Present (portfolio management of domestic large-cap and small-cap portfolios); Procinea Management—2005 to 2006 (quantitative market research associate for alternative asset classes); Advisors, TIAA and its affiliates—2004 to 2005 (quantitative equity market research with coverage of domestic and global multi-cap portfolios); Barra—1996 to 2004 (quantitative equity market research and risk modeling)

2004

1996

2014

James M. Johnson, Jr., CFA
Director

Quantitative Portfolio Management

Advisors, TCIM and other advisory affiliates of TIAA—2012 to Present (portfolio manager of a domestic large-cap value portfolio); State Street Global Advisors—2005 to 2012 (portfolio manager of various domestic large-cap, mid-cap and long-short strategies in US Active Group); American Express Financial Advisors—1994 to 2005 (manager of various domestic large-cap and long-short strategies, quantitative research analyst); Piper Capital Management—1990 to 1994 (quantitative research analyst)

2012

1990

2014

Other services

For Advisors’ provision of such administrative, compliance and other services to the Fund under the Administrative Services Agreement, the Fund pays to

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 17

Advisors at the end of each calendar month the allocated costs of such services as determined under the TIAA-CREF cost allocation methodology then in effect.

Distribution and services arrangements

Teachers Personal Investors Services, Inc. (“TPIS”) distributes each class of Fund shares. TPIS may enter into agreements with other intermediaries, including its affiliated broker-dealer, TIAA-CREF Individual & Institutional Services, LLC (“Services”), to offer and sell shares of the Fund. TPIS, Services or Advisors may pay intermediaries out of its own assets to support the distribution and/or servicing of Fund shares. Payments to intermediaries may include payments to certain third-party broker-dealers and financial advisors, including fund supermarkets, to provide access to their fund distribution platforms, as well as to provide transaction processing or administrative services. Additional information about payments to intermediaries appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

Calculating share price

The Fund determines its net asset value (“NAV”) per share, or share price, on each day the NYSE is open for business. The NAV for the Fund is calculated as of the time when regular trading closes on the NYSE (generally, 4:00 p.m. Eastern Time or at such earlier time that regular trading on the NYSE closes). The Fund does not price its shares on days that the NYSE is closed. NAV per share for each class is determined by dividing the value of the Fund’s assets attributable to such class, less all liabilities attributable to such class, by the total number of shares of the class outstanding.

18 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

NAV is calculated. For example, the Fund might use a domestic security’s fair value when the exchange on which the security is principally traded closes early or when trading in the security is halted and does not resume before the Fund’s NAV is calculated. The use of fair value pricing can involve reliance on quantitative models or individual judgment, and may result in changes to the prices of portfolio securities that are used to calculate the Fund’s NAV. Although the Fund fair values portfolio securities on a security-by-security basis, funds that hold foreign portfolio securities may see their portfolio securities fair valued more frequently than other funds that do not hold foreign securities.

Dividends and distributions

The Fund expects to declare and distribute to shareholders substantially all of its net investment income and net realized capital gains, if any. The amount

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 19

distributed will vary according to the income received from investments held by the Fund and capital gains realized from the sale of investments. The Fund plans to pay dividends on an annual basis. The Fund intends to pay net capital gains, if any, annually. Dividends and capital gains can be paid in cash or reinvested. If you have elected to receive your distributions in cash and the distribution amount is less than $10, then the amount will be automatically reinvested in the Fund and no check will be issued. If the postal service is unable to deliver checks to your address of record, or the distribution check remains outstanding for six months or more, then the Fund reserves the right to reinvest the distribution check into your account using the Fund’s current NAV and to change your distribution option to reinvestment. No interest will accrue on amounts represented by uncashed distribution checks.

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

20 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

intermediary. Please contact the variable insurance or annuity product issuer or your plan sponsor or intermediary for more details.

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 21

shareholder’s first sale of the Fund shares covered by these new rules, the shareholder may only use an alternative cost basis method for shares purchased prospectively. Fund shareholders should consult with their tax advisors to determine the best cost basis method for their tax situation.

22 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

Share class eligibility

Overview

Definitions

Financial Intermediary Accounts. These include accounts held through platforms, programs, plans and other similar entities, as well as omnibus

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 23

accounts, on behalf of other investors. Financial Intermediary Accounts may include, but are not limited to, the following:

· Benefit Plans (as defined below);

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Eligibility—Institutional Class

Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Institutional Class shares:

· The minimum initial investment is $2,000,000 per Fund account and the minimum subsequent investment is at least $1,000 unless an investor

24 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

purchases shares by or through financial intermediaries that have entered into an appropriate agreement with the Fund or its affiliates.

Institutional Class shares

The Fund reserves the right to determine in its sole discretion whether any person, financial intermediary or entity is eligible to purchase Institutional Class shares. For more information with regard to Institutional Class shares, please call the Fund at 800 842-2252, Monday through Friday, from 8:00 a.m. to 10:00 p.m. Eastern Time. If you are a Direct Purchaser of Institutional Class shares, please contact your assigned relationship manager (“Relationship Manager”).

Purchasing shares

For Direct Purchasers of Institutional Class shares

How to open an account—Institutional Class

Minimum initial and subsequent investment

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 25

Transaction methods for purchases

By telephone: You can request electronic withdrawals from your designated bank account to buy additional Institutional Class shares by calling your Relationship Manager.

Make checks payable to “The TIAA-CREF Funds.”

First-Class Mail:

The TIAA-CREF Funds—Institutional Class

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—Institutional Class

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

Payment limitations: Generally, for Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

26 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

Stopped checks: If your purchase check does not clear or payment on it is stopped, or if the Fund does not receive good funds through wire transfer or electronic funds transfer, the Fund will treat this as a redemption of the shares purchased when your check or electronic funds were received. You will be responsible for any resulting loss incurred by the Fund or Advisors and you may be subject to investment losses and tax consequences on such a redemption. If you are already a shareholder, the Fund can redeem shares from any of your account(s) as reimbursement for all losses. The Fund also reserves the right to restrict you from making future purchases in the Fund or any other series of the Trust. There is a $25 fee for all returned items, including checks and electronic funds transfers. Please note that there is a 10 calendar day hold on all purchases by check, or through electronic funds transfer.

For Eligible Investors in Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 27

The Fund may suspend or terminate the offering of Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

Other information for Benefit Plans

Other information for Eligible Investors

Transaction methods for purchases

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number 011000028

DDA Number 99054546

Specify on the wire:

28 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 29

Redeeming shares

Institutional Class shares

You may be required to complete and return certain forms to effect your redemption. Before you complete your redemption request, please make sure you understand the possible federal and other income tax consequences of a redemption. Neither the Fund nor its transfer agent can process redemption requests that specify a certain price or date; these requests will be deemed not in “good order” and will be returned. (See the section entitled “Important transaction information—Good Order” below.)

Usually, the Fund sends redemption proceeds on the next business day after the Fund receives a redemption request in “good order” as determined by the Fund’s transfer agent (or other authorized Fund agent), but not later than seven days afterwards.

30 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

If you request a redemption, we will send the proceeds by check to the address of record, or by electronic funds transfer to the bank account on file. A letter of instruction with a bank Medallion Signature Guarantee of all owners exactly as registered on the account is required if the redemption is sent to (i) a bank account not on file, (ii) an address other than the address of record, or (iii) an address of record that has been changed within the last 30 calendar days. You may obtain a Medallion Signature Guarantee from some commercial or savings banks, credit unions, trust companies or member firms of a U.S. stock exchange. A notary public cannot provide a Medallion Signature Guarantee.

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

For Direct Purchasers, Eligible Investors and their clients (Institutional Class shares)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 31

32 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

satisfy the difference between the redemption amount and the lesser of the two previously mentioned figures with securities from the Fund’s portfolio instead of cash. This is referred to as a “distribution in-kind” redemption and the securities you receive in this manner represent a portion of the Fund’s entire portfolio. The securities you receive will be selected by the Fund in its discretion. The investor receiving the securities will be responsible for disposing of the securities and bearing any associated costs.

Exchanging shares

Overview

Once made, an exchange request by mail cannot be modified or cancelled.

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 33

By systematic exchange: Under this feature, TIAA-CREF automatically redeems shares in the Fund and purchases shares in another fund or series of the Trust as specified by the applicable agreement. However, the Fund does not offer systematic exchanges for Direct Purchasers in the Institutional Class shares. For all systematic exchanges, you must specify the dollar amount and the funds involved in the exchange. If you want to set up a systematic exchange, contact TIAA-CREF. You can terminate the plan or change the amount or frequency of the exchanges by writing or calling the number identified in the section entitled “Purchasing shares” above. Requests to establish, terminate, or change the amount or frequency of exchanges will become effective within five days after the Fund receives your instructions. All account owners must sign the systematic exchange request. Similarly, all account owners must sign any request to increase the amount or frequency of systematic exchanges.

Important transaction information

34 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Minimum Account Size.

Changing Your Address.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 35

eligible guarantor institution that the signature(s) on the written request is (are) valid. Certain commercial banks, trust companies, savings associations, credit unions and members of U.S. stock exchanges participate in the Medallion Signature Guarantee program. No other form of signature verification will be accepted. A notary public cannot provide a signature guarantee. For more information about when a Medallion Signature Guarantee may be required, please contact the Fund or your Relationship Manager (for Direct Purchasers).

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

36 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Market timing/excessive trading policy—applicable to all investors

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 37

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

Additional information about index providers

The Russell 1000^® Growth Index is a trademark/service mark of the Russell Investment Group. The Russell Investment Group is the owner of the copyrights relating to the Russell Indexes and is the source and owner of the data contained or reflected in the performance values relating to the Russell Indexes. The Fund is not promoted by, nor in any way affiliated with, the Russell Investment Group. The Russell Investment Group is not responsible for and has not reviewed the Fund nor any associated literature or publications and the Russell Investment

38 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Group makes no representation or warranty, express or implied, as to their accuracy, or completeness, or otherwise.

Russell reserves the right, at any time and without notice, to alter, amend, terminate or in any way change the Russell Indexes. Russell has no obligation to take the needs of any particular fund or its participants or any other product or person into consideration in determining, composing or calculating any of the Russell Indexes.

Russell’s publication of the Russell Indexes in no way suggests or implies an opinion by Russell as to the attractiveness or appropriateness of investment in any or all securities upon which the Russell Indexes are based. russell makes no representation, warranty or guarantee as to the accuracy, completeness, reliability or otherwise of the russell indexes or any data included in the russell indexes. russell makes no representation, warranty or guarantee regarding the use or the results of use of the russell indexes or any data included therein, or any securities (or combination thereof) comprising the russell indexes. russell makes no other express or implied warranty, and expressly disclaims any warranty, of any kind, including without limitation, any warranty of merchantability or fitness for a particular purpose with respect to the russell index(es) or any data or any security (or combination thereof) included therein.

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 39

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

40 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

Financial highlights

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 41

Financial highlights

Enhanced Large-Cap Growth Index Fund


				Selected per share data
						Gain (loss) from investment operations
													Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments		Total gain (loss) from investment operations		Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 11.53		$ 0.14			$ 1.44		$ 1.58		$ (0.12	)		$ (0.80	)
	10/31/13				9.65		0.14			2.22		2.36		(0.12	)		(0.36	)
	10/31/12				9.54		0.11			0.93		1.04		(0.10	)		(0.83	)
	10/31/11				9.05		0.10			0.86		0.96		(0.09	)		(0.38	)
	10/31/10		^†		8.63		0.00	^d		0.42		0.42		—			—
	9/30/10				7.77		0.10			0.85		0.95		(0.09	)		—


^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^d	Amount represents less than $0.01 per share.
^†	Amounts shown are for the one-month period ended October 31, 2010 and are not necessarily indicative of a full year of operations. The Fund changed its fiscal year end from September 30 to October 31.

42 Prospectus ■ TIAA-CREF Enhanced Large-Cap Growth Index Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (0.92	)		$12.19		14.75	%		$1,785,221		0.35	%		0.35	%		1.22	%		105	%
	(0.48	)		11.53		25.73			1,471,091		0.37			0.37			1.34			104
	(0.93	)		9.65		12.07			1,007,636		0.38			0.38			1.16			150
	(0.47	)		9.54		10.78			818,884		0.38			0.37			1.05			121
	—			9.05		4.87	^b		777,478		0.47	^c		0.40	^c		0.41	^c		8	^b
	(0.09	)		8.63		12.22			737,787		0.40			0.39			1.21			130

TIAA-CREF Enhanced Large-Cap Growth Index Fund ■ Prospectus 43

For more information about TIAA-CREF Funds

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account


1940 Act File No. 811-9301	A11955 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF Enhanced Large-Cap Value Index Fund

of the TIAA-CREF Funds

Class Ticker: Institutional TEVIX

This Prospectus describes the Institutional Class shares offered by the TIAA-CREF Enhanced Large-Cap Value Index Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Payments to broker-dealers and other financial intermediary compensation 9

Additional information about investment strategies and risks 9

Additional information on principal investment risks of the Fund 10

Additional information about the Fund’s benchmark index 13

Additional information on principal and non-principal investment strategies 13

Portfolio holdings 14

Portfolio turnover 14

Share classes 15

Management of the Fund 15

The Fund’s investment adviser 15

Investment management fees 16

Portfolio management team 16

Other services 17

Distribution and services arrangements 17

Your account: purchasing, redeeming or exchanging shares 23

Taxes 20

Important transaction information 34

Purchasing shares 25

Redeeming shares 30

Exchanging shares 32

Market timing/excessive trading policy–applicable to all investors 36

Electronic prospectuses 38

Additional information about index providers 38

Glossary 39

Financial highlights 41

Summary information

TIAA-CREF Enhanced Large-Cap Value Index Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, primarily from equity securities of large domestic companies.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%
Maximum Deferred Sales Charge	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%
Redemption or Exchange Fee	0%
Maximum Account Fee	0%

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)


		Institutional Class
Management Fees		0.33%
Other Expenses		0.02%
Total Annual Fund Operating Expenses		0.35%
Waivers and Expense Reimbursements¹		—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.35%

1	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 3


	Fund Fees and Expenses and extraordinary expenses) that exceed 0.40% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example


	Institutional Class
1 Year	$	36
3 Years	$	113
5 Years	$	197
10 Years	$	443

Portfolio turnover

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in large domestic companies included in the Fund’s benchmark index, the Russell 1000^® Value Index, at the time of purchase, but not necessarily at index weightings. For purposes of the 80% investment policy, “large-cap” securities are securities of issuers with a capitalization equal to or greater than the top 80% of issuers by capitalization within the Russell 1000^® Index at the time of purchase. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

The Fund follows an enhanced index management strategy. The Fund’s investment adviser, Teachers Advisors, Inc. (“Advisors”), actively uses quantitative analysis to attempt to enhance the Fund’s performance relative to the Russell 1000^® Value Index while retaining a similar risk profile, instead of passively holding a representative basket of securities designed to match the

4 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

index. The Russell 1000^® Value Index is a subset of the Russell 1000^® Index, which represents the performance of the large-cap value segment of the U.S. equity universe. It includes those Russell 1000^® Index companies with lower price-to-book ratios and lower expected growth values.

Under these quantitative modeling techniques, a number of variables related to individual stocks are evaluated to select a broadly diversified group of stocks that may have the potential to provide a higher total return than that of the benchmark index, the Russell 1000^® Value Index. The Fund uses a proprietary, quantitative stock scoring model to evaluate and score a broad universe of stocks in which the Fund invests.

Advisors will generally attempt to overweight securities (relative to the benchmark) that score high in the stock selection screening process and to either not hold or underweight securities that score low in the screening process. The Fund may also purchase foreign securities and securities issued in connection with reorganizations or other special situations. The Fund may also purchase and sell swaps and other equity derivatives to carry out the Fund’s investment strategies. The Fund’s strategy is based upon Advisors’ understanding of the interplay of market factors and does not assure successful investment. The markets or the process of selecting individual securities may be affected by factors not taken into account in Advisors’ analysis.

Principal investment risks

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 5

· Risks of Value Investing—Securities believed to be undervalued are subject to the risks that the issuer’s potential business prospects are not realized, its potential value is never recognized by the market or the securities were appropriately priced when acquired. As a result, value stocks can be overpriced when acquired and may not perform as anticipated.

· Enhanced Index Risk—As an enhanced index fund, the Fund may also underperform its benchmark index due to differences between the investments of the Fund and its benchmark index.

· Quantitative Analysis Risk—The risk that stocks selected using quantitative modeling and analysis could perform differently from the market as a whole.

· Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. The Fund may use futures, options, single name or index credit default swaps, or forwards, and the Fund may also use more complex derivatives such as swaps that might present liquidity, credit and counterparty risk. When investing in derivatives, the Fund may lose more than the principal amount invested.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The

6 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year since inception of the Institutional Class. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the period covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional Class over the one-year, five-year, ten-year and since-inception periods (where applicable) ended December 31, 2014, and how those returns compare to those of the Fund’s benchmark index.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 17.74%, for the quarter ended September 30, 2009. Worst quarter: -21.54%, for the quarter ended December 31, 2008.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 7

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Five Years		Since Inception
Institutional Class		11/30/2007
	Return Before Taxes		10.54	%	14.28	%	5.57	%
	Return After Taxes on Distributions		7.36	%	12.53	%	4.34	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		7.77	%	11.15	%	4.16	%
Russell 1000^® Value Index
(reflects no deductions for fees, expenses or taxes)			13.45	%	15.42	%	6.22	%^†
Current performance of the Fund’s shares may be higher or lower than that shown above.
^†	Performance is calculated from the inception date of the Institutional Class.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs).

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

Portfolio Managers. The following persons manage the Fund on a day-to-day basis:



Name:	Michael S. Shing, CFA	Pei Chen
Title:	Managing Director	Director
Experience on Fund:	since 2007	since 2007

Purchase and sale of Fund shares

Institutional Class shares are available for purchase directly from the Fund by certain eligible investors (which include employee benefit plans and financial intermediaries).

8 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

Tax information

Payments to broker-dealers and other financial intermediary compensation

Additional information about investment strategies and risks

Additional information about the Fund

As noted in the “Principal investment strategies” section of this Prospectus, the Fund has a policy of normally investing at least 80% of its assets (net assets, plus the amount of any borrowings for investment purposes) in securities of large domestic companies within its benchmark index. Shareholders will receive at least 60 days’ prior notice before changes are made to the 80% policy.

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 9

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

10 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

conditions, including for reasons unrelated to their businesses or economic fundamentals.

· Risks of Value Investing—Securities believed to be undervalued are subject to the risks that: (1) the issuer’s potential business prospects are not realized; (2) their potential values are never recognized by the market; and (3) due to unanticipated or unforeseen problems associated with the issuer or industry, they were appropriately priced when acquired and therefore do not perform as anticipated.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 11

expenses, and therefore, the ability of an enhanced index fund to match the performance of its index is adversely affected by the costs of buying or selling investments as well as other expenses. Because an enhanced index fund follows a quantitative strategy and does not seek to replicate its benchmark index, the Fund may underperform its index to a greater extent than a fund that follows a passive index strategy.

· Derivatives Risk—The risks associated with investing in derivatives may be different and greater than the risks associated with directly investing in the underlying securities and other instruments. Derivatives such as swaps are subject to risks such as liquidity risk, interest rate risk, market risk, and credit risk. These derivatives involve the risk of mispricing or improper valuation and the risk that the prices of certain options, futures, swaps (including credit default swaps), forwards and other types of derivative instruments, and their prices, may not correlate perfectly with the prices or performance of the underlying security, currency, rate, index or other asset. Certain derivatives present the risk of default by the other party to the contract, and some derivatives are, or may suddenly become, illiquid. Some of these risks exist for futures and options which may trade on established markets. Unanticipated changes in interest rates, securities prices or currency exchange rates may result in poorer overall performance of the Fund than if it had not entered into derivatives transactions. The potential for loss as a result of investing in derivatives, and the speed at which such losses can be realized, may be greater than investing directly in the underlying security or other instrument. Derivative investments can create leverage by magnifying investment losses or gains, and the Fund could lose more than the amount invested.

12 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

Russell 1000^{^®} Value Index

The Russell 1000^® Value Index is a subset of the Russell 1000^® Index, which represents the top 1,000 U.S. equity securities in market capitalization (according to the Russell Investment Group). The Russell 1000^® Value Index contains higher weightings of roughly one-third of the Russell 1000^® Index securities with lower relative growth rates and price/book values and lower weightings of the roughly middle third of companies. The Russell 1000^® Value Index has higher weightings in those sectors of the market with typically lower relative valuations and growth rates, including sectors such as financial services and energy. As of December 31, 2014, the Russell 1000^® Value Index had a mean market capitalization of $113.6 billion and a median market capitalization of $7.4 billion. The largest market capitalization of companies in the Russell 1000^® Value Index was $397 billion. The Russell Investment Group determines the composition of the index based on certain factors and can change the index’s composition at any time.

Additional information on principal and non-principal investment strategies

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 13

received from put options sold may not reduce the extent of Fund losses during periods of market decline.

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

14 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

Share classes

The Fund offers only Institutional Class shares in this Prospectus.

Management of the Fund

The Fund’s investment adviser

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 15

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

INVESTMENT MANAGEMENT FEES


		Assets Under Management	Fee Rate
		(Billions)	(average daily net assets)
Enhanced Large-Cap Value Index Fund*		$0.0—$1.0	0.35%
		Over $1.0—$2.0	0.30%
		Over $2.0—$4.0	0.25%
		Over $4.0—$8.0	0.20%
		Over $8.0	0.15%

*	For the fiscal year ended October 31, 2014, the effective annual fee rate was 0.33% for the Fund.

Portfolio management team

16 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Team
Enhanced Large-Cap Value Index Fund
Michael S. Shing, CFA Managing Director	Quantitative Portfolio Management – Lead Portfolio Manager	Advisors, TCIM and other advisory affiliates of TIAA—2004 to Present (portfolio management of domestic large-cap and small-cap core and value portfolios); Barclays Global Investors—1993 to 2004 (Research Officer responsible for Japanese equity strategy and portfolio management of Japanese equity portfolios)	2004	1990	2007


Pei Chen Director	Quantitative Portfolio Management	Advisors, TCIM and other advisory affiliates of TIAA—2004 to Present (portfolio management of domestic large-cap core and value portfolios). Barra—1991 to 2004 (equity risk model research, market impact modeling and general quantitative equity research)	2004	1991	2007

Other services

Distribution and services arrangements

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 17

supermarkets, to provide access to their fund distribution platforms, as well as to provide transaction processing or administrative services. Additional information about payments to intermediaries appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

Calculating share price

The Fund determines its net asset value (“NAV”) per share, or share price, on each day the NYSE is open for business. The NAV for the Fund is calculated as of the time when regular trading closes on the NYSE (generally, 4:00 p.m. Eastern Time or at such earlier time that regular trading on the NYSE closes). The Fund does not price its shares on days that the NYSE is closed. NAV per share for each class is determined by dividing the value of the Fund’s assets attributable to such class, less all liabilities attributable to such class, by the total number of shares of the class outstanding.

18 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

takes advantage of the perceived difference in price from a foreign market closing price.

Dividends and distributions

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 19

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

20 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

December of a year and paid in January of the following year are taxable as if they were paid on December 31 of the prior year.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 21

22 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

cause the Fund to recognize taxable income in excess of the cash generated by such investments (which may require the Fund to liquidate other investments in order to make required distributions).

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

Share class eligibility

Overview

Definitions

· Benefit Plans (as defined below);

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 23

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Eligibility—Institutional Class

Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Institutional Class shares:

Institutional Class shares

24 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

p.m. Eastern Time. If you are a Direct Purchaser of Institutional Class shares, please contact your assigned relationship manager (“Relationship Manager”).

Purchasing shares

For Direct Purchasers of Institutional Class shares

How to open an account—Institutional Class

Minimum initial and subsequent investment

Transaction methods for purchases

By telephone: You can request electronic withdrawals from your designated bank account to buy additional Institutional Class shares by calling your Relationship Manager.

Make checks payable to “The TIAA-CREF Funds.”

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 25

First-Class Mail:

The TIAA-CREF Funds—Institutional Class

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—Institutional Class

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

Payment limitations: Generally, for Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

26 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

For Eligible Investors in Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

The Fund may suspend or terminate the offering of Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

You should first contact your employer to learn important details necessary to facilitate enrollment in a Benefit Plan. If you are investing through a financial

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 27

intermediary, you will need to follow the instructions and procedures provided by the intermediary.

Other information for Benefit Plans

Other information for Eligible Investors

Transaction methods for purchases

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number 011000028

DDA Number 99054546

Specify on the wire:

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

The Fund considers all purchase requests to be received when they are received in “good order” as determined by the Fund’s transfer agent (or other

28 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 29

Redeeming shares

Institutional Class shares

30 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

For Direct Purchasers, Eligible Investors and their clients (Institutional Class shares)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 31

Class shares wishing to make redemption orders by telephone should call their Relationship Manager.

In-kind redemptions of shares: Certain large redemptions of Fund shares may be detrimental to the Fund’s other shareholders because such redemptions can adversely affect a portfolio manager’s ability to implement the Fund’s investment strategy by causing premature sale of portfolio securities that would otherwise be held. Consequently, if, in any 90 day period, an investor redeems (sells) shares in an amount that exceeds the lesser of (i) $250,000 or (ii) 1% of the Fund’s assets, then the Fund, at its sole discretion, has the right (without prior notice) to satisfy the difference between the redemption amount and the lesser of the two previously mentioned figures with securities from the Fund’s portfolio instead of cash. This is referred to as a “distribution in-kind” redemption and the securities you receive in this manner represent a portion of the Fund’s entire portfolio. The securities you receive will be selected by the Fund in its discretion. The investor receiving the securities will be responsible for disposing of the securities and bearing any associated costs.

Exchanging shares

Overview

32 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

section entitled “Market timing/excessive trading policy” below, (ii) imposed by your financial intermediary or (iii) any limitations under your employer’s plan. Shareholders who own shares through an Eligible Investor such as a Benefit Plan or Financial Intermediary Account should contact the Eligible Investor for exchange requests.

Once made, an exchange request by mail cannot be modified or cancelled.

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 33

shares. For all systematic exchanges, you must specify the dollar amount and the funds involved in the exchange. If you want to set up a systematic exchange, contact TIAA-CREF. You can terminate the plan or change the amount or frequency of the exchanges by writing or calling the number identified in the section entitled “Purchasing shares” above. Requests to establish, terminate, or change the amount or frequency of exchanges will become effective within five days after the Fund receives your instructions. All account owners must sign the systematic exchange request. Similarly, all account owners must sign any request to increase the amount or frequency of systematic exchanges.

Important transaction information

34 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

shares may be detrimental to the Fund’s other shareholders because such transactions can adversely affect a portfolio manager’s ability to efficiently manage the Fund. By contacting the Fund before you attempt to redeem a large dollar amount, you may avoid in-kind payment of your request.

Minimum Account Size.

Changing Your Address.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 35

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

Market timing/excessive trading policy—applicable to all investors

The Board of Trustees has adopted policies and procedures to discourage this market timing activity. Under these policies and procedures, if, within a 60

36 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

calendar day period, a shareholder redeems or exchanges any monies out of the Fund, subsequently purchases or exchanges any monies back into the Fund and then redeems or exchanges any monies out of the Fund, the shareholder will not be permitted to transfer back into the Fund through a purchase or exchange for 90 calendar days.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 37

without advance notice. These efforts may include requesting transaction data from intermediaries from time to time to verify whether the Fund’s policies are being followed and/or to instruct intermediaries to take action against shareholders who have violated the Fund’s market timing policies.

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

Additional information about index providers

The Russell 1000^® Value Index is a trademark/service mark of the Russell Investment Group. The Russell Investment Group is the owner of the copyrights relating to the Russell Indexes and is the source and owner of the data contained or reflected in the performance values relating to the Russell Indexes. The Fund is not promoted by, nor in any way affiliated with, the Russell Investment Group. The Russell Investment Group is not responsible for and has not reviewed the Fund nor any associated literature or publications and the Russell Investment Group makes no representation or warranty, express or implied, as to their accuracy, or completeness, or otherwise.

38 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

including without limitation, any warranty of merchantability or fitness for a particular purpose with respect to the russell index(es) or any data or any security (or combination thereof) included therein.

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 39

[This page intentionally left blank.]

40 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

Financial highlights

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 41

Financial highlights

Enhanced Large-Cap Value Index Fund


				Selected per share data
						Gain (loss) from investment operations
													Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments		Total gain (loss) from investment operations		Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 10.64		$ 0.17			$ 1.23		$ 1.40		$ (0.16	)		$ (0.70	)
	10/31/13				8.64		0.18			2.20		2.38		(0.19	)		(0.19	)
	10/31/12				8.01		0.17			0.94		1.11		(0.15	)		(0.33	)
	10/31/11				7.72		0.15			0.32		0.47		(0.11	)		(0.07	)
	10/31/10		^†		7.48		0.01			0.23		0.24		—			—
	9/30/10				7.10		0.14			0.36		0.50		(0.12	)		—


^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^†	Amounts shown are for the one-month period ended October 31, 2010 and are not necessarily indicative of a full year of operations. The Fund changed its fiscal year end from September 30 to October 31.

42 Prospectus ■ TIAA-CREF Enhanced Large-Cap Value Index Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (0.86	)		$11.18		14.29	%		$1,723,933		0.35	%		0.35	%		1.63	%		91	%
	(0.38	)		10.64		28.65			1,415,633		0.36			0.36			1.86			80
	(0.48	)		8.64		14.73			1,050,177		0.38			0.38			2.12			87
	(0.18	)		8.01		6.19			800,221		0.38			0.37			1.79			114
	—			7.72		3.21	^b		752,004		0.47	^c		0.40	^c		1.44	^c		10	^b
	(0.12	)		7.48		7.12			726,396		0.40			0.39			1.87			54

TIAA-CREF Enhanced Large-Cap Value Index Fund ■ Prospectus 43

For more information about TIAA-CREF Funds

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account


1940 Act File No. 811-9301	A11956 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF Equity Index Fund

of the TIAA-CREF Funds

Class Ticker: Retail TINRX Retirement TIQRX Premier TCEPX Institutional TIEIX

This Prospectus describes the Retail, Retirement, Premier and Institutional Class shares offered by the TIAA-CREF Equity Index Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Purchase and sale of Fund shares 7

Payments to broker-dealers and other financial intermediary compensation 8

Additional information about investment strategies and risks 9

Additional information on principal investment risks of the Fund 9

Additional information about the Fund’s benchmark index 11

Additional information on principal and non-principal investment strategies 12

Share classes 13

Portfolio management team 15

Your account: purchasing, redeeming or exchanging shares 23

Taxes 20

Conversion of shares–applicable to all investors 36

Important transaction information 37

Market timing/excessive trading policy–applicable to all investors 41

Electronic prospectuses 43

Additional information about index providers 43

Glossary 43

Financial highlights 45

Summary information

TIAA-CREF Equity Index Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, by investing primarily in a portfolio of equity securities selected to track the overall U.S. equity markets based on a market index.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Retail Class	Retirement Class	Premier Class	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%	0%	0%	0%
Maximum Deferred Sales Charge	0%	0%	0%	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%	0%	0%	0%
Redemption or Exchange Fee	0%	0%	0%	0%
Account Maintenance Fee (annual fee on accounts under $2,000)	$15.00	0%	0%	0%

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)


		Retail Class	Retirement Class	Premier Class	Institutional Class
Management Fees		0.04%	0.04%	0.04%	0.04%
Distribution (Rule 12b-1) Fees		0.25%	—	0.15%	—
Other Expenses		0.07%	0.26%	0.01%	0.01%
Total Annual Fund Operating Expenses		0.36%	0.30%	0.20%	0.05%
Waivers and Expense Reimbursements¹		—	—	—	—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.36%	0.30%	0.20%	0.05%

1	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating

TIAA-CREF Equity Index Fund ■ Prospectus 3


	Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired Fund Fees and Expenses and extraordinary expenses) that exceed: (i) 0.48% of average daily net assets for Retail Class shares; (ii) 0.34% of average daily net assets for Retirement Class shares; (iii) 0.24% of average daily net assets for Premier Class shares; and (iv) 0.09% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example


	Retail Class		Retirement Class		Premier Class		Institutional Class
1 Year	$	37	$	31	$	20	$	5
3 Years	$	116	$	97	$	64	$	16
5 Years	$	202	$	169	$	113	$	28
10 Years	$	456	$	381	$	255	$	64

Portfolio turnover

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in equity securities of its benchmark index (the Russell 3000^® Index). The Russell 3000^® Index measures the performance of the largest 3,000 U.S. companies representing approximately 98% of the investable U.S. equity market. The Fund buys most, but not necessarily all, of the stocks in its benchmark index, and will attempt to closely match the overall investment characteristics of its benchmark index. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

The Fund is designed to track various U.S. equity markets as a whole or a segment of these markets. The Fund primarily invests its assets in equity

4 Prospectus ■ TIAA-CREF Equity Index Fund

securities its investment adviser, Teachers Advisors, Inc. (“Advisors”), has selected to track a designated stock market index. Because the return of an index is not reduced by investment and other operating expenses, the Fund’s ability to match the returns of the Russell 3000^® Index is negatively affected by the costs of buying and selling securities as well as the Fund’s fees and other expenses. The use of a particular index by the Fund is not a fundamental policy and may be changed without shareholder approval. The portfolio management team of Advisors will attempt to build a portfolio that generally matches the market weighted investment characteristics of the Fund’s benchmark index.

Principal investment risks

· Mid-Cap Risk—The risk that the stocks of mid-capitalization companies often experience greater price volatility, lower trading volume and less liquidity than the stocks of larger, more established companies.

· Small-Cap Risk—The risk that the stocks of small-capitalization companies often experience greater price volatility than large- or mid-sized companies because small-cap companies are often newer or less established than larger companies and are likely to have more limited resources, products and markets. Securities of small-cap companies are often less liquid than securities of larger companies as a result of there being a smaller market for their securities.

TIAA-CREF Equity Index Fund ■ Prospectus 5

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year for the last ten years. Because the expenses vary across share classes, the performance of the Institutional Class may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the period covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional Class, Retirement Class, Premier Class and Retail Class over the one-year, five-year, ten-year and since-inception periods (where applicable) ended December 31, 2014, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 16.89%, for the quarter ended June 30, 2009. Worst quarter: -22.73%, for the quarter ended December 31, 2008.

6 Prospectus ■ TIAA-CREF Equity Index Fund

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Five Years		Ten Years
Institutional Class		7/1/1999
	Return Before Taxes		12.52	%	15.57	%	7.91	%
	Return After Taxes on Distributions		11.80	%	15.11	%	7.40	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		7.50	%	12.54	%	6.40	%
Retail Class		3/31/2006
	Return Before Taxes		12.20	%	15.25	%	7.72	%*
Retirement Class		3/31/2006
	Return Before Taxes		12.21	%	15.28	%	7.69	%*
Premier Class		9/30/2009
	Return Before Taxes		12.40	%	15.38	%	7.83	%*
Russell 3000^® Index
(reflects no deductions for fees, expenses or taxes)			12.56	%	15.63	%	7.94	%
Current performance of the Fund’s shares may be higher or lower than that shown above.
*	The performance shown for the Retail, Retirement and Premier Classes that is prior to their inception date is based on performance of the Fund’s Institutional Class. The performance for these periods has not been restated to reflect higher expenses of the Retail, Retirement and Premier Classes. If those expenses had been reflected, the performance would have been lower.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

Portfolio Managers. The following persons manage the Fund on a day-to-day basis:




Name:	Philip James (Jim) Campagna, CFA	Lei Liao, CFA
Title:	Senior Director	Director
Experience on Fund:	since 2005	since 2014

Purchase and sale of Fund shares

TIAA-CREF Equity Index Fund ■ Prospectus 7

Fund by certain eligible investors (which include employee benefit plans and financial intermediaries).

· There is no minimum initial or subsequent investment for Retirement Class shares. Retirement Class shares are primarily offered through employer-sponsored employee benefit plans.

Tax information

Payments to broker-dealers and other financial intermediary compensation

8 Prospectus ■ TIAA-CREF Equity Index Fund

Additional information about investment strategies and risks

Additional information about the Fund

As noted in the “Principal investment strategies” section of this Prospectus, the Fund has a policy of normally investing at least 80% of its assets (net assets, plus the amount of any borrowings for investment purposes) in equity securities of its benchmark index, the Russell 3000^®Index. Shareholders will receive at least 60 days’ prior notice before changes are made to the 80% policy.

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

TIAA-CREF Equity Index Fund ■ Prospectus 9

other instruments. More specifically, the Fund typically is subject to the following investment risks:

· Mid-Cap Risk—Securities of medium-sized companies may experience greater fluctuations in price than the securities of larger companies. From time to time, medium-sized company securities may have to be sold at a discount from their current market prices or in small lots over an extended period, since they may be harder to sell than larger-cap securities. In

10 Prospectus ■ TIAA-CREF Equity Index Fund

addition, it may be difficult to find buyers for securities of medium-sized companies that the Fund wishes to sell when the company is not perceived favorably in the marketplace or during periods of poor economic or market conditions. Such companies may be subject to certain business risks due to their smaller size, limited markets and financial resources, narrow product lines and frequent lack of depth of management. The costs of purchasing and selling securities of medium-sized companies may be greater than those of more widely traded securities.

· Small-Cap Risk—Securities of small-sized companies may experience greater fluctuations in price than the securities of larger companies. From time to time, small-sized company securities may have to be sold at a discount from their current market prices or in small lots over an extended period, since they may be harder to sell than larger-cap securities. In addition, it may be difficult to find buyers for securities of small-sized companies that the Fund wishes to sell when the company is not perceived favorably in the marketplace or during periods of poor economic or market conditions. Such companies may be subject to certain business risks due to their smaller size, limited markets and financial resources, narrow product lines and frequent lack of depth of management. The costs of purchasing and selling securities of small-sized companies may be greater than those of more widely traded securities.

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

Russell 3000^{^®} Index

The Russell 3000^® Index represents the 3,000 largest publicly traded U.S. companies, based on market capitalization (according to the Russell Investment Group). Russell 3000^® Index companies represent about 98% of the total market capitalization of the publicly traded U.S. equity market. As of December 31, 2014, the Russell 3000^® Index had a mean market capitalization of $109.7 billion and a median market capitalization of $1.5 billion. The largest market capitalization of companies in the Russell 3000^® Index was $665.6 billion. The Russell Investment Group determines the composition of the index based only on market capitalization and can change its composition at any time.

TIAA-CREF Equity Index Fund ■ Prospectus 11

Additional information on principal and non-principal investment strategies

12 Prospectus ■ TIAA-CREF Equity Index Fund

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

Share classes

TIAA-CREF Equity Index Fund ■ Prospectus 13

no matter which class of shares is held. However, there are differences among the fees and expenses associated with each class and not everyone is eligible to buy every class. After determining which classes you are eligible to buy, decide which class best suits your needs. Please contact us if you have questions or would like assistance in determining which class is right for you.

Management of the Fund

The Fund’s investment adviser

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

14 Prospectus ■ TIAA-CREF Equity Index Fund

INVESTMENT MANAGEMENT FEES


	Assets Under Management	Fee Rate
	(Billions)	(average daily net assets)
Equity Index Fund	All assets	0.04%

Portfolio management team


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Team
Equity Index Fund
Philip James (Jim) Campagna, CFA Senior Director	Quantitative Portfolio Management	Advisors, TCIM and other advisory affiliates of TIAA—2005 to Present (portfolio management of domestic and international large-, mid- and small-cap equity index portfolios), Mellon Capital Management—1997 to 2005 (portfolio manager for a variety of equity index funds)	2005	1991	2005
Lei Liao, CFA Director	Quantitative Portfolio Management	Advisors, TCIM and other advisory affiliates of TIAA—2012 to Present (portfolio management of domestic and international large-, mid- and small-cap equity index portfolios), Northern Trust Global Investment—2007 to 2012 (portfolio management of domestic and international, tax advantaged and index portfolios). World Asset Management—2005 to 2007 (portfolio manager for a variety of equity index funds)	2012	2005	2014

The Fund’s SAI provides additional disclosure about the compensation structure for the Fund’s portfolio managers, the other accounts they manage,

TIAA-CREF Equity Index Fund ■ Prospectus 15

total assets in those accounts and potential conflicts of interest, as well as the portfolio managers’ ownership of shares of the Fund.

Other services

Distribution and services arrangements

All classes

16 Prospectus ■ TIAA-CREF Equity Index Fund

Retail Class

More information about the Fund’s distribution and services arrangements for Retail Class shares appears in the Fund’s SAI.

Retirement Class

More information about the Fund’s distribution and services arrangements for Retirement Class shares appears in the Fund’s SAI.

Premier Class

More information about the Fund’s distribution and services arrangements for Premier Class shares appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

TIAA-CREF Equity Index Fund ■ Prospectus 17

Other arrangements

Calculating share price

The Fund determines its net asset value (“NAV”) per share, or share price, on each day the NYSE is open for business. The NAV for the Fund is calculated as of the time when regular trading closes on the NYSE (generally, 4:00 p.m. Eastern Time or at such earlier time that regular trading on the NYSE closes). The Fund does not price its shares on days that the NYSE is closed. NAV per share for each class is determined by dividing the value of the Fund’s assets attributable to such class, less all liabilities attributable to such class, by the total number of shares of the class outstanding.

18 Prospectus ■ TIAA-CREF Equity Index Fund

takes advantage of the perceived difference in price from a foreign market closing price.

Dividends and distributions

TIAA-CREF Equity Index Fund ■ Prospectus 19

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

20 Prospectus ■ TIAA-CREF Equity Index Fund

December of a year and paid in January of the following year are taxable as if they were paid on December 31 of the prior year.

TIAA-CREF Equity Index Fund ■ Prospectus 21

22 Prospectus ■ TIAA-CREF Equity Index Fund

cause the Fund to recognize taxable income in excess of the cash generated by such investments (which may require the Fund to liquidate other investments in order to make required distributions).

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

Share class eligibility

Overview

Each of the Fund’s share classes has certain eligibility requirements that apply when purchasing Fund shares. Eligibility to purchase a certain class of shares is generally based on the type of account being opened in the Fund as well as certain account minimums. In order to better understand the eligibility requirements outlined below, the following defined terms shall apply when used throughout this Prospectus.

Definitions

· Benefit Plans (as defined below);

TIAA-CREF Equity Index Fund ■ Prospectus 23

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Eligibility—Retail Class and Institutional Class

Retail Class and Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Eligibility—Retirement Class and Premier Class

Retirement Class and Premier Class shares are available for purchase by or through the following types of accounts:

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

24 Prospectus ■ TIAA-CREF Equity Index Fund

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Retail Class and Institutional Class shares:

There are no minimum account requirements, including initial or subsequent minimum investment requirements, for Retirement Class or Premier Class shares.

All share classes

The Fund reserves the right to determine in its sole discretion whether any person, financial intermediary or entity is eligible to purchase Retail, Retirement, Premier or Institutional Class shares. For more information with regard to Retail Class shares, please call the Fund at 800 223-1200, Monday through Friday, from 8:00 a.m. to 10:00 p.m. Eastern Time. For more information with regard to Retirement, Premier or Institutional Class shares, please call the Fund at 800 842-2252, Monday through Friday, from 8:00 a.m. to 10:00 p.m. Eastern Time. If you are a Direct Purchaser of Institutional Class shares, please contact your assigned relationship manager (“Relationship Manager”).

TIAA-CREF Equity Index Fund ■ Prospectus 25

Purchasing shares

For Retail Class shares and Direct Purchasers of Institutional Class shares

How to open an account—Retail Class

How to open an account—Institutional Class

Minimum initial and subsequent investment

The minimum initial investment for Retail Class shares in Traditional IRA, Roth IRA and Coverdell accounts is $2,000 per Fund account. The minimum initial investment for Retail Class shares in all other accounts is $2,500 per Fund account. For Direct Purchasers of Institutional Class shares, the minimum initial investment is $10,000,000 per Fund account. The Fund can only accept payment to establish a new account if the check presented for deposit into the new account is drawn against an account registered in the same name as the prospective investor.

26 Prospectus ■ TIAA-CREF Equity Index Fund

calling 800 223-1200, or you may download it from the Fund’s website. The Retail Class imposes a $100,000 per fund per day limit on telephone and web purchases.

Transaction methods for purchases

Make checks payable to “The TIAA-CREF Funds.”

First-Class Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

TIAA-CREF Equity Index Fund ■ Prospectus 27

those days are not business days). Investments must be made for at least $100 per Fund account. You can change the date or amount of your investment, or terminate the Automatic Investment Plan, at any time by letter or by telephone or over the Internet. The change will take effect approximately five business days after the Fund receives your request. As used herein, the term “business day” means any day that the NYSE is open for trading.

Payment limitations: Generally, for Retail Class shareholders and Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

28 Prospectus ■ TIAA-CREF Equity Index Fund

For Eligible Investors in Retirement, Premier and Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

The Fund may suspend or terminate the offering of Retirement, Premier and Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

TIAA-CREF Equity Index Fund ■ Prospectus 29

Other information for Benefit Plans

Other information for Eligible Investors

Transaction methods for purchases

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number (all classes) 011000028

DDA Number


	Retail Class:	99052771
	All other classes:	99054546

Specify on the wire:

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

The Fund considers all purchase requests to be received when they are received in “good order” as determined by the Fund’s transfer agent (or other

30 Prospectus ■ TIAA-CREF Equity Index Fund

TIAA-CREF Equity Index Fund ■ Prospectus 31

Redeeming shares

All share classes

32 Prospectus ■ TIAA-CREF Equity Index Fund

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Retirement, Premier and Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

For Direct Purchasers, Eligible Investors and their clients (Retail and Institutional Class shares)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

Over the Internet: With TIAA-CREF’s Web Center, Direct Purchasers of Retail Class shares can redeem their shares over the Internet although there is a limit on Internet redemptions. Investors in the Retail Class shares are limited to Internet redemptions of up to $100,000 per fund per day. Internet redemptions are not available for self-directed IRA accounts and Coverdell education savings accounts held by Direct Purchasers. Retirement, Premier and Institutional Class shares held through a Benefit Plan or other account administered by TIAA-CREF are limited to a maximum cumulative Internet redemption of $50,000 on a rolling 12 month basis. TIAA-CREF’s Web Center can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org. Before you can use the Web Center, you must enter your Social Security number, date of birth and active account number. The Fund will use reasonable procedures to confirm that the instructions given are genuine. All transactions over the Web Center are recorded electronically.

TIAA-CREF Equity Index Fund ■ Prospectus 33

· Direct Purchasers of Retail Class shares can redeem amounts up to $100,000 per fund per day by phone.

34 Prospectus ■ TIAA-CREF Equity Index Fund

previously mentioned figures with securities from the Fund’s portfolio instead of cash. This is referred to as a “distribution in-kind” redemption and the securities you receive in this manner represent a portion of the Fund’s entire portfolio. The securities you receive will be selected by the Fund in its discretion. The investor receiving the securities will be responsible for disposing of the securities and bearing any associated costs.

Exchanging shares

Overview

Once made, an exchange request by mail cannot be modified or cancelled.

TIAA-CREF Equity Index Fund ■ Prospectus 35

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

Conversion of shares—applicable to all investors

36 Prospectus ■ TIAA-CREF Equity Index Fund

the NAV of each class of the Fund will generally vary from the NAVs of the other classes due to differences in expenses, you will receive a different number of shares in the new class than you held in the old class, but the total value of your holdings will remain the same.

Voluntary conversions

Mandatory conversions

Important transaction information

TIAA-CREF Equity Index Fund ■ Prospectus 37

generally includes receipt of sufficient funds by the Fund’s transfer agent (or other authorized Fund agent) to effect the purchase. The Fund, its transfer agent or any other authorized Fund agent may, in their sole discretion, determine whether any particular transaction request is in good order and reserve the right to change or waive any good order requirement at any time.

Minimum Account Size.

38 Prospectus ■ TIAA-CREF Equity Index Fund

Changing Your Address.

· Premier and Retirement Class. To change the address on an Eligible Investor account, please send the Fund a written notification.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

TIAA-CREF Equity Index Fund ■ Prospectus 39

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

40 Prospectus ■ TIAA-CREF Equity Index Fund

Market timing/excessive trading policy—applicable to all investors

TIAA-CREF Equity Index Fund ■ Prospectus 41

including but not limited to when it is determined that enforcement of these policies and procedures is not necessary to protect the Fund from the effects of short-term trading.

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

42 Prospectus ■ TIAA-CREF Equity Index Fund

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

Additional information about index providers

The Russell 3000^® Index is a trademark/service mark of the Russell Investment Group. The Russell Investment Group is the owner of the copyrights relating to the Russell Indexes and is the source and owner of the data contained or reflected in the performance values relating to the Russell Indexes. The Fund is not promoted by, nor in any way affiliated with, the Russell Investment Group. The Russell Investment Group is not responsible for and has not reviewed the Fund nor any associated literature or publications and the Russell Investment Group makes no representation or warranty, express or implied, as to their accuracy, or completeness, or otherwise.

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

TIAA-CREF Equity Index Fund ■ Prospectus 43

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

44 Prospectus ■ TIAA-CREF Equity Index Fund

Financial highlights

TIAA-CREF Equity Index Fund ■ Prospectus 45

Financial highlights

Equity Index Fund


				Selected per share data
						Gain (loss) from investment operations
													Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments		Total gain (loss) from investment operations		Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 13.65		$ 0.27			$ 1.88		$ 2.15		$ (0.24	)		$ (0.05	)
	10/31/13				10.84		0.25			2.81		3.06		(0.19	)		(0.06	)
	10/31/12				9.58		0.21			1.18		1.39		(0.13	)		—
	10/31/11				9.03		0.18			0.53		0.71		(0.16	)		—
	10/31/10		^†		8.70		0.01			0.32		0.33		—			—
	9/30/10				7.97		0.16			0.70		0.86		(0.13	)		—

Premier Class
	10/31/14				13.61		0.25			1.87		2.12		(0.22	)		(0.05	)
	10/31/13				10.81		0.24			2.80		3.04		(0.18	)		(0.06	)
	10/31/12				9.56		0.20			1.17		1.37		(0.12	)		—
	10/31/11				9.03		0.16			0.52		0.68		(0.15	)		—
	10/31/10		^†		8.69		0.01			0.33		0.34		—			—
	9/30/10				7.97		0.16			0.69		0.85		(0.13	)		—

Retirement Class
	10/31/14				13.82		0.24			1.91		2.15		(0.21	)		(0.05	)
	10/31/13				10.97		0.23			2.84		3.07		(0.16	)		(0.06	)
	10/31/12				9.69		0.19			1.20		1.39		(0.11	)		—
	10/31/11				9.13		0.16			0.53		0.69		(0.13	)		—
	10/31/10		^†		8.79		0.01			0.33		0.34		—			—
	9/30/10				8.06		0.14			0.71		0.85		(0.12	)		—

Retail Class
	10/31/14				13.85		0.23			1.92		2.15		(0.20	)		(0.05	)
	10/31/13				10.99		0.22			2.85		3.07		(0.15	)		(0.06	)
	10/31/12				9.72		0.18			1.20		1.38		(0.11	)		—
	10/31/11				9.17		0.16			0.53		0.69		(0.14	)		—
	10/31/10		^†		8.83		0.01			0.33		0.34		—			—
	9/30/10				8.09		0.14			0.72		0.86		(0.12	)		—


^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^g	Does not include in-kind transactions.
^†	Amounts shown are for the one-month period ended October 31, 2010 and are not necessarily indicative of a full year of operations. The Fund changed its fiscal year end from September 30 to October 31.

46 Prospectus ■ TIAA-CREF Equity Index Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (0.29	)		$15.51		16.00	%		$7,998,323		0.05	%		0.05	%		1.88	%		6	%
	(0.25	)		13.65		28.85			6,705,277		0.06			0.06			2.09			8	^g
	(0.13	)		10.84		14.75			3,706,630		0.07			0.07			2.08			6	^g
	(0.16	)		9.58		7.88			1,749,384		0.07			0.07			1.83			11
	—			9.03		3.79	^b		1,484,700		0.12	^c		0.09	^c		1.15	^c		0	^b
	(0.13	)		8.70		10.90			1,361,428		0.08			0.08			1.87			9


	(0.27	)		15.46		15.81			70,236		0.20			0.20			1.73			6
	(0.24	)		13.61		28.68			61,343		0.21			0.21			1.95			8	^g
	(0.12	)		10.81		14.56			48,184		0.22			0.22			1.90			6	^g
	(0.15	)		9.56		7.60			20,918		0.22			0.22			1.63			11
	—			9.03		3.91	^b		7,776		0.28	^c		0.24	^c		1.00	^c		0	^b
	(0.13	)		8.69		10.73			4,812		0.24			0.24			1.86			9


	(0.26	)		15.71		15.76			314,958		0.30			0.30			1.63			6
	(0.22	)		13.82		28.52			267,636		0.31			0.31			1.86			8	^g
	(0.11	)		10.97		14.46			195,671		0.32			0.32			1.85			6	^g
	(0.13	)		9.69		7.61			204,345		0.32			0.32			1.59			11
	—			9.13		3.87	^b		242,319		0.37	^c		0.34	^c		0.90	^c		0	^b
	(0.12	)		8.79		10.63			251,201		0.33			0.33			1.62			9


	(0.25	)		15.75		15.73			645,889		0.36			0.36			1.58			6
	(0.21	)		13.85		28.49			536,027		0.38			0.38			1.79			8	^g
	(0.11	)		10.99		14.35			397,199		0.40			0.40			1.76			6	^g
	(0.14	)		9.72		7.54			361,203		0.29			0.29			1.61			11
	—			9.17		3.85	^b		348,162		0.31	^c		0.28	^c		0.96	^c		0	^b
	(0.12	)		8.83		10.71			336,495		0.26			0.26			1.69			9

TIAA-CREF Equity Index Fund ■ Prospectus 47

For more information about TIAA-CREF Funds

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account


1940 Act File No. 811-9301	A11952 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF Global Natural Resources Fund

of the TIAA-CREF Funds

Class Ticker: Retail TNRLX Retirement TNRRX Premier TNRPX Institutional TNRIX

This Prospectus describes the Retail, Retirement, Premier and Institutional Class shares offered by the TIAA-CREF Global Natural Resources Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Principal investment risks 6

Past performance 7

Purchase and sale of Fund shares 9

Payments to broker-dealers and other financial intermediary compensation 10

Additional information about investment strategies and risks 10

Additional information about the Fund 10

Additional information on principal investment risks of the Fund 11

Additional information about the Fund’s benchmark index 13

Additional information on principal and non-principal investment strategies 14

Portfolio holdings 15

Portfolio turnover 15

Share classes 16

Management of the Fund 16

The Fund’s investment adviser 16

Investment management fees 17

Portfolio management 17

Other services 18

Distribution and services arrangements 19

Other arrangements 20

Calculating share price 20

Dividends and distributions 22

Taxes 23

Your account: purchasing, redeeming or exchanging shares 25

Fund shares offered in this Prospectus 25

Share class eligibility 25

Purchasing shares 28

Redeeming shares 34

Exchanging shares 37

Conversion of shares–applicable to all investors 39

Important transaction information 40

Market timing/excessive trading policy–applicable to all investors 43

Redemption or exchange fee 45

Electronic prospectuses 46

Additional information about index providers 46

Glossary 47

Financial highlights 49

Summary information

TIAA-CREF Global Natural Resources Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, mainly through capital appreciation, from investments related to the natural resources sector.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Retail Class	Retirement Class	Premier Class	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%	0%	0%	0%
Maximum Deferred Sales Charge	0%	0%	0%	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%	0%	0%	0%
Redemption or Exchange Fee (on shares held less than 60 days)	2.00%	2.00%	2.00%	2.00%
Account Maintenance Fee (annual fee on accounts under $2,000)	$15.00	0%	0%	0%

TIAA-CREF Global Natural Resources Fund ■ Prospectus 3

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)


		Retail Class	Retirement Class	Premier Class	Institutional Class
Management Fees		0.65%	0.65%	0.65%	0.65%
Distribution (Rule 12b-1) Fees		0.25%	—	0.15%	—
Other Expenses		0.23%	0.34%	0.09%	0.09%
Total Annual Fund Operating Expenses		1.13%	0.99%	0.89%	0.74%
Waivers and Expense Reimbursements¹		—	—	—	—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		1.13%	0.99%	0.89%	0.74%

1	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired Fund Fees and Expenses and extraordinary expenses) that exceed: (i) 1.14% of average daily net assets for Retail Class shares; (ii) 1.00% of average daily net assets for Retirement Class shares; (iii) 0.90% of average daily net assets for Premier Class shares; and (iv) 0.75% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example


	Retail Class		Retirement Class		Premier Class		Institutional Class
1 Year	$	115	$	101	$	91	$	76
3 Years	$	359	$	315	$	284	$	237
5 Years	$	622	$	547	$	493	$	411
10 Years	$	1,375	$	1,213	$	1,096	$	918

Portfolio turnover

4 Prospectus ■ TIAA-CREF Global Natural Resources Fund

performance. During the fiscal year ended October 31, 2014, the Fund’s portfolio turnover rate was 169% of the average value of its portfolio.

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in securities of issuers that are primarily engaged in the ownership, development, exploration, production, distribution or processing of natural resources, as well as in securities of companies that are suppliers to firms producing natural resources, in instruments with economic characteristics similar to natural resources securities or in direct holdings of natural resources. The Fund will primarily invest in equity securities, but, from time to time, the Fund may also invest in debt securities of issuers engaged in or related to the natural resources sector. The Fund generally defines “natural resources” as energy, metals, agriculture and other commodities, as well as related products and services. For purposes of the 80% investment policy, the term “assets” means net assets, plus the amount of any borrowings for investment purposes.

The Fund is considered to be “non-diversified,” which means it may invest in fewer issuers than a “diversified” fund. Due to the Fund’s substantial investment in issuers within the natural resources sector, the Fund’s investments are considered to be “concentrated” in this sector.

Typically, the Fund will invest in issuers listed in at least three countries outside the United States, and will invest at least 40% of its assets in foreign issuers. However, when market conditions warrant, the Fund may invest a higher percentage in U.S. issuers. In such cases, the Fund will invest at least 30% in foreign issuers. The investment selection decisions of the Fund’s investment adviser, Teachers Advisors, Inc. (“Advisors”), drives country and regional asset allocations for the Fund. However, Advisors regularly compares the Fund’s issuer, natural resource sub-sector and country exposure against its benchmark index, the MSCI All Country World Commodity Producers Sector Capped Index (the “Index”), to assess the Fund’s relative investment exposures. Advisors looks to invest the Fund’s assets globally in financial instruments of well-positioned companies in the natural resources sector, both in developed and emerging markets. In selecting the Fund’s investments, Advisors generally favors companies that it believes are resource-rich, have growth potential and trade at relatively attractive valuations, regardless of their geographical location. The Fund may also invest in companies that Advisors believes are well-positioned as suppliers to the natural resources sector, or benefit in some way from the natural resources value chain. The Fund may also hold certain natural resources directly, such as precious metals or timberland, subject to regulatory illiquidity limits and other restrictions. The Fund may invest in issuers with various levels of market capitalization.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 5

Principal investment risks

· Special Risks of Investing in Natural Resources Investments—The value of the Fund’s investments in financial instruments of natural resources issuers and directly in natural resources may be affected by various factors, including increased market volatility, natural events, inflationary pressure and national and international politics, causing the Fund to perform poorly. In addition, direct investments in natural resources, such as holding precious metals, are generally more illiquid than securities holdings, which could result in difficulty in their disposal in a timely and favorable manner.

· Non-Diversification Risk—The Fund is considered to be “non-diversified,” which means that it can invest a greater percentage of its assets in the securities of a single issuer than a “diversified” fund. Investing in a non-diversified fund involves greater risk than investing in a diversified fund because a loss in value of a particular security may have a greater effect on the Fund’s return since it may represent a larger portion of the Fund’s total portfolio assets.

6 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 7

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 10.18%, for the quarter ended March 31, 2012. Worst quarter: -10.01%, for the quarter ended June 30, 2013.

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Since Inception
Institutional Class		11/1/2011
	Return Before Taxes		–11.64	%	–2.83	%
	Return After Taxes on Distributions		–11.96	%	–3.18	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		–6.25	%	–2.04	%
Retail Class		11/1/2011
	Return Before Taxes		–11.95	%	–3.22	%
Retirement Class		11/1/2011
	Return Before Taxes		–11.80	%	–3.04	%
Premier Class		11/1/2011
	Return Before Taxes		–11.77	%	–2.99	%
MSCI All Country World Commodity Producers Sector Capped Index
(reflects no deductions for fees, expenses or taxes)			–11.17	%	–2.78	%^†
Current performance of the Fund’s shares may be higher or lower than that shown above.
^†	Performance is calculated from the inception date of the Institutional Class.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

8 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Portfolio Manager. The following person manages the Fund on a day-to-day basis:




Name:	Navaneel Ray, CFA

Title:	Managing Director
Experience on Fund:	since inception in 2011

Purchase and sale of Fund shares

· There is no minimum initial or subsequent investment for Retirement Class shares. Retirement Class shares are primarily offered through employer-sponsored employee benefit plans.

Tax information

TIAA-CREF Global Natural Resources Fund ■ Prospectus 9

subject to income tax in the current year, but redemptions made from tax-deferred accounts may be subject to income tax.

Payments to broker-dealers and other financial intermediary compensation

Additional information about investment strategies and risks

Additional information about the Fund

As noted in the “Principal investment strategies” section of this Prospectus, the Fund has a policy of normally investing at least 80% of its assets (net assets, plus the amount of any borrowings for investment purposes) in securities of issuers primarily engaged in the ownership, development, exploration, production, distribution or processing of natural resources, as well as in securities of companies that are suppliers to firms producing natural resources, in instruments with economic characteristics similar to natural resources securities or in direct holdings of natural resources. Shareholders will receive at least 60 days’ prior notice before changes are made to the 80% policy.

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

10 Prospectus ■ TIAA-CREF Global Natural Resources Fund

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

· Industry/Sector Risk—The risk that focusing on investment in specific industries or sectors makes a fund more vulnerable to developments particularly affecting those industries or sectors than a more broadly diversified fund would be. Financial instruments of companies in the same industry or sector may decline in price at the same time due to market

TIAA-CREF Global Natural Resources Fund ■ Prospectus 11

conditions, interest rates or economic, regulatory, financial or industry/sector specific developments since these companies may share common characteristics and are more likely to react similarly to industry/sector specific market or economic developments. In addition, at times, a small number of companies may represent a large portion of a single industry or sector, and these companies can be sensitive to adverse economic, regulatory or financial developments.

· Special Risks of Investing in Natural Resources Investments—Exposure to natural resources investments may subject the Fund to greater volatility than more traditional investments. The value of natural resources and their related financial instruments may fluctuate widely based on a variety of factors, including changes in overall market conditions, political and economic events and policies, war, terrorism and changes in interest or inflation rates. Prices of various natural resources may also be affected by factors such as drought, floods, weather, embargoes, taxes, levies and other regulatory developments, as well as by fluctuations in supply and demand and disruptions in both producing and consuming countries. Certain natural resources may be produced in limited quantities, in limited areas or by a limited number of producers. As a result, events related to such areas or producers could have a disproportionate impact on the prices of such natural resources.

Additionally, the Fund’s direct investment in natural resources may be subject to greater business and financial risk than other investments if there is no readily available market for such natural resources. There may also be enhanced costs with custodying and protecting such natural resources than in the case of financial instruments.

· Non-Diversification Risk—The Fund is considered to be “non-diversified,” which means that it can invest a greater percentage of its assets in a single issuer than a “diversified” fund. Investing in a non-diversified fund involves greater risk than investing in a diversified fund because a loss in value of a particular investment may have a greater effect on the Fund’s return since it may represent a larger portion of the Fund’s total portfolio assets, which could lead to greater volatility in the Fund’s returns.

12 Prospectus ■ TIAA-CREF Global Natural Resources Fund

in currency exchange rates; (2) possible imposition of market controls or currency exchange controls; (3) possible imposition of withholding taxes on dividends and interest; (4) possible seizure, expropriation or nationalization of assets; (5) more limited foreign financial information or difficulties interpreting it because of foreign regulations and accounting standards; (6) lower liquidity and higher volatility in some foreign markets; (7) the impact of political, social or diplomatic events; (8) economic sanctions or other measures by the United States or other governments; (9) the difficulty of evaluating some foreign economic trends; and (10) the possibility that a foreign government could restrict an issuer from paying principal and interest to investors outside the country. Brokerage commissions and custodial and transaction costs are often higher for foreign investments, and it may be difficult to use foreign laws and courts to enforce financial or legal obligations.

In addition to the principal investment risks set forth above, there are other risks associated with investing in the Fund and its investments, such as natural resources securities and in commodities that are discussed elsewhere in the Fund’s Prospectus and in the Fund’s SAI. There can be no assurances that the Fund will achieve its investment objective. You should not consider the Fund to be a complete investment program.

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

MSCI All Country World Commodity Producers Sector Capped Index

The MSCI All Country World Commodity Producers Sector Capped Index (the “Index”) is a free float-adjusted index that tracks the overall performance of stocks of commodity producers in the markets of certain developed countries and emerging markets countries around the world. The Index is constructed from the MSCI All Country World Index (“Parent Index”), a broad global equity index covering domestic, foreign developed and foreign emerging markets. Securities of

TIAA-CREF Global Natural Resources Fund ■ Prospectus 13

companies that belong to a specific set of eligible sub-industries derived from the Global Industry Classification Standard (GICS^®) are selected to create the Index.

The Index is divided into three commodity producers sectors, namely: 1) Energy, 2) Metals, and 3) Agriculture. Generally, changes in the Parent Index affecting securities in the relevant sub-industries are reflected simultaneously in the Index.

The Index follows similar index construction rules to the market capitalization weighted (non-capped) indices except that the weights of the Energy, Metals and Agriculture sectors are each fixed at one-third of the Index. Constituent weights within the respective sector are based on free float-adjusted market capitalization.

Additional information on principal and non-principal investment strategies

14 Prospectus ■ TIAA-CREF Global Natural Resources Fund

that are similar to those that would be earned by direct investments in those securities or instruments.

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

TIAA-CREF Global Natural Resources Fund ■ Prospectus 15

Share classes

Management of the Fund

The Fund’s investment adviser

16 Prospectus ■ TIAA-CREF Global Natural Resources Fund

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

INVESTMENT MANAGEMENT FEES


		Assets Under Management	Fee Rate
		(Billions)	(average daily net assets)
Global Natural Resources Fund*		$0.0—$1.0	0.65%
		Over $1.0—$2.0	0.62%
		Over $2.0—$4.0	0.59%
		Over $4.0—$8.0	0.56%
		Over $8.0	0.53%

*	For the fiscal year ended October 31, 2014, the effective annual fee rate was 0.65% for the Fund.

Portfolio management

The Fund is managed by a portfolio manager, who is responsible for the day-to-day management of the Fund and who has expertise in the area(s) applicable to the Fund’s investments. Below is information on the Fund’s portfolio manager, along with his relevant experience. The person managing the Fund may change from time to time.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 17


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Fund
Global Natural Resources Fund
Navaneel Ray, CFA Managing Director	Lead Portfolio Manager	Advisors, TCIM and other advisory affiliates of TIAA—2005 to Present (portfolio manager of various metals/mining/energy domestic and international portfolios and global metals/mining/energy equity analyst), 2007 to Present (portfolio manager of global natural resources equity portfolio), 2009 to 2011 (portfolio manager for global equities portfolio)	2005	1994	2011

The Fund’s SAI provides additional disclosure about the compensation structure for the Fund’s portfolio manager, the other accounts he manages, total assets in those accounts and potential conflicts of interest, as well as the portfolio manager’s ownership of shares of the Fund.

Other services

18 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Distribution and services arrangements

All classes

Retail Class

More information about the Fund’s distribution and services arrangements for Retail Class shares appears in the Fund’s SAI.

Retirement Class

More information about the Fund’s distribution and services arrangements for Retirement Class shares appears in the Fund’s SAI.

Premier Class

TIAA-CREF Global Natural Resources Fund ■ Prospectus 19

More information about the Fund’s distribution and services arrangements for Premier Class shares appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

Other arrangements

Calculating share price

The Fund determines its net asset value (“NAV”) per share, or share price, on each day the NYSE is open for business. The NAV for the Fund is calculated as of the time when regular trading closes on the NYSE (generally, 4:00 p.m. Eastern Time or at such earlier time that regular trading on the NYSE closes). The Fund does not price its shares on days that the NYSE is closed. NAV per share for each class is determined by dividing the value of the Fund’s assets attributable to such class, less all liabilities attributable to such class, by the total number of shares of the class outstanding.

20 Prospectus ■ TIAA-CREF Global Natural Resources Fund

TIAA-CREF Global Natural Resources Fund ■ Prospectus 21

Dividends and distributions

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

22 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 23

24 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Certain holding period and debt financing restrictions may apply to corporate investors seeking to claim the deduction.

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

Share class eligibility

Overview

TIAA-CREF Global Natural Resources Fund ■ Prospectus 25

well as certain account minimums. In order to better understand the eligibility requirements outlined below, the following defined terms shall apply when used throughout this Prospectus.

Definitions

· Benefit Plans (as defined below);

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Eligibility—Retail Class and Institutional Class

Retail Class and Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

26 Prospectus ■ TIAA-CREF Global Natural Resources Fund

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Eligibility—Retirement Class and Premier Class

Retirement Class and Premier Class shares are available for purchase by or through the following types of accounts:

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Retail Class and Institutional Class shares:

There are no minimum account requirements, including initial or subsequent minimum investment requirements, for Retirement Class or Premier Class shares.

All share classes

TIAA-CREF Global Natural Resources Fund ■ Prospectus 27

Purchasing shares

For Retail Class shares and Direct Purchasers of Institutional Class shares

How to open an account—Retail Class

How to open an account—Institutional Class

Minimum initial and subsequent investment

28 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Transaction methods for purchases

Make checks payable to “The TIAA-CREF Funds.”

First-Class Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

TIAA-CREF Global Natural Resources Fund ■ Prospectus 29

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

Payment limitations: Generally, for Retail Class shareholders and Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

30 Prospectus ■ TIAA-CREF Global Natural Resources Fund

For Eligible Investors in Retirement, Premier and Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

The Fund may suspend or terminate the offering of Retirement, Premier and Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 31

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

Other information for Benefit Plans

Other information for Eligible Investors

Transaction methods for purchases

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number (all classes) 011000028

DDA Number


	Retail Class:	99052771
	All other classes:	99054546

Specify on the wire:

32 Prospectus ■ TIAA-CREF Global Natural Resources Fund

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

TIAA-CREF Global Natural Resources Fund ■ Prospectus 33

Redeeming shares

All share classes

34 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Retirement, Premier and Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

For Direct Purchasers, Eligible Investors and their clients (Retail and Institutional Class shares)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

Over the Internet: With TIAA-CREF’s Web Center, Direct Purchasers of Retail Class shares can redeem their shares over the Internet although there is a limit

TIAA-CREF Global Natural Resources Fund ■ Prospectus 35

· Direct Purchasers of Retail Class shares can redeem amounts up to $100,000 per fund per day by phone.

36 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Center. Requests to establish, terminate, or change the amount or frequency of redemptions will become effective within five days after the Fund receives your instructions.

Exchanging shares

Overview

Exchanges involving shares of the Fund held less than 60 days may be subject to the Redemption Fee (see the section entitled “Redemption or exchange fee” below).

TIAA-CREF Global Natural Resources Fund ■ Prospectus 37

held through a plan, exchanges must generally be for at least $1,000 (except for systematic exchanges, which must be for at least $100) or your entire balance, if it is less.

Once made, an exchange request by mail cannot be modified or cancelled.

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

38 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Conversion of shares—applicable to all investors

Voluntary conversions

Mandatory conversions

TIAA-CREF Global Natural Resources Fund ■ Prospectus 39

or redemptions. The Fund will notify affected shareholders in writing prior to any mandatory conversion.

Important transaction information

40 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Minimum Account Size.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 41

subject to backup tax withholding. In addition, if you hold Fund shares directly and do not furnish your taxpayer identification number, then your account application will be rejected and returned.

Changing Your Address.

· Premier and Retirement Class. To change the address on an Eligible Investor account, please send the Fund a written notification.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

42 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

Market timing/excessive trading policy—applicable to all investors

TIAA-CREF Global Natural Resources Fund ■ Prospectus 43

44 Prospectus ■ TIAA-CREF Global Natural Resources Fund

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

Redemption or exchange fee

The Fund charges a Redemption Fee of 2.00% of the amount redeemed on redemptions or exchanges out of Fund shares occurring within 60 calendar days of the initial purchase date for the shares.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 45

asset allocation programs and other similar programs that are approved by the Fund.

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

Additional information about index providers

46 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

TIAA-CREF Global Natural Resources Fund ■ Prospectus 47

securities (i.e., zero coupon bonds); and other non-equity securities that pay dividends.

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

48 Prospectus ■ TIAA-CREF Global Natural Resources Fund

Financial highlights

TIAA-CREF Global Natural Resources Fund ■ Prospectus 49

Financial highlights

Global Natural Resources Fund


				Selected per share data
						Gain (loss) from investment operations
															Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments			Total gain (loss) from investment operations			Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 9.99		$ 0.17			$ (0.84	)		$ (0.67	)		$ (0.19	)		$ —
	10/31/13				10.19		0.20			(0.21	)		(0.01	)		(0.19	)		—
	10/31/12		^‡		10.00		0.18			0.03			0.21			(0.02	)		—

Premier Class
	10/31/14				9.97		0.15			(0.84	)		(0.69	)		(0.17	)		—
	10/31/13				10.17		0.18			(0.20	)		(0.02	)		(0.18	)		—
	10/31/12		^‡		10.00		0.16			0.03			0.19			(0.02	)		—

Retirement Class
	10/31/14				9.96		0.14			(0.83	)		(0.69	)		(0.16	)		—
	10/31/13				10.17		0.17			(0.21	)		(0.04	)		(0.17	)		—
	10/31/12		^‡		10.00		0.17			0.02			0.19			(0.02	)		—

Retail Class
	10/31/14				9.94		0.13			(0.82	)		(0.69	)		(0.15	)		—
	10/31/13				10.15		0.16			(0.21	)		(0.05	)		(0.16	)		—
	10/31/12		^‡		10.00		0.15			0.01			0.16			(0.01	)		—


^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^‡	The Fund commenced operations on November 1, 2011.

50 Prospectus ■ TIAA-CREF Global Natural Resources Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (0.19	)		$9.13		(6.80	)%		$234,559		0.74	%		0.74	%		1.70	%		169	%
	(0.19	)		9.99		(0.05	)		237,218		0.74			0.74			2.03			162
	(0.02	)		10.19		2.09	^b		244,856		0.86	^c		0.75	^c		1.80	^c		65	^b


	(0.17	)		9.11		(6.95	)		3,944		0.89			0.89			1.55			169
	(0.18	)		9.97		(0.16	)		4,088		0.90			0.90			1.87			162
	(0.02	)		10.17		1.88	^b		2,568		1.11	^c		0.90	^c		1.59	^c		65	^b


	(0.16	)		9.11		(7.06	)		11,352		0.99			0.99			1.44			169
	(0.17	)		9.96		(0.28	)		13,548		0.99			0.99			1.74			162
	(0.02	)		10.17		1.87	^b		11,290		1.13	^c		1.00	^c		1.65	^c		65	^b


	(0.15	)		9.10		(7.02	)		6,502		1.13			1.13			1.31			169
	(0.16	)		9.94		(0.49	)		6,872		1.16			1.14			1.58			162
	(0.01	)		10.15		1.64	^b		6,149		1.31	^c		1.14	^c		1.52	^c		65	^b

TIAA-CREF Global Natural Resources Fund ■ Prospectus 51

For more information about TIAA-CREF Funds

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account


1940 Act File No. 811-9301	A13099 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF Growth & Income Fund

of the TIAA-CREF Funds

Class Ticker: Retail TIIRX Retirement TRGIX Premier TRPGX Institutional TIGRX

This Prospectus describes the Retail, Retirement, Premier and Institutional Class shares offered by the TIAA-CREF Growth & Income Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Purchase and sale of Fund shares 7

Payments to broker-dealers and other financial intermediary compensation 8

Additional information about investment strategies and risks 9

Additional information on principal investment risks of the Fund 9

Additional information about the Fund’s benchmark index 11

Additional information on principal and non-principal investment strategies 12

Portfolio management 15

Your account: purchasing, redeeming or exchanging shares 23

Taxes 20

Conversion of shares–applicable to all investors 36

Important transaction information 37

Market timing/excessive trading policy–applicable to all investors 41

Electronic prospectuses 43

Additional information about index providers 44

Glossary 44

Financial highlights 45

Summary information

TIAA-CREF Growth & Income Fund

of the TIAA-CREF Funds

Investment objective

The Fund seeks a favorable long-term total return, through both capital appreciation and investment income, primarily from income-producing equity securities.

Fees and expenses

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund:

SHAREHOLDER FEES (fees paid directly from your investment)


	Retail Class	Retirement Class	Premier Class	Institutional Class
Maximum Sales Charge Imposed on Purchases (percentage of offering price)	0%	0%	0%	0%
Maximum Deferred Sales Charge	0%	0%	0%	0%
Maximum Sales Charge Imposed on Reinvested Dividends and Other Distributions	0%	0%	0%	0%
Redemption or Exchange Fee	0%	0%	0%	0%
Account Maintenance Fee (annual fee on accounts under $2,000)	$15.00	0%	0%	0%

ANNUAL FUND OPERATING EXPENSES (expenses that you pay each year as a percentage of the value of your investment)¹


		Retail Class	Retirement Class	Premier Class	Institutional Class
Management Fees		0.40%	0.40%	0.40%	0.40%
Distribution (Rule 12b-1) Fees		0.25%	—	0.15%	—
Other Expenses		0.09%	0.27%	0.02%	0.02%
Total Annual Fund Operating Expenses		0.74%	0.67%	0.57%	0.42%
Waivers and Expense Reimbursements²		—	—	—	—
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement		0.74%	0.67%	0.57%	0.42%

1	Expense information has been restated to reflect an amendment to the Fund’s investment management agreement effective March 1, 2015.

TIAA-CREF Growth & Income Fund ■ Prospectus 3


2	Under the Fund’s expense reimbursement arrangements, the Fund’s investment adviser, Teachers Advisors, Inc., has contractually agreed to reimburse the Fund for any Total Annual Fund Operating Expenses (excluding interest, taxes, brokerage commissions or other transactional expenses, Acquired Fund Fees and Expenses and extraordinary expenses) that exceed: (i) 0.91% of average daily net assets for Retail Class shares; (ii) 0.77% of average daily net assets for Retirement Class shares; (iii) 0.67% of average daily net assets for Premier Class shares; and (iv) 0.52% of average daily net assets for Institutional Class shares of the Fund. These expense reimbursement arrangements will continue through at least February 29, 2016, unless changed with approval of the Board of Trustees.

Example


	Retail Class		Retirement Class		Premier Class		Institutional Class
1 Year	$	76	$	68	$	58	$	43
3 Years	$	237	$	214	$	183	$	135
5 Years	$	411	$	373	$	318	$	235
10 Years	$	918	$	835	$	714	$	530

Portfolio turnover

Principal investment strategies

Under normal circumstances, the Fund invests at least 80% of its assets in equity securities. In seeking a favorable long-term total return, the Fund will invest in securities which the Fund’s investment adviser, Teachers Advisors, Inc. (“Advisors”), believes have the potential for capital appreciation, dividend income, or both. The Fund focuses on large-cap securities that Advisors believes to be attractively valued, show the potential to appreciate faster than the rest of the market and return cash to shareholders in the form of dividends, stock buy-backs or both. Advisors seeks to construct a portfolio whose weighted average

4 Prospectus ■ TIAA-CREF Growth & Income Fund

market capitalization is similar to the Fund’s benchmark index, the Standard & Poor’s 500^® Index (the “S&P 500^® Index”).

Advisors generally looks for companies that it believes are leaders in their respective industries, with sustainable competitive advantages. Advisors also looks for companies that it believes have management teams that are dedicated to creating shareholder value. The Fund may invest up to 20% of its assets in foreign issuers when Advisors believes these issuers offer more attractive investment opportunities.

Principal investment risks

TIAA-CREF Growth & Income Fund ■ Prospectus 5

investments may also be less liquid and more difficult to value than investments in U.S. issuers.

Please see the non-summary portion of the Prospectus for more detailed information about the risks described above.

Past performance

The following chart and table help illustrate some of the risks of investing in the Fund by showing changes in the Fund’s performance from year to year. The bar chart shows the annual total returns of the Institutional Class of the Fund, before taxes, in each full calendar year for the last ten years. Because the expenses vary across share classes, the performance of the Institutional Class may vary from the other share classes. Below the bar chart are the best and worst returns of the Institutional Class for a calendar quarter during the period covered by the bar chart. The performance table following the bar chart shows the Fund’s average annual total returns for the Institutional Class, Retirement Class, Premier Class and Retail Class over the one-year, five-year, ten-year and since-inception periods (where applicable) ended December 31, 2014, and how those returns compare to those of the Fund’s benchmark index. After-tax performance is shown only for Institutional Class shares, and after-tax returns for the other classes of shares will vary from the after-tax returns presented for Institutional Class shares.

For current performance information of each share class, including performance to the most recent month-end, please visit www.tiaa-cref.org.

ANNUAL TOTAL RETURNS FOR THE INSTITUTIONAL CLASS SHARES (%)

Best quarter: 16.17%, for the quarter ended September 30, 2009. Worst quarter: -19.97%, for the quarter ended December 31, 2008.

6 Prospectus ■ TIAA-CREF Growth & Income Fund

AVERAGE ANNUAL TOTAL RETURNS

For the Periods Ended December 31, 2014


		Inception Date	One Year		Five Years		Ten Years
Institutional Class		7/1/1999
	Return Before Taxes		11.26	%	15.20	%	9.51	%
	Return After Taxes on Distributions		8.26	%	13.46	%	8.18	%
	Return After Taxes on Distributions and Sale of
	Fund Shares		7.93	%	11.92	%	7.56	%
Retail Class		3/31/2006
	Return Before Taxes		10.87	%	14.86	%	9.33	%*
Retirement Class		10/1/2002
	Return Before Taxes		10.92	%	14.92	%	9.23	%
Premier Class		9/30/2009
	Return Before Taxes		11.09	%	15.04	%	9.44	%*
S&P 500^® Index
(reflects no deductions for fees, expenses or taxes)			13.69	%	15.45	%	7.67	%
Current performance of the Fund’s shares may be higher or lower than that shown above.
*	The performance shown for the Retail Class and Premier Class that is prior to their inception date is based on performance of the Fund’s Institutional Class. The performance for these periods has not been restated to reflect higher expenses of the Retail Class and Premier Class. If those expenses had been reflected, the performance would have been lower.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates in effect during the periods shown and do not reflect the impact of state and local taxes. Actual after-tax returns depend on the investor’s tax situation and may differ from those shown. The after-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements such as 401(a), 401(k) or 403(b) plans or Individual Retirement Accounts (IRAs). After-tax returns are shown for only one class, and after-tax returns for other classes will vary.

Portfolio management

Investment Adviser. The Fund’s investment adviser is Teachers Advisors, Inc.

Portfolio Manager. The following person manages the Fund on a day-to-day basis:



Name:	Susan Kempler
Title:	Managing Director
Experience on Fund:	since 2005

Purchase and sale of Fund shares

TIAA-CREF Growth & Income Fund ■ Prospectus 7

Fund by certain eligible investors (which include employee benefit plans and financial intermediaries).

· There is no minimum initial or subsequent investment for Retirement Class shares. Retirement Class shares are primarily offered through employer-sponsored employee benefit plans.

Tax information

Payments to broker-dealers and other financial intermediary compensation

8 Prospectus ■ TIAA-CREF Growth & Income Fund

Additional information about investment strategies and risks

Additional information about the Fund

The Fund is not appropriate for market timing. You should not invest in the Fund if you are a market timer.

There can be no assurances that the Fund will achieve its investment objective and investors should not consider an investment in this Fund to be a complete investment program.

Please see the Glossary toward the end of this Prospectus for certain defined terms used in this Prospectus.

Additional information on principal investment risks of the Fund

TIAA-CREF Growth & Income Fund ■ Prospectus 9

credit. Accordingly, the value of the equity investments that the Fund holds may decline over short or extended periods of time. Any investment is subject to the risk that the financial markets as a whole may decline in value, thereby depressing the investment’s price. Equity markets, for example, tend to be cyclical, with periods when prices generally rise and periods when prices generally decline. Foreign equity markets tend to reflect local economic and financial conditions and, therefore, trends often vary from country to country and region to region. During periods of unusual volatility or turmoil in the financial markets, the Fund may undergo an extended period of decline.

· Foreign Investment Risk—Foreign investments, which may include securities of foreign issuers, securities or contracts traded or acquired in

10 Prospectus ■ TIAA-CREF Growth & Income Fund

Additional information about the Fund’s benchmark index

The benchmark index described below is unmanaged, and you cannot invest directly in the index.

S&P 500^{^®} Index

The S&P 500^® Index is a market capitalization-weighted index of the 500 leading companies in leading industries of the U.S. economy. It is widely recognized as a guide to the overall health of the U.S. stock market. The index covers industrial, utility, technology, financial, and other companies of the U.S. markets. The index focuses on the large-cap segment of the market, with 75% coverage (by market capitalization) of U.S. equities. As of December 31, 2014, the market capitalization of companies in the S&P 500^® Index ranged from $2.9 billion to $647.4 billion, with a mean market capitalization of $38.4 billion and a median market capitalization of $18.7 billion. Standard & Poor’s determines the composition of the index based on a combination of factors including market

TIAA-CREF Growth & Income Fund ■ Prospectus 11

capitalization, liquidity and industry group representation, and can change its composition at any time.

Additional information on principal and non-principal investment strategies

12 Prospectus ■ TIAA-CREF Growth & Income Fund

proportionate share of expenses charged by the investment company in which it invests. An ETF may trade at a premium or discount to its net asset value.

The Fund may, on occasion, also invest a portion of its assets through quantitative techniques to maintain similar overall financial characteristics to the Fund’s benchmark index. These quantitative techniques, when used, may help Advisors control risk exposures by suggesting security selections that may fill unintended gaps in portfolio construction. Quantitative investment techniques may also be utilized to help the Fund remain fully invested in stocks at all times.

Please see the Fund’s SAI for more information on these and other investments the Fund may utilize.

Portfolio holdings

A description of the Fund’s policies and procedures with respect to the disclosure of its portfolio holdings is available in the Fund’s SAI.

Portfolio turnover

TIAA-CREF Growth & Income Fund ■ Prospectus 13

brokerage costs. Advisors may employ various portfolio management strategies to attempt to minimize any potential disruptive effects or costs of such activity.

Share classes

Management of the Fund

The Fund’s investment adviser

14 Prospectus ■ TIAA-CREF Growth & Income Fund

the Fund with investment research, advice and supervision; furnishing an investment program for the Fund; determining which securities or other investments to purchase, sell or exchange; and providing or obtaining any other necessary services to manage, acquire or dispose of securities, cash or other investments. Advisors also supervises and acts as liaison among the various service providers to the Fund, such as the custodian and transfer agent.

The annual investment management fees charged under the Management Agreement with respect to the Fund are as follows:

INVESTMENT MANAGEMENT FEES


		Assets Under Management	Fee Rate
		(Billions)	(average daily net assets)
Growth & Income Fund*		$0.0—$1.0	0.45%
		Over $1.0—$2.0	0.42%
		Over $2.0—$4.0	0.39%
		Over $4.0—$8.0	0.36%
		Over $8.0	0.33%

*	For the fiscal year ended October 31, 2014, the effective annual fee rate was 0.42% for the Fund, which reflects a higher investment management fee rate schedule in place during that period.

Portfolio management

The Fund is managed by a portfolio manager, who is responsible for the day-to-day management of the Fund and who has expertise in the area(s) applicable to the Fund’s investments. Below is information on the Fund’s portfolio manager, along with her relevant experience. The person managing the Fund may change from time to time.


Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	Total Experience (since dates specified below)
Name & Title	Portfolio Role/ Coverage/ Expertise/Specialty	Experience Over Past Five Years	At TIAA	Total	On Fund
Growth & Income Fund
Susan Kempler Managing Director	Stock Selection- Lead Portfolio Manager	Advisors, TCIM and other advisory affiliates of TIAA—2005 to Present (portfolio management of domestic large-cap core portfolios), Citigroup Asset Management—1997 to 2005 (portfolio management of large- and mid-cap core portfolios)	2005	1987	2005

TIAA-CREF Growth & Income Fund ■ Prospectus 15

The Fund’s SAI provides additional disclosure about the compensation structure for the Fund’s portfolio manager, the other accounts she manages, total assets in those accounts and potential conflicts of interest, as well as the portfolio manager’s ownership of shares of the Fund.

Other services

Distribution and services arrangements

All classes

16 Prospectus ■ TIAA-CREF Growth & Income Fund

services. Additional information about payments to intermediaries appears in the Fund’s SAI.

Retail Class

More information about the Fund’s distribution and services arrangements for Retail Class shares appears in the Fund’s SAI.

Retirement Class

More information about the Fund’s distribution and services arrangements for Retirement Class shares appears in the Fund’s SAI.

Premier Class

More information about the Fund’s distribution and services arrangements for Premier Class shares appears in the Fund’s SAI.

Institutional Class

More information about the Fund’s distribution and services arrangements for Institutional Class shares appears in the Fund’s SAI.

TIAA-CREF Growth & Income Fund ■ Prospectus 17

Other arrangements

Calculating share price

The Fund determines its net asset value (“NAV”) per share, or share price, on each day the NYSE is open for business. The NAV for the Fund is calculated as of the time when regular trading closes on the NYSE (generally, 4:00 p.m. Eastern Time or at such earlier time that regular trading on the NYSE closes). The Fund does not price its shares on days that the NYSE is closed. NAV per share for each class is determined by dividing the value of the Fund’s assets attributable to such class, less all liabilities attributable to such class, by the total number of shares of the class outstanding.

18 Prospectus ■ TIAA-CREF Growth & Income Fund

takes advantage of the perceived difference in price from a foreign market closing price.

Dividends and distributions

The Fund expects to declare and distribute to shareholders substantially all of its net investment income and net realized capital gains, if any. The amount distributed will vary according to the income received from investments held by the Fund and capital gains realized from the sale of investments. The Fund plans to pay dividends on a quarterly basis. The Fund intends to pay net capital gains, if any, annually. Dividends and capital gains can be paid in cash or reinvested. If you have elected to receive your distributions in cash and the distribution amount is less than $10, then the amount will be automatically reinvested in the Fund and no check will be issued. If the postal service is unable to deliver checks to your address of record, or the distribution check remains outstanding for six months or more, then the Fund reserves the right to reinvest the distribution check into your account using the Fund’s current NAV and to change your distribution option to reinvestment. No interest will accrue on amounts represented by uncashed distribution checks.

TIAA-CREF Growth & Income Fund ■ Prospectus 19

3. Income-Earned Option. Your long-term capital gain distributions are automatically reinvested, but you will be sent a check for each dividend and short-term capital gain distribution.

4. Capital Gains Option. Your dividend and short-term capital gain distributions are automatically reinvested, but you will be sent a check for each long-term capital gain distribution.

5. Cash Option. A check will be sent for your dividend and each capital gain distribution.

Taxes

As with any investment, you should consider how your investment in the Fund will be taxed.

20 Prospectus ■ TIAA-CREF Growth & Income Fund

December of a year and paid in January of the following year are taxable as if they were paid on December 31 of the prior year.

TIAA-CREF Growth & Income Fund ■ Prospectus 21

22 Prospectus ■ TIAA-CREF Growth & Income Fund

cause the Fund to recognize taxable income in excess of the cash generated by such investments (which may require the Fund to liquidate other investments in order to make required distributions).

Your account: purchasing, redeeming
or exchanging shares

Fund shares offered in this Prospectus

Share class eligibility

Overview

Definitions

· Benefit Plans (as defined below);

TIAA-CREF Growth & Income Fund ■ Prospectus 23

· Wrap accounts or other such arrangements as may be offered by a financial advisor or other intermediary.

Eligible Investors. These include both Financial Intermediary Accounts and Benefit Plans.

Eligibility—Retail Class and Institutional Class

Retail Class and Institutional Class shares are available for purchase by or through the following types of accounts:

· Direct Purchasers;

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Eligibility—Retirement Class and Premier Class

Retirement Class and Premier Class shares are available for purchase by or through the following types of accounts:

· Financial Intermediary Accounts;

· Other investment companies or pools;

· State-sponsored tuition savings plans (529) or healthcare saving accounts (HSA);

· Insurance company separate accounts advised by or affiliated with Advisors, or other affiliates of TIAA-CREF; and

24 Prospectus ■ TIAA-CREF Growth & Income Fund

· Other accounts, entities, programs, plans and categories of shareholders as may be approved by the Fund from time to time.

Account minimums

Investors should note that the following account minimums may be required for initial and subsequent purchases of Retail Class and Institutional Class shares:

There are no minimum account requirements, including initial or subsequent minimum investment requirements, for Retirement Class or Premier Class shares.

All share classes

TIAA-CREF Growth & Income Fund ■ Prospectus 25

Purchasing shares

For Retail Class shares and Direct Purchasers of Institutional Class shares

How to open an account—Retail Class

How to open an account—Institutional Class

Minimum initial and subsequent investment

26 Prospectus ■ TIAA-CREF Growth & Income Fund

calling 800 223-1200, or you may download it from the Fund’s website. The Retail Class imposes a $100,000 per fund per day limit on telephone and web purchases.

Transaction methods for purchases

Make checks payable to “The TIAA-CREF Funds.”

First-Class Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

P.O. Box 55081

Boston, MA 02205-5081

Overnight Mail:

The TIAA-CREF Funds—(specify either: “Retail Class” or “Institutional Class”)

c/o Boston Financial Data Services

30 Dan Road

Canton, MA 02021-2809

Purchasing via wire: See the section entitled “Transaction methods for purchases” below.

TIAA-CREF Growth & Income Fund ■ Prospectus 27

Payment limitations: Generally, for Retail Class shareholders and Direct Purchasers of Institutional Class shares, the Fund will not accept payment in the following forms (exceptions may apply):

· checks made out to you or other parties and signed over to the Fund;

· corporate checks for investment into non-corporate accounts;

· third-party checks except in limited circumstances with regard to subsequent investments (any check not made payable directly to TIAA-CREF Funds will be considered a third-party check); or

· travelers’ checks, money orders, credit card convenience checks, cash, counter checks or starter checks.

28 Prospectus ■ TIAA-CREF Growth & Income Fund

For Eligible Investors in Retirement, Premier and Institutional Class shares and their clients

For Participants in a Benefit Plan or other account administered by TIAA-CREF

How to open an account

First-Class or Standard Mail:

TIAA-CREF

PO Box 1259

Charlotte, NC 28262

Overnight Mail:

TIAA-CREF

8500 Andrew Carnegie Blvd

Charlotte, NC 28262

You may allocate single or ongoing contributions by selecting the Fund and the amounts you wish to contribute to the Fund.

Subject to the terms of your plan, you may be eligible to roll over or transfer in balances from other eligible accounts as determined by the Code.

The Fund may suspend or terminate the offering of Retirement, Premier and Institutional Class shares to your employer’s plan. You may be able to change your allocation for future contributions by:

· writing to TIAA-CREF at P.O. Box 1259, Charlotte, NC 28201;

· calling our Automated Telephone Service (24 hours a day) at 800 842-2252; or

· using the TIAA-CREF website’s account access feature at www.tiaa-cref.org.

For Participants in a Benefit Plan or other account not administered by TIAA-CREF

How to open an account

TIAA-CREF Growth & Income Fund ■ Prospectus 29

Other information for Benefit Plans

Other information for Eligible Investors

Transaction methods for purchases

State Street Bank and Trust Company

One Lincoln Street

Boston, MA 02111

ABA Number (all classes) 011000028

DDA Number


	Retail Class:	99052771
	All other classes:	99054546

Specify on the wire:

· Account registration (names of registered owners), address and Social Security number or taxpayer identification number;

· The Fund account number; and

· The Fund and amount to be invested.

Points to remember for all purchases

The Fund considers all purchase requests to be received when they are received in “good order” as determined by the Fund’s transfer agent (or other

30 Prospectus ■ TIAA-CREF Growth & Income Fund

TIAA-CREF Growth & Income Fund ■ Prospectus 31

Redeeming shares

All share classes

32 Prospectus ■ TIAA-CREF Growth & Income Fund

Once mailed to the Fund, your redemption request is irrevocable and cannot be modified or canceled.

For participants holding shares through a Benefit Plan (Retirement, Premier and Institutional Class shares)

A redemption can be part of an exchange into (1) another fund available through your Benefit Plan or, (2) another account or IRA.

For Direct Purchasers, Eligible Investors and their clients (Retail and Institutional Class shares)

Transaction methods for redemptions

If your shares are held through a financial intermediary, please contact the intermediary for redemption requirements.

By mail: Send your written request to the appropriate address as described in the section entitled “Purchasing shares” above.

TIAA-CREF Growth & Income Fund ■ Prospectus 33

· Direct Purchasers of Retail Class shares can redeem amounts up to $100,000 per fund per day by phone.

34 Prospectus ■ TIAA-CREF Growth & Income Fund

Exchanging shares

Overview

Once made, an exchange request by mail cannot be modified or cancelled.

TIAA-CREF Growth & Income Fund ■ Prospectus 35

Transaction methods for exchanges

Over the Internet: You can exchange shares using TIAA-CREF’s Web Center, which can be accessed through TIAA-CREF’s homepage at www.tiaa-cref.org.

Conversion of shares—applicable to all investors

36 Prospectus ■ TIAA-CREF Growth & Income Fund

Voluntary conversions

Mandatory conversions

Important transaction information

TIAA-CREF Growth & Income Fund ■ Prospectus 37

Minimum Account Size.

38 Prospectus ■ TIAA-CREF Growth & Income Fund

Changing Your Address.

· Premier and Retirement Class. To change the address on an Eligible Investor account, please send the Fund a written notification.

· Institutional Class. To change the address on an account, please contact your Relationship Manager (for Direct Purchasers) or send the Fund a written notification.

TIAA-CREF Growth & Income Fund ■ Prospectus 39

Customer Complaints. Customer complaints may be directed to TIAA-CREF Funds, 730 Third Avenue, New York, NY 10017-3206, Mail Stop 730/07/01, Attention: Director, Distribution Operation Services.

40 Prospectus ■ TIAA-CREF Growth & Income Fund

Market timing/excessive trading policy—applicable to all investors

TIAA-CREF Growth & Income Fund ■ Prospectus 41

including but not limited to when it is determined that enforcement of these policies and procedures is not necessary to protect the Fund from the effects of short-term trading.

The Fund is not appropriate for market timing. You should not invest in the Fund if you want to engage in market timing activity.

42 Prospectus ■ TIAA-CREF Growth & Income Fund

Electronic prospectuses

If you received this Prospectus electronically and would like a paper copy, please contact the Fund and one will be sent to you.

TIAA-CREF Growth & Income Fund ■ Prospectus 43

Additional information about index providers

The S&P 500^® Index is a trademark of The McGraw-Hill Companies, Inc. and has been licensed for use by the Fund. The Fund is not sponsored, endorsed, sold or promoted by Standard & Poor’s and Standard & Poor’s makes no representation regarding the advisability of investing in the Fund.

Glossary

Code: The Internal Revenue Code of 1986, as amended, including any applicable regulations and Revenue Rulings.

44 Prospectus ■ TIAA-CREF Growth & Income Fund

U.S. Government Securities: Securities issued or guaranteed by the U.S. Government or its agencies or instrumentalities.

Financial highlights

TIAA-CREF Growth & Income Fund ■ Prospectus 45

Financial highlights

Growth & Income Fund


				Selected per share data
						Gain (loss) from investment operations
													Less distributions from
		For the period or year ended		Net asset value, beginning of period		Net investment income (loss)		^a	Net realized & unrealized gain (loss) on total investments		Total gain (loss) from investment operations		Net investment income			Net realized gains
Institutional Class
	10/31/14				$ 12.64		$ 0.13			$ 1.64		$ 1.77		$ (0.14	)		$ (1.31	)
	10/31/13				10.34		0.15			2.76		2.91		(0.16	)		(0.45	)
	10/31/12				9.21		0.13			1.22		1.35		(0.14	)		(0.08	)
	10/31/11				8.53		0.10			0.68		0.78		(0.10	)		—
	10/31/10		^†		8.22		0.00	^d		0.31		0.31		—			—
	9/30/10				7.83		0.10			0.39		0.49		(0.10	)		—

Premier Class
	10/31/14				12.65		0.11			1.63		1.74		(0.12	)		(1.31	)
	10/31/13				10.35		0.14			2.75		2.89		(0.14	)		(0.45	)
	10/31/12				9.21		0.12			1.23		1.35		(0.13	)		(0.08	)
	10/31/11				8.53		0.09			0.68		0.77		(0.09	)		—
	10/31/10		^†		8.23		0.00	^d		0.30		0.30		—			—
	9/30/10				7.83		0.09			0.40		0.49		(0.09	)		—

Retirement Class
	10/31/14				12.79		0.10			1.66		1.76		(0.11	)		(1.31	)
	10/31/13				10.46		0.13			2.78		2.91		(0.13	)		(0.45	)
	10/31/12				9.31		0.11			1.24		1.35		(0.12	)		(0.08	)
	10/31/11				8.62		0.08			0.69		0.77		(0.08	)		—
	10/31/10		^†		8.31		0.00	^d		0.31		0.31		—			—
	9/30/10				7.91		0.08			0.40		0.48		(0.08	)		—

Retail Class
	10/31/14				15.55		0.12			2.04		2.16		(0.09	)		(1.31	)
	10/31/13				12.59		0.14			3.38		3.52		(0.11	)		(0.45	)
	10/31/12				11.16		0.12			1.49		1.61		(0.10	)		(0.08	)
	10/31/11				10.32		0.10			0.82		0.92		(0.08	)		—
	10/31/10		^†		9.95		0.00	^d		0.37		0.37		—			—
	9/30/10				9.45		0.10			0.48		0.58		(0.08	)		—

^a	Based on average shares outstanding.
^b	The percentages shown for this period are not annualized.
^c	The percentages shown for this period are annualized.
^d	Amount represents less than $0.01 per share.
^†	Amounts shown are for the one-month period ended October 31, 2010 and are not necessarily indicative of a full year of operations. The Fund changed its fiscal year end from September 30 to October 31.

46 Prospectus ■ TIAA-CREF Growth & Income Fund

(concluded)


									Ratios and supplemental data

											Ratios to average net assets
Total dividends and distributions			Net asset value, end of period		Total return			Net assets at end of period (in thousands)		Gross expenses			Net expenses			Net investment income (loss)			Portfolio turnover rate

	$ (1.45	)		$12.96		15.48	%		$2,893,199		0.44	%		0.44	%		1.06	%		98	%
	(0.61	)		12.64		29.53			2,307,313		0.45			0.45			1.35			146
	(0.22	)		10.34		14.83			1,547,720		0.46			0.46			1.33			111
	(0.10	)		9.21		9.20			1,105,465		0.47			0.47			1.09			116
	—			8.53		3.77	^b		684,913		0.53	^c		0.52	^c		0.42	^c		13	^b
	(0.10	)		8.22		6.27			600,386		0.48			0.48			1.23			126


	(1.43	)		12.96		15.30			174,273		0.59			0.59			0.92			98
	(0.59	)		12.65		29.20			169,367		0.60			0.60			1.23			146
	(0.21	)		10.35		14.77			152,950		0.61			0.61			1.20			111
	(0.09	)		9.21		9.03			126,358		0.62			0.62			0.95			116
	—			8.53		3.65	^b		112,196		0.68	^c		0.67	^c		0.22	^c		13	^b
	(0.09	)		8.23		6.25			72,282		0.64			0.64			1.07			126


	(1.42	)		13.13		15.26			687,630		0.69			0.69			0.82			98
	(0.58	)		12.79		29.05			623,206		0.70			0.70			1.12			146
	(0.20	)		10.46		14.61			528,574		0.71			0.71			1.08			111
	(0.08	)		9.31		8.92			393,410		0.72			0.72			0.86			116
	—			8.62		3.73	^b		513,285		0.78	^c		0.77	^c		0.18	^c		13	^b
	(0.08	)		8.31		6.07			545,887		0.73			0.73			0.98			126


	(1.40	)		16.31		15.12			960,469		0.76			0.76			0.75			98
	(0.56	)		15.55		28.98			857,921		0.79			0.79			1.03			146
	(0.18	)		12.59		14.52			674,389		0.82			0.82			0.99			111
	(0.08	)		11.16		8.90			569,318		0.72			0.72			0.85			116
	—			10.32		3.72	^b		501,950		0.75	^c		0.74	^c		0.20	^c		13	^b
	(0.08	)		9.95		6.17			487,427		0.66			0.66			1.04			126

TIAA-CREF Growth & Income Fund ■ Prospectus 47

For more information about TIAA-CREF Funds

Requesting documents. You can request a copy of the Fund’s SAI or these reports without charge, or contact the Fund for any other purpose, in any of the following ways:

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Over the Internet:

www.tiaa-cref.org

By telephone:

Call 877 518-9161

In writing:

TIAA-CREF Funds
P.O. Box 1259
Charlotte, NC 28201

Important information about procedures for opening a new account


1940 Act File No. 811-9301	A11941 (3/15)

PROSPECTUS

MARCH 1, 2015

TIAA-CREF International Equity Fund

of the TIAA-CREF Funds

Class Ticker: Retail TIERX Retirement TRERX Premier TREPX Institutional TIIEX

This Prospectus describes the Retail, Retirement, Premier and Institutional Class shares offered by the TIAA-CREF International Equity Fund (the “Fund”). The Fund is one of the investment portfolios of the TIAA-CREF Funds (the “Trust”).

Table of contents

Payments to broker-dealers and other financial intermediary compensation 9

Additional information about investment strategies and risks 9

Additional information on principal investment risks of the Fund 10

Additional information about the Fund’s benchmark index 11

Additional information on principal and non-principal investment strategies 12

Portfolio management 15

Your account: purchasing, redeeming or exchanging shares 23

Taxes 21