UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number: 811-03364

MAXIM SERIES FUND, INC.

(Exact name of registrant as specified in charter)

8515 E. Orchard Road, Greenwood Village, Colorado 80111

(Address of principal executive offices)

M.T.G. Graye

President and Chief Executive Officer

Maxim Series Fund, Inc.

8515 E. Orchard Road

Greenwood Village, Colorado 80111

(Name and address of agent for service)

Registrant's telephone number, including area code: (866) 831-7129

Date of fiscal year end: December 31

Date of reporting period: June 30, 2010

MAXIM SERIES FUND, INC.

Maxim Lifetime 2015 I, Maxim Lifetime 2015 II, Maxim Lifetime 2015 III,

Maxim Lifetime 2025 I, Maxim Lifetime 2025 II, Maxim Lifetime 2025 III,

 Maxim Lifetime 2035 I, Maxim Lifetime 2035 II, Maxim Lifetime 2035 III,

 Maxim Lifetime 2045 I, Maxim Lifetime 2045 II, Maxim Lifetime 2045 III,

 Maxim Lifetime 2055 I, Maxim Lifetime 2055 II, and Maxim Lifetime 2055 III Portfolios

Semi-Annual Report

June 30, 2010

This report and the financial statements attached are submitted for general information and are not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing herein is to be considered an offer of the sale of any Portfolio of Maxim Series Fund, Inc. (the “Fund”). Such offering is made only by the prospectus(es) of the Fund, which include details as to offering price and other information.

 MAXIM SERIES FUND, INC.

 Financial Reports for the Six Months Ended June 30, 2010

Maxim Lifetime 2015 I, Maxim Lifetime 2015 II, Maxim Lifetime 2015 III, Maxim Lifetime 2025 I, Maxim Lifetime 2025 II, Maxim Lifetime 2025 III, Maxim Lifetime 2035 I, Maxim Lifetime 2035 II, Maxim Lifetime 2035 III, Maxim Lifetime 2045 I, Maxim Lifetime 2045 II, Maxim Lifetime 2045 III, Maxim Lifetime 2055 I, Maxim Lifetime 2055 II, and Maxim Lifetime 2055 III Portfolios

MAXIM SERIES FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES
JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2015			2015			2015
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
ASSETS:
Investments at market value, affiliated  (1)	$	24,945,606		$	62,483,622		$	1,096,759
Investments at market value, unaffiliated  (2)		14,623,448			38,403,122			708,974
Dividends and interest receivable		14,765			31,206			389
Total assets		39,583,819			100,917,950			1,806,122
LIABILITIES:
Fees payable		6,852			18,504			351
NET ASSETS	$	39,576,967		$	100,899,446		$	1,805,771
NET ASSETS REPRESENTED BY:
Capital stock, $.10 par value	$	345,184		$	872,119		$	15,465
Additional paid-in capital		40,155,317			103,253,774			1,809,484
Net unrealized depreciation on investments		(1,106,064	)		(3,816,226	)		(38,675	)
Undistributed (Overdistributed) net investment income		8,205			14,621			(233	)
Accumulated net realized gain on investments		174,325			575,158			19,730
NET ASSETS
Class T	$	6,477,931		$	10,334,390		$	115,241
Class T1	$	33,099,036		$	90,565,056		$	1,690,530
NET ASSET VALUE PER OUTSTANDING SHARE
(Offering and Redemption Price)
Class T	$	11.45		$	11.58		$	11.69
Class T1	$	11.47		$	11.57		$	11.68
SHARES OF CAPITAL STOCK:
Authorized
Class T		45,000,000			45,000,000			45,000,000
Class T1		45,000,000			45,000,000			45,000,000
Outstanding
Class T		565,568			892,754			9,854
Class T1		2,886,275			7,828,434			144,795
(1)  Cost of investments, affiliated	$	25,611,350		$	64,842,666		$	1,122,080
(2)  Cost of investments, unaffiliated		15,063,768			39,860,304			722,328
See notes to financial statements.
							(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES
JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2025			2025			2025
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
ASSETS:
Investments at market value, affiliated  (1)	$	28,568,567		$	79,750,244		$	1,323,658
Investments at market value, unaffiliated  (2)		16,115,501			49,923,160			904,331
Dividends and interest receivable		14,489			27,487			264
Total assets		44,698,557			129,700,891			2,228,253
LIABILITIES:
Fees payable		7,400			22,224			418
NET ASSETS	$	44,691,157		$	129,678,667		$	2,227,835
NET ASSETS REPRESENTED BY:
Capital stock, $.10 par value	$	383,332		$	1,099,429		$	18,726
Additional paid-in capital		45,895,977			134,818,461			2,271,299
Net unrealized depreciation on investments		(1,799,876	)		(6,782,344	)		(98,912	)
Undistributed (Overdistributed) net investment income		6,889			2,785			(765	)
Accumulated net realized gain on investments		204,835			540,336			37,487
NET ASSETS
Class T	$	10,770,366		$	26,396,572		$	402,522
Class T1	$	33,920,791		$	103,282,095		$	1,825,313
NET ASSET VALUE PER OUTSTANDING SHARE
(Offering and Redemption Price)
Class T	$	11.66		$	11.79		$	11.90
Class T1	$	11.66		$	11.80		$	11.90
SHARES OF CAPITAL STOCK:
Authorized
Class T		45,000,000			45,000,000			45,000,000
Class T1		45,000,000			45,000,000			45,000,000
Outstanding
Class T		924,092			2,238,141			33,813
Class T1		2,909,226			8,756,147			153,450
(1)  Cost of investments, affiliated	$	29,662,449		$	84,006,853		$	1,388,463
(2)  Cost of investments, unaffiliated		16,821,495			52,448,895			938,438
See notes to financial statements.
							(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES
JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2035			2035			2035
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
ASSETS:
Investments at market value, affiliated  (1)	$	17,558,192		$	50,030,906		$	1,023,341
Investments at market value, unaffiliated  (2)		10,845,621			34,334,945			741,822
Dividends and interest receivable		5,737			8,865			99
Total assets		28,409,550			84,374,716			1,765,262
LIABILITIES:
Fees payable		4,960			15,350			327
NET ASSETS	$	28,404,590		$	84,359,366		$	1,764,935
NET ASSETS REPRESENTED BY:
Capital stock, $.10 par value	$	239,472		$	705,706		$	14,707
Additional paid-in capital		29,742,846			89,091,560			1,806,079
Net unrealized depreciation on investments		(1,678,650	)		(5,823,829	)		(84,400	)
Undistributed (Overdistributed) net investment income		790			(6,349	)		(506	)
Accumulated net realized gain on investments		100,132			392,278			29,055
NET ASSETS
Class T	$	5,033,849		$	11,286,706		$	149,110
Class T1	$	23,370,741		$	73,072,660		$	1,615,825
NET ASSET VALUE PER OUTSTANDING SHARE
(Offering and Redemption Price)
Class T	$	11.87		$	11.96		$	12.01
Class T1	$	11.86		$	11.95		$	12.00
SHARES OF CAPITAL STOCK:
Authorized
Class T		45,000,000			45,000,000			45,000,000
Class T1		45,000,000			45,000,000			45,000,000
Outstanding
Class T		424,192			943,701			12,417
Class T1		1,970,527			6,113,363			134,650
(1)  Cost of investments, affiliated	$	18,604,026		$	53,725,347		$	1,078,980
(2)  Cost of investments, unaffiliated		11,478,437			36,464,333			770,583
See notes to financial statements.
							(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES
JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2045			2045			2045
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
ASSETS:
Investments at market value, affiliated  (1)	$	6,751,205		$	19,866,432		$	256,232
Investments at market value, unaffiliated  (2)		4,430,967			14,076,361			187,837
Dividends and interest receivable		1,786			2,774			22
Total assets		11,183,958			33,945,567			444,091
LIABILITIES:
Fees payable		1,978			5,792			80
NET ASSETS	$	11,181,980		$	33,939,775		$	444,011
NET ASSETS REPRESENTED BY:
Capital stock, $.10 par value	$	93,647		$	282,960		$	3,693
Additional paid-in capital		11,816,592			35,882,315			460,308
Net unrealized depreciation on investments		(768,770	)		(2,332,025	)		(27,713	)
Overdistributed net investment income		(334	)		(3,869	)		(90	)
Accumulated net realized gain on investments		40,845			110,394			7,813
NET ASSETS
Class T	$	2,699,947		$	8,686,493		$	120,723
Class T1	$	8,482,033		$	25,253,282		$	323,288
NET ASSET VALUE PER OUTSTANDING SHARE
(Offering and Redemption Price)
Class T	$	11.95		$	12.00		$	12.03
Class T1	$	11.94		$	11.99		$	12.02
SHARES OF CAPITAL STOCK:
Authorized
Class T		45,000,000			45,000,000			45,000,000
Class T1		45,000,000			45,000,000			45,000,000
Outstanding
Class T		226,011			723,811			10,036
Class T1		710,457			2,105,788			26,891
(1)  Cost of investments, affiliated	$	7,234,750		$	21,356,608		$	274,266
(2)  Cost of investments, unaffiliated		4,716,192			14,918,210			197,516
See notes to financial statements.
							(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF ASSETS AND LIABILITIES
JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2055			2055			2055
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
ASSETS:
Investments at market value, affiliated  (1)	$	2,045,711		$	4,224,521		$	54,585
Investments at market value, unaffiliated  (2)		1,386,829			3,054,038			40,630
Dividends and interest receivable		540			571			5
Total assets		3,433,080			7,279,130			95,220
LIABILITIES:
Fees payable		617			1,243			14
NET ASSETS	$	3,432,463		$	7,277,887		$	95,206
NET ASSETS REPRESENTED BY:
Capital stock, $.10 par value	$	28,685		$	60,629		$	791
Additional paid-in capital		3,592,584			7,755,154			124,011
Net unrealized depreciation on investments		(223,838	)		(583,386	)		(11,898	)
Undistributed (Overdistributed) net investment income		47			(243	)		(18	)
Accumulated net realized gain (loss) on investments		34,985			45,733			(17,680	)
NET ASSETS
Class T	$	880,223		$	640,628		$	39,672
Class T1	$	2,552,240		$	6,637,259		$	55,534
NET ASSET VALUE PER OUTSTANDING SHARE
(Offering and Redemption Price)
Class T	$	11.97		$	12.02		$	12.03
Class T1	$	11.97		$	12.00		$	12.04
SHARES OF CAPITAL STOCK:
Authorized
Class T		45,000,000			45,000,000			45,000,000
Class T1		45,000,000			45,000,000			45,000,000
Outstanding
Class T		73,543			53,276			3,297
Class T1		213,306			553,012			4,615
(1)  Cost of investments, affiliated	$	2,186,673		$	4,591,475		$	61,958
(2)  Cost of investments, unaffiliated		1,469,705			3,270,470			45,155
See notes to financial statements.
							(Concluded)

MAXIM SERIES FUND, INC.
STATEMENTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2015			2015			2015
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
INVESTMENT INCOME:
Dividends, affiliated	$	305,205		$	673,210		$	11,023
Dividends, unaffiliated		128,086			273,195			4,490
Total income		433,291			946,405			15,513
EXPENSES:
Management fees		16,955			41,967			1,058
Distribution fees - Class T1		11,196			31,659			850
Total expenses		28,151			73,626			1,908
Less amount waived by distributor		7			3			7
Net expenses		28,144			73,623			1,901
NET INVESTMENT INCOME		405,147			872,782			13,612
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments, affiliated		92,073			234,454			4,253
Net realized gain on investments, unaffiliated		53,817			132,315			2,340
Change in net unrealized depreciation on investments		(1,136,318	)		(3,954,567	)		(72,318	)
Net realized and unrealized loss on investments		(990,428	)		(3,587,798	)		(65,725	)
NET DECREASE IN NET ASSETS RESULTING
FROM OPERATIONS	$	(585,281	)	$	(2,715,016	)	$	(52,113	)
See notes to financial statements.

MAXIM SERIES FUND, INC.
STATEMENTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2025			2025			2025
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
INVESTMENT INCOME:
Dividends, affiliated	$	299,763		$	652,891		$	9,063
Dividends, unaffiliated		98,390			202,191			2,844
Total income		398,153			855,082			11,907
EXPENSES:
Management fees		19,301			55,907			1,382
Distribution fees - Class T1		11,218			34,987			1,000
Total expenses		30,519			90,894			2,382
Less amount waived by distributor		7			3			8
Net expenses		30,512			90,891			2,374
NET INVESTMENT INCOME		367,641			764,191			9,533
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments, affiliated		107,192			250,342			13,301
Net realized gain on investments, unaffiliated		66,461			153,072			7,141
Change in net unrealized depreciation on investments		(1,949,183	)		(7,183,571	)		(161,445	)
Net realized and unrealized loss on investments		(1,775,530	)		(6,780,157	)		(141,003	)
NET DECREASE IN NET ASSETS RESULTING
FROM OPERATIONS	$	(1,407,889	)	$	(6,015,966	)	$	(131,470	)
See notes to financial statements.

MAXIM SERIES FUND, INC.
STATEMENTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2035			2035			2035
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
INVESTMENT INCOME:
Dividends, affiliated	$	135,731		$	281,236		$	4,788
Dividends, unaffiliated		34,896			68,029			1,112
Total income		170,627			349,265			5,900
EXPENSES:
Management fees		12,483			37,438			881
Distribution fees - Class T1		8,094			26,325			702
Total expenses		20,577			63,763			1,583
Less amount waived by distributor		8			3			8
Net expenses		20,569			63,760			1,575
NET INVESTMENT INCOME		150,058			285,505			4,325
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments, affiliated		50,338			183,139			12,419
Net realized gain on investments, unaffiliated		25,974			112,727			7,955
Change in net unrealized depreciation on investments		(1,767,191	)		(6,228,142	)		(113,848	)
Net realized and unrealized loss on investments		(1,690,879	)		(5,932,276	)		(93,474	)
NET DECREASE IN NET ASSETS RESULTING
FROM OPERATIONS	$	(1,540,821	)	$	(5,646,771	)	$	(89,149	)
See notes to financial statements.

MAXIM SERIES FUND, INC.
STATEMENTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2045			2045			2045
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
INVESTMENT INCOME:
Dividends, affiliated	$	43,480		$	97,650		$	1,096
Dividends, unaffiliated		11,000			21,887			256
Total income		54,480			119,537			1,352
EXPENSES:
Management fees		5,395			15,835			238
Distribution fees - Class T1		3,214			9,051			161
Total expenses		8,609			24,886			399
Less amount waived by distributor		8			8			8
Net expenses		8,601			24,878			391
NET INVESTMENT INCOME		45,879			94,659			961
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments, affiliated		17,876			49,360			3,131
Net realized gain on investments, unaffiliated		9,732			21,294			2,201
Change in net unrealized depreciation on investments		(805,866	)		(2,424,131	)		(39,464	)
Net realized and unrealized loss on investments		(778,258	)		(2,353,477	)		(34,132	)
NET DECREASE IN NET ASSETS RESULTING
FROM OPERATIONS	$	(732,379	)	$	(2,258,818	)	$	(33,171	)
See notes to financial statements.

MAXIM SERIES FUND, INC.
STATEMENTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2010
UNAUDITED
	MAXIM			MAXIM			MAXIM
	LIFETIME			LIFETIME			LIFETIME
	2055			2055			2055
	PORTFOLIO I			PORTFOLIO II			PORTFOLIO III
INVESTMENT INCOME:
Dividends, affiliated	$	12,562		$	18,588		$	224
Dividends, unaffiliated		3,410			3,636			86
Total income		15,972			22,224			310
EXPENSES:
Management fees		1,791			2,468			83
Distribution fees - Class T1		1,084			1,804			21
Total expenses		2,875			4,272			104
Less amount waived by distributor		8			8			8
Net expenses		2,867			4,264			96
NET INVESTMENT INCOME		13,105			17,960			214
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain (loss) on investments, affiliated		15,388			26,115			(10,547	)
Net realized gain (loss) on investments, unaffiliated		11,408			15,038			(7,492	)
Change in net unrealized depreciation on investments		(261,432	)		(602,596	)		(19,435	)
Net realized and unrealized loss on investments		(234,636	)		(561,443	)		(37,474	)
NET DECREASE IN NET ASSETS RESULTING
FROM OPERATIONS	$	(221,531	)	$	(543,483	)	$	(37,260	)
See notes to financial statements.
							(Concluded)

MAXIM SERIES FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
SIX MONTHS ENDED JUNE 30, 2010 AND PERIOD FROM MAY 1, 2009 (INCEPTION) TO DECEMBER 31, 2009
	MAXIM LIFETIME 2015 PORTFOLIO I						MAXIM LIFETIME 2015 PORTFOLIO II						MAXIM LIFETIME 2015 PORTFOLIO III
	2010			2009			2010			2009			2010			2009
	UNAUDITED						UNAUDITED						UNAUDITED
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	405,147		$	139,707		$	872,782		$	218,633		$	13,612		$	14,115
Net realized gain on investments		145,890			17,117			366,769			190,390			6,593			11,987
Capital gain distributions received					11,318						17,999						1,150
Change in net unrealized appreciation (depreciation) on investments		(1,136,318	)		30,255			(3,954,567	)		138,341			(72,318	)		33,643
Net increase (decrease) in net assets resulting from operations		(585,281	)		198,397			(2,715,016	)		565,363			(52,113	)		60,895
DISTRIBUTIONS:
From net investment income
Class T		(75,167	)		(33,107	)		(89,556	)		(31,392	)		(816	)		(249	)
Class T1		(331,816	)		(96,559	)		(781,384	)		(174,462	)		(13,688	)		(13,207	)
Total distributions		(406,983	)		(129,666	)		(870,940	)		(205,854	)		(14,504	)		(13,456	)
SHARE TRANSACTIONS:
Net proceeds from sales of shares
Class T		3,630,277			3,681,527			7,819,533			3,923,655			99,551			16,933
Class T1		30,557,524			11,593,919			105,817,238			25,959,927			276,470			1,724,549
Reinvestment of distributions
Class T		75,167			33,107			89,556			31,392			816			249
Class T1		331,816			96,559			781,384			174,462			13,688			13,207
Redemptions of shares
Class T		(724,764	)		(122,793	)		(558,162	)		(634,710	)		(987	)
Class T1		(7,471,801	)		(1,180,038	)		(31,834,862	)		(7,443,520	)		(72,485	)		(247,042	)
Net increase in net assets resulting from share transactions		26,398,219			14,102,281			82,114,687			22,011,206			317,053			1,507,896
Total increase in net assets		25,405,955			14,171,012			78,528,731			22,370,715			250,436			1,555,335
NET ASSETS:
Beginning of period		14,171,012			0			22,370,715			0			1,555,335			0
End of period  (1)	$	39,576,967		$	14,171,012		$	100,899,446		$	22,370,715		$	1,805,771		$	1,555,335
OTHER INFORMATION:
SHARES:
Sold
Class T		308,954			319,218			649,116			333,643			8,230			1,617
Class T1		2,580,751			999,436			8,803,339			2,215,297			22,970			145,845
Issued in reinvestment of distributions
Class T		6,542			2,836			7,707			2,635			69			21
Class T1		28,828			8,268			67,245			14,637			1,166			1,085
Redeemed
Class T		(61,369	)		(10,612	)		(46,678	)		(53,669	)		(83	)
Class T1		(629,403	)		(101,606	)		(2,645,282	)		(626,802	)		(5,967	)		(20,304	)
Net increase		2,234,303			1,217,540			6,835,447			1,885,741			26,385			128,264
(1)  Including undistributed (overdistributed) net investment income	$	8,205		$	10,041		$	14,621		$	12,779		$	(233	)	$	659
See notes to financial statements.
																(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
SIX MONTHS ENDED JUNE 30, 2010 AND PERIOD FROM MAY 1, 2009 (INCEPTION) TO DECEMBER 31, 2009
	MAXIM LIFETIME 2025 PORTFOLIO I						MAXIM LIFETIME 2025 PORTFOLIO II						MAXIM LIFETIME 2025 PORTFOLIO III
	2010			2009			2010			2009			2010			2009
	UNAUDITED						UNAUDITED						UNAUDITED
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	367,641		$	148,040		$	764,191		$	378,843		$	9,533		$	17,415
Net realized gain on investments		173,653			18,911			403,414			104,484			20,442			15,637
Capital gain distributions received					12,271						32,438						1,408
Change in net unrealized appreciation (depreciation) on investments		(1,949,183	)		149,307			(7,183,571	)		401,227			(161,445	)		62,533
Net increase (decrease) in net assets resulting from operations		(1,407,889	)		328,529			(6,015,966	)		916,992			(131,470	)		96,993
DISTRIBUTIONS:
From net investment income
Class T		(99,947	)		(46,641	)		(177,134	)		(156,665	)		(1,922	)		(1,333	)
Class T1		(271,060	)		(91,144	)		(603,114	)		(203,336	)		(8,873	)		(15,585	)
Total distributions		(371,007	)		(137,785	)		(780,248	)		(360,001	)		(10,795	)		(16,918	)
SHARE TRANSACTIONS:
Net proceeds from sales of shares
Class T		6,016,937			5,827,074			9,944,890			20,565,979			290,587			208,765
Class T1		30,377,395			12,219,949			106,325,434			28,429,518			687,152			2,437,865
Reinvestment of distributions
Class T		99,947			46,641			177,134			156,665			1,922			1,333
Class T1		271,060			91,144			603,114			203,336			8,873			15,585
Redemptions of shares
Class T		(452,169	)		(496,258	)		(2,561,077	)		(715,048	)		(24,045	)		(50,000	)
Class T1		(6,174,491	)		(1,547,920	)		(24,217,619	)		(2,994,436	)		(775,739	)		(512,273	)
Net increase in net assets resulting from share transactions		30,138,679			16,140,630			90,271,876			45,646,014			188,750			2,101,275
Total increase in net assets		28,359,783			16,331,374			83,475,662			46,203,005			46,485			2,181,350
NET ASSETS:
Beginning of period		16,331,374			0			46,203,005			0			2,181,350			0
End of period  (1)	$	44,691,157		$	16,331,374		$	129,678,667		$	46,203,005		$	2,227,835		$	2,181,350
OTHER INFORMATION:
SHARES:
Sold
Class T		494,190			496,560			799,307			1,673,650			22,461			17,010
Class T1		2,490,472			1,021,875			8,523,162			2,342,441			55,112			200,034
Issued in reinvestment of distributions
Class T		8,535			3,859			14,935			12,625			160			106
Class T1		23,148			7,546			50,853			16,386			741			1,229
Redeemed
Class T		(37,221	)		(41,831	)		(204,264	)		(58,112	)		(1,934	)		(3,990	)
Class T1		(503,566	)		(130,249	)		(1,932,524	)		(244,171	)		(62,254	)		(41,412	)
Net increase		2,475,558			1,357,760			7,251,469			3,742,819			14,286			172,977
(1)  Including undistributed (overdistributed) net investment income	$	6,889		$	10,255		$	2,785		$	18,842		$	(765	)	$	497
See notes to financial statements.
																(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
SIX MONTHS ENDED JUNE 30, 2010 AND PERIOD FROM MAY 1, 2009 (INCEPTION) TO DECEMBER 31, 2009
	MAXIM LIFETIME 2035 PORTFOLIO I						MAXIM LIFETIME 2035 PORTFOLIO II						MAXIM LIFETIME 2035 PORTFOLIO III
	2010			2009			2010			2009			2010			2009
	UNAUDITED						UNAUDITED						UNAUDITED
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	150,058		$	77,317		$	285,505		$	214,407		$	4,325		$	9,538
Net realized gain on investments		76,312			17,528			295,866			79,557			20,374			7,997
Capital gain distributions received					6,292						16,855						684
Change in net unrealized appreciation (depreciation) on investments		(1,767,191	)		88,541			(6,228,142	)		404,313			(113,848	)		29,448
Net increase (decrease) in net assets resulting from operations		(1,540,821	)		189,678			(5,646,771	)		715,132			(89,149	)		47,667
DISTRIBUTIONS:
From net investment income
Class T		(30,486	)		(17,670	)		(45,211	)		(57,542	)		(433	)		(272	)
Class T1		(122,621	)		(55,808	)		(252,586	)		(150,922	)		(4,532	)		(9,132	)
Total distributions		(153,107	)		(73,478	)		(297,797	)		(208,464	)		(4,965	)		(9,404	)
SHARE TRANSACTIONS:
Net proceeds from sales of shares
Class T		3,596,080			2,337,034			5,313,704			8,062,276			168,148			26,025
Class T1		21,085,739			7,602,906			73,317,939			23,056,008			852,618			1,217,110
Reinvestment of distributions
Class T		30,486			17,670			45,211			57,542			433			272
Class T1		122,621			55,808			252,586			150,922			4,532			9,132
Redemptions of shares
Class T		(592,054	)		(82,026	)		(1,338,481	)		(146,505	)		(39,717	)		(93	)
Class T1		(3,808,851	)		(383,095	)		(16,506,414	)		(2,467,522	)		(358,704	)		(58,970	)
Net increase in net assets resulting from share transactions		20,434,021			9,548,297			61,084,545			28,712,721			627,310			1,193,476
Total increase in net assets		18,740,093			9,664,497			55,139,977			29,219,389			533,196			1,231,739
NET ASSETS:
Beginning of period		9,664,497			0			29,219,389			0			1,231,739			0
End of period  (1)	$	28,404,590		$	9,664,497		$	84,359,366		$	29,219,389		$	1,764,935		$	1,231,739
OTHER INFORMATION:
SHARES:
Sold
Class T		283,516			190,825			413,341			637,994			13,036			2,319
Class T1		1,671,957			615,373			5,705,412			1,856,591			68,285			97,520
Issued in reinvestment of distributions
Class T		2,553			1,408			3,755			4,496			36			22
Class T1		10,278			4,448			20,979			11,788			375			707
Redeemed
Class T		(47,555	)		(6,555	)		(104,311	)		(11,574	)		(2,988	)		(7	)
Class T1		(300,385	)		(31,144	)		(1,279,426	)		(201,981	)		(27,598	)		(4,640	)
Net increase		1,620,364			774,355			4,759,750			2,297,314			51,146			95,921
(1)  Including undistributed (overdistributed) net investment income	$	790		$	3,839		$	(6,349	)	$	5,943		$	(506	)	$	134
See notes to financial statements.
																(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
SIX MONTHS ENDED JUNE 30, 2010 AND PERIOD FROM MAY 1, 2009 (INCEPTION) TO DECEMBER 31, 2009
	MAXIM LIFETIME 2045 PORTFOLIO I						MAXIM LIFETIME 2045 PORTFOLIO II						MAXIM LIFETIME 2045 PORTFOLIO III
	2010			2009			2010			2009			2010			2009
	UNAUDITED						UNAUDITED						UNAUDITED
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	45,879		$	33,940		$	94,659		$	103,686		$	961		$	2,041
Net realized gain on investments		27,608			10,555			70,654			32,387			5,332			2,351
Capital gain distributions received					2,682						7,353						130
Change in net unrealized appreciation (depreciation) on investments		(805,866	)		37,096			(2,424,131	)		92,106			(39,464	)		11,751
Net increase (decrease) in net assets resulting from operations		(732,379	)		84,273			(2,258,818	)		235,532			(33,171	)		16,273
DISTRIBUTIONS:
From net investment income
Class T		(12,983	)		(13,683	)		(29,339	)		(54,291	)		(311	)		(238	)
Class T1		(34,662	)		(18,825	)		(71,451	)		(47,133	)		(767	)		(1,776	)
Total distributions		(47,645	)		(32,508	)		(100,790	)		(101,424	)		(1,078	)		(2,014	)
SHARE TRANSACTIONS:
Net proceeds from sales of shares
Class T		1,227,661			1,881,216			2,863,279			7,215,767			112,719			21,990
Class T1		7,934,094			2,889,025			25,548,921			7,097,433			197,113			224,470
Reinvestment of distributions
Class T		12,983			13,683			29,339			54,291			311			238
Class T1		34,662			18,825			71,451			47,133			767			1,776
Redemptions of shares
Class T		(247,935	)		(28,515	)		(873,558	)		(81,053	)		(6,023	)
Class T1		(1,485,276	)		(340,184	)		(4,849,710	)		(958,018	)		(81,604	)		(7,756	)
Net increase in net assets resulting from share transactions		7,476,189			4,434,050			22,789,722			13,375,553			223,283			240,718
Total increase in net assets		6,696,165			4,485,815			20,430,114			13,509,661			189,034			254,977
NET ASSETS:
Beginning of period		4,485,815			0			13,509,661			0			254,977			0
End of period  (1)	$	11,181,980		$	4,485,815		$	33,939,775		$	13,509,661		$	444,011		$	254,977
OTHER INFORMATION:
SHARES:
Sold
Class T		95,940			149,676			223,936			566,680			8,444			1,994
Class T1		617,779			231,852			1,985,957			561,838			15,595			18,248
Issued in reinvestment of distributions
Class T		1,080			1,075			2,427			4,210			26			19
Class T1		2,884			1,480			5,915			3,658			63			138
Redeemed
Class T		(19,492	)		(2,269	)		(67,079	)		(6,363	)		(447	)
Class T1		(116,033	)		(27,504	)		(375,663	)		(75,917	)		(6,537	)		(616	)
Net increase		582,158			354,310			1,775,493			1,054,106			17,144			19,783
(1)  Including undistributed (overdistributed) net investment income	$	(334	)	$	1,432		$	(3,869	)	$	2,262		$	(90	)	$	27
See notes to financial statements.
																(Continued)

MAXIM SERIES FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
SIX MONTHS ENDED JUNE 30, 2010 AND PERIOD FROM MAY 1, 2009 (INCEPTION) TO DECEMBER 31, 2009
	MAXIM LIFETIME 2055 PORTFOLIO I						MAXIM LIFETIME 2055 PORTFOLIO II						MAXIM LIFETIME 2055 PORTFOLIO III
	2010			2009			2010			2009			2010			2009
	UNAUDITED						UNAUDITED						UNAUDITED
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	13,105		$	12,874		$	17,960		$	11,681		$	214		$	565
Net realized gain (loss) on investments		26,796			7,374			41,153			3,846			(18,039	)		331
Capital gain distributions received					815						734						28
Change in net unrealized appreciation (depreciation) on investments		(261,432	)		37,594			(602,596	)		19,210			(19,435	)		7,537
Net increase (decrease) in net assets resulting from operations		(221,531	)		58,657			(543,483	)		35,471			(37,260	)		8,461
DISTRIBUTIONS:
From net investment income
Class T		(3,799	)		(4,995	)		(1,944	)		(1,283	)		(108	)		(290	)
Class T1		(9,874	)		(7,264	)		(16,518	)		(10,139	)		(131	)		(268	)
Total distributions		(13,673	)		(12,259	)		(18,462	)		(11,422	)		(239	)		(558	)
SHARE TRANSACTIONS:
Net proceeds from sales of shares
Class T		346,320			781,596			614,022			169,502			269,009			26,460
Class T1		2,060,802			1,108,593			7,003,464			1,319,285			37,961			23,555
Reinvestment of distributions
Class T		3,799			4,995			1,944			1,283			108			290
Class T1		9,874			7,264			16,518			10,139			131			268
Redemptions of shares
Class T		(165,651	)		(68,913	)		(93,639	)		(9,679	)		(226,785	)
Class T1		(461,964	)		(5,446	)		(1,188,808	)		(28,248	)		(6,195	)
Net increase in net assets resulting from share transactions		1,793,180			1,828,089			6,353,501			1,462,282			74,229			50,573
Total increase in net assets		1,557,976			1,874,487			5,791,556			1,486,331			36,730			58,476
NET ASSETS:
Beginning of period		1,874,487			0			1,486,331			0			58,476			0
End of period  (1)	$	3,432,463		$	1,874,487		$	7,277,887		$	1,486,331		$	95,206		$	58,476
OTHER INFORMATION:
SHARES:
Sold
Class T		26,699			65,005			47,615			13,616			19,532			2,349
Class T1		160,959			87,408			538,926			104,243			2,926			2,135
Issued in reinvestment of distributions
Class T		316			391			160			100			9			23
Class T1		820			569			1,367			785			11			22
Redeemed
Class T		(13,371	)		(5,497	)		(7,449	)		(766	)		(18,616	)
Class T1		(36,016	)		(434	)		(90,072	)		(2,237	)		(479	)
Net increase		139,407			147,442			490,547			115,741			3,383			4,529
(1)  Including undistributed (overdistributed) net investment income	$	47		$	615		$	(243	)	$	259		$	(18	)	$	7
See notes to financial statements.
																(Concluded)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2015 PORTFOLIO I
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	11.64				$	10.00				$	11.64				$	10.00
Income from Investment Operations
Net investment income				0.11					0.21					0.11					0.19
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.11					0.22					0.11					0.20
Net realized and unrealized gain (loss)
		on investments		(0.17	)				1.61					(0.16	)				1.63
Total Income (loss) From
		Investment Operations		(0.06	)				1.83					(0.05	)				1.83
Less Distributions
From net investment income				(0.13	)				(0.19	)				(0.12	)				(0.19	)
Net Asset Value, End of Period			$	11.45				$	11.64				$	11.47				$	11.64
Total Return ±				(0.48	%)	^			18.37	%	^			(0.46	%)	^ #			18.37	%	^ #
Net Assets, End of Period ($000)			$	6,478				$	3,625				$	33,099				$	10,546
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		2.51	%		*		7.65	%		*		2.94	%		*		8.02	%		*
		- After Reimbursement		N/A					N/A					2.94	%		* §		8.03	%		* §
Portfolio Turnover Rate ~				17.88	%	^			18.01	%	^			17.88	%	^			18.01	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2015 PORTFOLIO II
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	11.86				$	10.00				$	11.86				$	10.00
Income from Investment Operations
Net investment income				0.09					0.18					0.08					0.19
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.09					0.19					0.08					0.20
Net realized and unrealized gain (loss)
		on investments		(0.27	)				1.85					(0.27	)				1.84
Total Income (loss) From
		Investment Operations		(0.18	)				2.04					(0.19	)				2.04
Less Distributions
From net investment income				(0.10	)				(0.18	)				(0.10	)				(0.18	)
Net Asset Value, End of Period			$	11.58				$	11.86				$	11.57				$	11.86
Total Return ±				(1.51	%)	^			20.48	%	^			(1.58	%)	^ #			20.53	%	^ #
Net Assets, End of Period ($000)			$	10,334				$	3,353				$	90,565				$	19,018
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.22	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		2.67	%		*		7.61	%		*		2.46	%		*		7.17	%		*
		- After Reimbursement		N/A					N/A					2.46	%		* §		7.17	%		* §
Portfolio Turnover Rate ~				17.69	%	^			104.47	%	^			17.69	%	^			104.47	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2015 PORTFOLIO III
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.13				$	10.00				$	12.13				$	10.00
Income from Investment Operations
Net investment income				0.05					0.20					0.10					0.17
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.05					0.21					0.10					0.18
Net realized and unrealized gain (loss)
		on investments		(0.41	)				2.09					(0.45	)				2.12
Total Income (loss) From
		Investment Operations		(0.36	)				2.30					(0.35	)				2.30
Less Distributions
From net investment income				(0.08	)				(0.17	)				(0.10	)				(0.17	)
Net Asset Value, End of Period			$	11.69				$	12.13				$	11.68				$	12.13
Total Return ±				(2.94	%)	^			23.07	%	^			(2.92	%)	^ #			23.07	%	^ #
Net Assets, End of Period ($000)			$	115				$	20				$	1,691				$	1,535
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		2.61	%		*		3.14	%		*		1.50	%		*		5.57	%		*
		- After Reimbursement		N/A					N/A					1.50	%		* §		5.58	%		* §
Portfolio Turnover Rate ~				10.56	%	^			64.50	%	^			10.56	%	^			64.50	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2025 PORTFOLIO I
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.03				$	10.00				$	12.03				$	10.00
Income from Investment Operations
Net investment income				0.09					0.19					0.08					0.17
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.09					0.20					0.08					0.18
Net realized and unrealized gain (loss)
		on investments		(0.35	)				2.00					(0.36	)				2.02
Total Income (loss) From
		Investment Operations		(0.26	)				2.20					(0.28	)				2.20
Less Distributions
From net investment income				(0.11	)				(0.17	)				(0.09	)				(0.17	)
Net Asset Value, End of Period			$	11.66				$	12.03				$	11.66				$	12.03
Total Return ±				(2.17	%)	^			22.15	%	^			(2.29	%)	^ #			22.15	%	^ #
Net Assets, End of Period ($000)			$	10,770				$	5,517				$	33,921				$	10,814
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.22	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		2.01	%		*		5.49	%		*		2.39	%		*		6.37	%		*
		- After Reimbursement		N/A					N/A					2.39	%		* §		6.37	%		* §
Portfolio Turnover Rate ~				10.95	%	^			24.28	%	^			10.95	%	^			24.28	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2025 PORTFOLIO II
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.35				$	10.00				$	12.34				$	10.00
Income from Investment Operations
Net investment income				0.08					0.16					0.06					0.15
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.08					0.17					0.06					0.16
Net realized and unrealized gain (loss)
		on investments		(0.56	)				2.33					(0.53	)				2.33
Total Income (loss) From
		Investment Operations		(0.48	)				2.50					(0.47	)				2.49
Less Distributions
From net investment income				(0.08	)				(0.15	)				(0.07	)				(0.15	)
Net Asset Value, End of Period			$	11.79				$	12.35				$	11.80				$	12.34
Total Return ±				(3.89	%)	^			25.14	%	^			(3.80	%)	^ #			25.04	%	^ #
Net Assets, End of Period ($000)			$	26,397				$	20,100				$	103,282				$	26,103
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.22	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		1.43	%		*		12.62	%		*		1.70	%		*		6.02	%		*
		- After Reimbursement		N/A					N/A					1.70	%		* §		6.02	%		* §
Portfolio Turnover Rate ~				10.27	%	^			14.49	%	^			10.27	%	^			14.49	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2025 PORTFOLIO III
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.61				$	10.00				$	12.61				$	10.00
Income from Investment Operations
Net investment income				0.05					0.15					0.05					0.14
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.05					0.16					0.05					0.15
Net realized and unrealized gain (loss)
		on investments		(0.70	)				2.59					(0.70	)				2.60
Total Income (loss) From
		Investment Operations		(0.65	)				2.75					(0.65	)				2.75
Less Distributions
From net investment income				(0.06	)				(0.14	)				(0.06	)				(0.14	)
Net Asset Value, End of Period			$	11.90				$	12.61				$	11.90				$	12.61
Total Return ±				(5.18	%)	^			27.63	%	^			(5.17	%)	^ #			27.63	%	^ #
Net Assets, End of Period ($000)			$	403				$	166				$	1,825				$	2,016
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		1.18	%		*		5.71	%		*		0.77	%		*		4.85	%		*
		- After Reimbursement		N/A					N/A					0.77	%		* §		4.86	%		* §
Portfolio Turnover Rate ~				39.22	%	^			107.97	%	^			39.22	%	^			107.97	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2035 PORTFOLIO I
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.49				$	10.00				$	12.48				$	10.00
Income from Investment Operations
Net investment income				0.06					0.17					0.05					0.15
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.06					0.18					0.05					0.16
Net realized and unrealized gain (loss)
		on investments		(0.61	)				2.46					(0.61	)				2.47
Total Income (loss) From
		Investment Operations		(0.55	)				2.64					(0.56	)				2.63
Less Distributions
From net investment income				(0.07	)				(0.15	)				(0.06	)				(0.15	)
Net Asset Value, End of Period			$	11.87				$	12.49				$	11.86				$	12.48
Total Return ±				(4.38	%)	^			26.50	%	^			(4.46	%)	^ #			26.40	%	^ #
Net Assets, End of Period ($000)			$	5,034				$	2,319				$	23,371				$	7,346
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.22	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		1.28	%		*		6.44	%		*		1.48	%		*		5.77	%		*
		- After Reimbursement		N/A					N/A					1.48	%		* §		5.77	%		* §
Portfolio Turnover Rate ~				12.18	%	^			8.97	%	^			12.18	%	^			8.97	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2035 PORTFOLIO II
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.72				$	10.00				$	12.72				$	10.00
Income from Investment Operations
Net investment income				0.04					0.10					0.03					0.10
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.04					0.11					0.03					0.11
Net realized and unrealized gain (loss)
		on investments		(0.75	)				2.71					(0.76	)				2.71
Total Income (loss) From
		Investment Operations		(0.71	)				2.82					(0.73	)				2.82
Less Distributions
From net investment income				(0.05	)				(0.10	)				(0.04	)				(0.10	)
Net Asset Value, End of Period			$	11.96				$	12.72				$	11.95				$	12.72
Total Return ±				(5.60	%)	^			28.19	%	^			(5.72	%)	^ #			28.19	%	^ #
Net Assets, End of Period ($000)			$	11,287				$	8,028				$	73,073				$	21,191
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.22	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		0.84	%		*		11.71	%		*		0.92	%		*		5.20	%		*
		- After Reimbursement		N/A					N/A					0.92	%		* §		5.20	%		* §
Portfolio Turnover Rate ~				8.46	%	^			12.83	%	^			8.46	%	^			12.83	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2035 PORTFOLIO III
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.84				$	10.00				$	12.84				$	10.00
Income from Investment Operations
Net investment income				0.02					0.14					0.02					0.13
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.02					0.15					0.02					0.14
Net realized and unrealized gain (loss)
		on investments		(0.82	)				2.82					(0.83	)				2.83
Total Income (loss) From
		Investment Operations		(0.80	)				2.97					(0.81	)				2.97
Less Distributions
From net investment income				(0.03	)				(0.13	)				(0.03	)				(0.13	)
Net Asset Value, End of Period			$	12.01				$	12.84				$	12.00				$	12.84
Total Return ±				(6.19	%)	^			29.81	%	^			(6.28	%)	^ #			29.81	%	^ #
Net Assets, End of Period ($000)			$	149				$	30				$	1,616				$	1,202
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		1.27	%		*		2.43	%		*		0.55	%		*		5.78	%		*
		- After Reimbursement		N/A					N/A					0.55	%		* §		5.78	%		* §
Portfolio Turnover Rate ~				23.98	%	^			26.97	%	^			23.98	%	^			26.97	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2045 PORTFOLIO I
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.67				$	10.00				$	12.66				$	10.00
Income from Investment Operations
Net investment income				0.05					0.14					0.03					0.15
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.05					0.15					0.03					0.16
Net realized and unrealized gain (loss)
		on investments		(0.71	)				2.66					(0.70	)				2.64
Total Income (loss) From
		Investment Operations		(0.66	)				2.81					(0.67	)				2.80
Less Distributions
From net investment income				(0.06	)				(0.14	)				(0.05	)				(0.14	)
Net Asset Value, End of Period			$	11.95				$	12.67				$	11.94				$	12.66
Total Return ±				(5.23	%)	^			28.18	%	^			(5.30	%)	^ #			28.07	%	^ #
Net Assets, End of Period ($000)			$	2,700				$	1,881				$	8,482				$	2,605
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		0.94	%		*		8.89	%		*		1.05	%		*		5.51	%		*
		- After Reimbursement		N/A					N/A					1.05	%		* §		5.51	%		* §
Portfolio Turnover Rate ~				8.97	%	^			24.95	%	^			8.97	%	^			24.95	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2045 PORTFOLIO II
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.82				$	10.00				$	12.81				$	10.00
Income from Investment Operations
Net investment income				0.03					0.13					0.02					0.13
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.03					0.14					0.02					0.14
Net realized and unrealized gain (loss)
		on investments		(0.81	)				2.81					(0.81	)				2.80
Total Income (loss) From
		Investment Operations		(0.78	)				2.95					(0.79	)				2.94
Less Distributions
From net investment income				(0.04	)				(0.13	)				(0.03	)				(0.13	)
Net Asset Value, End of Period			$	12.00				$	12.82				$	11.99				$	12.81
Total Return ±				(6.08	%)	^			29.61	%	^			(6.13	%)	^ #			29.51	%	^ #
Net Assets, End of Period ($000)			$	8,686				$	7,238				$	25,253				$	6,272
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		0.62	%		*		14.17	%		*		0.76	%		*		6.14	%		*
		- After Reimbursement		N/A					N/A					0.76	%		* §		6.14	%		* §
Portfolio Turnover Rate ~				7.33	%	^			22.29	%	^			7.33	%	^			22.29	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2045 PORTFOLIO III
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.89				$	10.00				$	12.89				$	10.00
Income from Investment Operations
Net investment income				0.02					0.13					0.02					0.13
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.02					0.14					0.02					0.14
Net realized and unrealized gain (loss)
		on investments		(0.85	)				2.88					(0.86	)				2.88
Total Income (loss) From
		Investment Operations		(0.83	)				3.02					(0.84	)				3.02
Less Distributions
From net investment income				(0.03	)				(0.13	)				(0.03	)				(0.13	)
Net Asset Value, End of Period			$	12.03				$	12.89				$	12.02				$	12.89
Total Return ±				(6.43	%)	^			30.28	%	^			(6.53	%)	^ #			30.28	%	^ #
Net Assets, End of Period ($000)			$	121				$	26				$	323				$	229
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.19	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		0.81	%		*		2.38	%		*		0.40	%		*		4.64	%		*
		- After Reimbursement		N/A					N/A					0.40	%		* §		4.66	%		* §
Portfolio Turnover Rate ~				25.81	%	^			15.17	%	^			25.81	%	^			15.17	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2055 PORTFOLIO I
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.71				$	10.00				$	12.71				$	10.00
Income from Investment Operations
Net investment income				0.04					0.16					0.06					0.12
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.04					0.17					0.06					0.13
Net realized and unrealized gain (loss)
		on investments		(0.73	)				2.67					(0.75	)				2.71
Total Income (loss) From
		Investment Operations		(0.69	)				2.84					(0.69	)				2.84
Less Distributions
From net investment income				(0.05	)				(0.13	)				(0.05	)				(0.13	)
Net Asset Value, End of Period			$	11.97				$	12.71				$	11.97				$	12.71
Total Return ±				(5.41	%)	^			28.44	%	^			(5.46	%)	^ #			28.44	%	^ #
Net Assets, End of Period ($000)			$	880				$	762				$	2,552				$	1,113
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		0.86	%		*		3.91	%		*		0.88	%		*		9.09	%		*
		- After Reimbursement		N/A					N/A					0.88	%		* §		9.11	%		* §
Portfolio Turnover Rate ~				19.15	%	^			20.38	%	^			19.15	%	^			20.38	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2055 PORTFOLIO II
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.86				$	10.00				$	12.84				$	10.00
Income from Investment Operations
Net investment income				0.03					0.13					0.02					0.13
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.03					0.14					0.02					0.14
Net realized and unrealized gain (loss)
		on investments		(0.83	)				2.85					(0.83	)				2.83
Total Income (loss) From
		Investment Operations		(0.80	)				2.99					(0.81	)				2.97
Less Distributions
From net investment income				(0.04	)				(0.13	)				(0.03	)				(0.13	)
Net Asset Value, End of Period			$	12.02				$	12.86				$	12.00				$	12.84
Total Return ±				(6.25	%)	^			30.01	%	^			(6.31	%)	^ #			29.81	%	^ #
Net Assets, End of Period ($000)			$	641				$	167				$	6,637				$	1,320
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.22	%		* §		0.21	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		0.74	%		*		5.27	%		*		0.88	%		*		6.36	%		*
		- After Reimbursement		N/A					N/A					0.88	%		* §		6.36	%		* §
Portfolio Turnover Rate ~				18.87	%	^			6.32	%	^			18.87	%	^			6.32	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2055 PORTFOLIO III
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the periods indicated are as follows:
			Class T										Class T1
								Period from May 1,										Period from May 1,
			Six Months Ended					2009 (inception) to					Six Months Ended					2009 (inception) to
			June 30,					December 31,					June 30,					December 31,
			2010					2009					2010					2009
			UNAUDITED										UNAUDITED
Net Asset Value, Beginning of Period			$	12.91				$	10.00				$	12.91				$	10.00
Income from Investment Operations
Net investment income				0.02					0.14					0.02					0.14
Capital gain distributions received				0.00					0.01					0.00					0.01
		Total distributions received		0.02					0.15					0.02					0.15
Net realized and unrealized gain (loss)
		on investments		(0.87	)				2.90					(0.86	)				2.90
Total Income (loss) From
		Investment Operations		(0.85	)				3.05					(0.84	)				3.05
Less Distributions
From net investment income				(0.03	)				(0.14	)				(0.03	)				(0.14	)
Net Asset Value, End of Period			$	12.03				$	12.91				$	12.04				$	12.91
Total Return ±				(6.56	%)	^			30.55	%	^			(6.52	%)	^ #			30.55	%	^ #
Net Assets, End of Period ($000)			$	40				$	31				$	56				$	28
Ratio of Expenses to Average Net Assets †
		- Before Reimbursement		0.12	%		*		0.12	%		*		0.22	%		*		0.22	%		*
		- After Reimbursement		N/A					N/A					0.18	%		* §		0.13	%		* §
Ratio of Net Investment Income to
		Average Net Assets
		- Before Reimbursement		0.20	%		*		2.76	%		*		0.54	%		*		2.29	%		*
		- After Reimbursement		N/A					N/A					0.58	%		* §		2.37	%		* §
Portfolio Turnover Rate ~				197.40	%	^			7.23	%	^			197.40	%	^			7.23	%	^
	§	Percentages are shown net of distribution fees waived.
^		Based on operations for the period shown and, accordingly, are not representative of a full year.
	*	Annualized
~		Portfolio turnover is calculated at the Portfolio level.
	±	Performance does not include any fees or expenses of variable insurance contracts, if applicable. If such fees or expenses were included, returns would be lower.
	#	Performance shown net of distribution fees waived. Without the waiver, the return shown would have been lower.
	†	Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
See notes to financial statements.																(Concluded)

MAXIM SERIES FUND, INC.

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2010

UNAUDITED

1. ORGANIZATION & SIGNIFICANT ACCOUNTING POLICIES

Maxim Series Fund, Inc. (the Fund) is a Maryland corporation organized on December 7, 1981 and is registered under the Investment Company Act of 1940 (the 1940 Act) as an open-end management investment company.  The Fund presently consists of fifty-four portfolios.  Interests in the Maxim Lifetime 2015 I, the Maxim Lifetime 2015 II, the Maxim Lifetime 2015 III, the Maxim Lifetime 2025 I, the Maxim Lifetime 2025 II, the Maxim Lifetime 2025 III, the Maxim Lifetime 2035 I, the Maxim Lifetime 2035 II, the Maxim Lifetime 2035 III, the Maxim Lifetime 2045 I, the Maxim Lifetime 2045 II, the Maxim Lifetime 2045 III, the Maxim Lifetime 2055 I, the Maxim Lifetime 2055 II, and the Maxim Lifetime 2055 III Portfolios  (the Portfolios) are included herein and are represented by separate classes of beneficial interest of the Fund.  The investment objective of each Portfolio is to seek capital appreciation and income consistent with its current asset allocation.  There are three risk profile options for each available year designated in the name of the Portfolio.  The Portfolio I series are generally expected to pursue a more conservative allocation strategy relative to the Portfolio II or Portfolio III series.  The Portfolio II series are generally expected to pursue a more moderate allocation strategy relative to the Portfolio I or Portfolio III series.  The Portfolio III series are generally expected to pursue a more aggressive allocation strategy relative to the Portfolio I or Portfolio II series.  After the transition year, noted in the name of the Portfolio, the investment objective is to seek income and secondarily, capital growth.  Each Portfolio is non-diversified as defined in the 1940 Act.  The Portfolios are available only as an investment option for insurance company separate accounts for certain variable annuity contracts and variable life insurance policies (variable insurance contracts), to individual retirement account (IRA) owners, and to qualified retirement plans and college savings programs.

Each of the Portfolios offer two share classes, referred to as Class T and Class T1 shares.  Class T shares are not subject to any distribution fees, while Class T1 shares of each Portfolio are subject to an annual distribution fee of 0.10% of the corresponding Portfolio’s annual average net assets attributable to Class T1 shares.  Income, expenses (other than those attributable to a specific class) and gains and losses are allocated daily to each class of shares based on the relative proportion of net assets represented by such class.  Operating expenses directly attributable to a specific class are charged against operations of that class.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.  Actual results could differ from those estimates.  The following is a summary of the significant accounting policies of the Fund.

Security Valuation

Investments in shares of the underlying funds are valued at their net asset value as reported by the underlying fund.

The Portfolios classify their valuations into three levels based upon the transparency of inputs to the valuation of the Portfolio’s investments.  The three levels are defined as follows:

Level 1 – Valuations based on quoted prices for identical securities in active markets.

Level 2 – Valuations based on either directly or indirectly observable inputs.  These may include quoted prices in markets that are not active or quoted prices for similar assets in active markets.   

Level 3 – Valuations based on inputs that are unobservable and significant to the fair value measurement. 

As of June 30, 2010 and throughout the period, the only investments of each Portfolio were in mutual funds that were actively traded, therefore 100% of the investments are valued using Level 1 inputs.

Dividends

Dividends from net investment income of the Portfolios are declared and paid semi-annually.  Income dividends are reinvested in additional shares at net asset value.  Dividends from capital gains of the Portfolios, if any, are declared and reinvested at least annually in additional shares at net asset value.

Security Transactions

Security transactions are accounted for on the date the security is purchased or sold (trade date).

The cost of investments sold is determined on a specific lot selection.  Dividend income and realized gain distributions from underlying funds are accrued as of the ex-dividend date.

Federal Income Taxes

For federal income tax purposes, each of the Portfolios intends to qualify as regulated investment companies under the provisions of the Internal Revenue Code by distributing substantially all of its investment company taxable net income, including realized gain not offset by capital loss carryforwards, if any, to its shareholders.  Management has concluded that the Portfolios have taken no uncertain tax positions that require adjustment to the financial statements.    Accordingly, no provision for federal income or excise taxes has been made.  The Portfolios will file income tax returns in the U.S. federal jurisdiction and Colorado.

Classification of Distributions to Shareholders

The character of distributions made during the year from net investment income or net realized gains are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America.

Application of Recent Accounting Pronouncements

In January 2010, the FASB issued ASU No. 2010-06 “Fair Value Measurements and Disclosures: Improving Disclosures about Fair Value Measurements” (ASU No. 2010-06).  ASU No. 2010-06 provides for disclosure of significant transfers in and out of the fair value hierarchy Levels 1 and 2, and the reasons for these transfers.  In addition, ASU No. 2010-06 provides for separate disclosure about purchases, sales, issuances and settlements in the Level 3 hierarchy roll forward activity.  ASU No. 2010-06 is effective for interim and annual periods beginning after December 31, 2009 except for the provisions relating to purchases, sales, issuances and settlements of Level 3 investments, which are effective for fiscal years beginning after December 15, 2010.  Each Portfolio adopted the disclosure provisions of ASU 2010-06 for its fiscal year beginning January 1, 2010 and will adopt the Level 3 purchase, sales, issuances and settlement provisions for its fiscal year beginning January 1, 2011.  The adoption ASC No. 2010-06 did not have an impact on the Portfolio’s financial position or the results of its operations.

2. INVESTMENT ADVISORY AGREEMENT & OTHER TRANSACTIONS WITH AFFILIATES

The Fund has entered into an investment advisory agreement with GW Capital Management, LLC, doing business as Maxim Capital Management, LLC (MCM), a wholly-owned subsidiary of GWL&A.  As compensation for its services to the Fund, the investment adviser receives monthly compensation at the annual rate of 0.12% of the average daily net assets of each Portfolio.  Each Portfolio will also bear the indirect expense of the underlying investments.  Because the underlying funds have varied expense and fee levels and the Portfolios may own different proportions of underlying funds at different times, the amount of fees and expenses incurred indirectly by the Portfolios will vary.

FASCore, LLC, a wholly-owned subsidiary of GWL&A, performs transfer agent servicing functions for the Portfolios.

GWFS Equities, Inc. (the Distributor), is a wholly-owned subsidiary of GWL&A and the principal underwriter to distribute and market the Portfolios.  The Portfolios have entered into a plan of distribution which provides for compensation for distribution of Class T1 shares and for providing or arranging for the provision of services to Class T1 shareholders.  The distribution plan provides for a maximum fee equal to an annual rate of 0.10% of the average daily net assets of the Class T1 shares.  GWFS Equities, Inc. has agreed to voluntarily waive all 12b-1 fees attributable to Class T1 shares purchased by GW Capital Management, LLC in consideration for GW Capital Management, LLC providing initial capital to the Portfolios.

The total compensation paid to the independent directors with respect to all fifty-four portfolios for which they serve as Directors was $130,500 for the six months ended June 30, 2010. Certain officers of the Fund are also directors and/or officers of GWL&A or its subsidiaries.  No officer or interested director of the Fund receives any compensation directly from the Fund.

Each of the Portfolios may invest in various funds affiliated with MCM & GWL&A.  The following is a summary of those affiliated investments:

Below is a summary of the transactions for each underlying investment during the six months ended June 30, 2010, in which the issuer was an affiliate of a Portfolio, as defined in the 1940 Act.
			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2015 Portfolio I
Maxim Bond Index Portfolio		409,187	$	1,904,759	$	4,324,182	$	794,842	$	7,686		$	83,664	$	5,556,763
Maxim Federated Bond Portfolio		527,492		1,911,188		4,287,854		726,639		10,990			94,448		5,543,937
Maxim Global Bond Portfolio		171,198		563,531		1,175,563		155,595		8,802			18,337		1,563,034
Maxim Index 600 Portfolio		131,396		356,218		753,952		105,907		16,449			2,347		948,682
Maxim Invesco ADR Portfolio		115,634		454,004		1,060,422		152,637		(5,425	)		-		1,204,907
Maxim Janus Large Cap Growth Portfolio		68,862		259,941		581,970		80,830		2,946			-		685,864
Maxim Loomis Sayles Small-Cap Value Portfolio		17,432		103,779		221,611		29,679		3,170			516		275,073
Maxim MFS International Growth Portfolio		97,856		329,476		754,936		124,425		(1,582	)		-		874,831
Maxim Money Market Portfolio		1,170,229		407,158		914,805		151,734		-			-		1,170,229
Maxim Putnam High Yield Bond Portfolio		182,960		482,118		1,064,496		135,073		3,376			58,844		1,368,539
Maxim S&P 500® Index Portfolio		350,084		1,230,183		2,705,883		343,150		24,871			23,350		3,276,784
Maxim Short Duration Bond Portfolio		90,975		323,878		729,382		126,656		2,711			15,976		940,683
Maxim T. Rowe Price Equity/Income Portfolio		78,598		357,152		788,942		106,861		9,133			7,723		951,033
Maxim T. Rowe Price MidCap Growth Portfolio		39,437		220,127		463,478		70,520		8,946			-		585,247
TOTAL									$	92,073		$	305,205	$	24,945,606

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2015 Portfolio II
Maxim Bond Index Portfolio		857,434	$	2,448,881	$	10,590,709	$	1,630,652	$	14,913		$	175,586	$	11,643,956
Maxim Federated Bond Portfolio		1,105,361		2,457,387		10,530,216		1,496,011		19,133			198,059		11,617,349
Maxim Global Bond Portfolio		356,413		719,980		2,905,214		324,527		14,653			37,227		3,254,046
Maxim Index 600 Portfolio		425,420		708,309		2,923,126		364,140		63,105			7,407		3,071,534
Maxim Invesco ADR Portfolio		377,415		909,834		3,932,504		405,711		(24,764	)		-		3,932,661
Maxim Janus Large Cap Growth Portfolio		226,610		525,106		2,189,705		220,698		6,469			-		2,257,038
Maxim Loomis Sayles Small-Cap Value Portfolio		57,072		208,605		864,091		102,577		12,634			1,647		900,601
Maxim MFS International Growth Portfolio		317,128		655,661		2,795,985		360,116		(12,653	)		-		2,835,124
Maxim Money Market Portfolio		2,401,659		512,704		2,197,800		308,846		-			-		2,401,659
Maxim Putnam High Yield Bond Portfolio		387,162		626,447		2,649,831		285,647		4,474			121,474		2,895,971
Maxim S&P 500® Index Portfolio		1,142,848		2,465,012		10,306,553		1,050,310		70,890			74,272		10,697,061
Maxim Short Duration Bond Portfolio		188,031		410,763		1,770,695		262,504		4,735			33,077		1,944,236
Maxim T. Rowe Price Equity/Income Portfolio		255,500		712,590		2,999,815		328,699		28,957			24,461		3,091,547
Maxim T. Rowe Price MidCap Growth Portfolio		130,784		448,115		1,837,363		247,079		31,908			-		1,940,839
TOTAL									$	234,454		$	673,210	$	62,483,622

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2015 Portfolio III
Maxim Bond Index Portfolio		11,496	$	126,183	$	47,526	$	21,938	$	330		$	2,761	$	156,108
Maxim Federated Bond Portfolio		14,819		126,622		46,276		20,296		361			3,102		155,745
Maxim Global Bond Portfolio		4,828		37,509		10,413		4,108		157			515		44,076
Maxim Index 600 Portfolio		9,510		60,879		17,415		7,760		1,365			169		68,664
Maxim Invesco ADR Portfolio		8,432		78,276		29,126		6,802		(449	)		-		87,864
Maxim Janus Large Cap Growth Portfolio		5,092		45,386		14,821		3,715		115			-		50,714
Maxim Loomis Sayles Small-Cap Value Portfolio		1,252		17,603		5,001		1,779		225			37		19,756
Maxim MFS International Growth Portfolio		7,107		56,551		19,743		5,873		(261	)		-		63,543
Maxim Money Market Portfolio		32,255		26,474		10,006		4,226		-			-		32,255
Maxim Putnam High Yield Bond Portfolio		5,120		31,822		10,523		3,422		45			1,642		38,298
Maxim S&P 500® Index Portfolio		25,672		212,978		63,330		16,575		1,068			1,707		240,292
Maxim Short Duration Bond Portfolio		2,571		21,581		8,082		3,712		81			531		26,581
Maxim T. Rowe Price Equity/Income Portfolio		5,708		61,223		19,053		6,307		587			559		69,064
Maxim T. Rowe Price MidCap Growth Portfolio		2,951		38,897		10,535		4,887		629			-		43,800
TOTAL									$	4,253		$	11,023	$	1,096,760

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2025 Portfolio I
Maxim Bond Index Portfolio		384,855	$	1,803,399	$	3,260,534	$	565,692	$	7,712		$	78,465	$	5,226,328
Maxim Federated Bond Portfolio		496,122		1,809,417		3,229,563		504,662		9,321			88,568		5,214,237
Maxim Global Bond Portfolio		182,782		605,621		1,007,096		88,037		5,659			19,449		1,668,803
Maxim Index 600 Portfolio		243,249		663,909		1,130,622		128,898		23,230			4,316		1,756,257
Maxim Invesco ADR Portfolio		207,681		820,467		1,569,667		131,197		(2,361	)		-		2,164,035
Maxim Janus Large Cap Growth Portfolio		104,221		395,957		721,205		59,586		3,991			-		1,038,046
Maxim Loomis Sayles Small-Cap Value Portfolio		31,110		186,450		324,373		29,677		4,274			915		490,910
Maxim MFS International Growth Portfolio		179,436		607,979		1,140,400		126,921		1,532			-		1,604,155
Maxim Money Market Portfolio		524,801		183,804		331,581		49,940		-			-		524,801
Maxim Putnam High Yield Bond Portfolio		172,205		456,768		775,456		81,841		2,711			55,028		1,288,096
Maxim S&P 500® Index Portfolio		519,661		1,838,217		3,252,936		240,928		27,140			34,424		4,864,026
Maxim Short Duration Bond Portfolio		42,497		152,299		271,858		43,986		1,219			7,442		439,419
Maxim T. Rowe Price Equity/Income Portfolio		114,319		522,973		936,991		86,996		11,934			11,156		1,383,258
Maxim T. Rowe Price MidCap Growth Portfolio		61,064		343,138		587,169		65,179		10,830			-		906,196
TOTAL									$	107,192		$	299,763	$	28,568,567

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2025 Portfolio II
Maxim Bond Index Portfolio		733,348	$	3,312,254	$	6,158,999	$	1,211,699	$	14,495		$	149,485	$	9,958,870
Maxim Federated Bond Portfolio		945,412		3,323,595		6,105,129		1,099,578		17,924			168,614		9,936,275
Maxim Global Bond Portfolio		348,536		1,112,839		1,921,939		214,068		10,505			36,215		3,182,134
Maxim Index 600 Portfolio		889,517		2,339,919		3,972,778		456,724		72,137			15,404		6,422,314
Maxim Invesco ADR Portfolio		762,966		2,904,671		5,585,395		430,814		(16,325	)		-		7,950,106
Maxim Janus Large Cap Growth Portfolio		386,890		1,416,171		2,562,758		174,996		7,261			-		3,853,421
Maxim Loomis Sayles Small-Cap Value Portfolio		116,061		670,253		1,143,411		106,764		11,578			3,331		1,831,439
Maxim MFS International Growth Portfolio		663,245		2,165,663		4,077,372		440,778		(2,242	)		-		5,929,413
Maxim Money Market Portfolio		1,075,383		363,007		674,953		119,084		-			-		1,075,383
Maxim Putnam High Yield Bond Portfolio		326,276		834,318		1,454,373		186,196		5,114			101,850		2,440,544
Maxim S&P 500® Index Portfolio		1,915,477		6,526,723		11,515,959		734,865		67,548			123,812		17,928,861
Maxim Short Duration Bond Portfolio		79,496		274,603		506,910		96,239		2,183			13,920		821,991
Maxim T. Rowe Price Equity/Income Portfolio		422,803		1,862,932		3,239,225		283,347		29,648			40,260		5,115,922
Maxim T. Rowe Price MidCap Growth Portfolio		222,613		1,205,143		2,070,074		228,221		30,516			-		3,303,571
TOTAL									$	250,342		$	652,891	$	79,750,244

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2025 Portfolio II
Maxim Bond Index Portfolio		733,348	$	3,312,254	$	6,158,999	$	1,211,699	$	14,495		$	149,485	$	9,958,870
Maxim Federated Bond Portfolio		945,412		3,323,595		6,105,129		1,099,578		17,924			168,614		9,936,275
Maxim Global Bond Portfolio		348,536		1,112,839		1,921,939		214,068		10,505			36,215		3,182,134
Maxim Index 600 Portfolio		889,517		2,339,919		3,972,778		456,724		72,137			15,404		6,422,314
Maxim Invesco ADR Portfolio		762,966		2,904,671		5,585,395		430,814		(16,325	)		-		7,950,106
Maxim Janus Large Cap Growth Portfolio		386,890		1,416,171		2,562,758		174,996		7,261			-		3,853,421
Maxim Loomis Sayles Small-Cap Value Portfolio		116,061		670,253		1,143,411		106,764		11,578			3,331		1,831,439
Maxim MFS International Growth Portfolio		663,245		2,165,663		4,077,372		440,778		(2,242	)		-		5,929,413
Maxim Money Market Portfolio		1,075,383		363,007		674,953		119,084		-			-		1,075,383
Maxim Putnam High Yield Bond Portfolio		326,276		834,318		1,454,373		186,196		5,114			101,850		2,440,544
Maxim S&P 500® Index Portfolio		1,915,477		6,526,723		11,515,959		734,865		67,548			123,812		17,928,861
Maxim Short Duration Bond Portfolio		79,496		274,603		506,910		96,239		2,183			13,920		821,991
Maxim T. Rowe Price Equity/Income Portfolio		422,803		1,862,932		3,239,225		283,347		29,648			40,260		5,115,922
Maxim T. Rowe Price MidCap Growth Portfolio		222,613		1,205,143		2,070,074		228,221		30,516			-		3,303,571
TOTAL									$	250,342		$	652,891	$	79,750,244

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2025 Portfolio III
Maxim Bond Index Portfolio		7,025	$	86,032	$	51,485	$	44,844	$	368		$	1,744	$	95,394
Maxim Federated Bond Portfolio		9,055		86,348		50,561		43,453		598			1,958		95,169
Maxim Global Bond Portfolio		3,400		29,494		14,346		12,647		327			363		31,046
Maxim Index 600 Portfolio		18,160		130,168		60,835		52,034		6,108			324		131,115
Maxim Invesco ADR Portfolio		15,461		160,319		85,929		60,986		(2,422	)		-		161,101
Maxim Janus Large Cap Growth Portfolio		7,847		78,170		38,714		28,461		348			-		78,154
Maxim Loomis Sayles Small-Cap Value Portfolio		2,357		37,097		17,165		14,111		1,075			70		37,199
Maxim MFS International Growth Portfolio		13,470		119,739		61,755		47,517		(1,632	)		-		120,423
Maxim Money Market Portfolio		7,561		6,926		4,133		3,498		-			-		7,561
Maxim Putnam High Yield Bond Portfolio		3,128		21,717		11,904		9,795		91			1,004		23,398
Maxim S&P 500® Index Portfolio		38,911		360,855		169,142		130,268		4,368			2,588		364,204
Maxim Short Duration Bond Portfolio		805		7,543		4,480		3,880		62			172		8,324
Maxim T. Rowe Price Equity/Income Portfolio		8,569		102,763		49,978		39,898		1,939			840		103,686
Maxim T. Rowe Price MidCap Growth Portfolio		4,507		66,451		29,432		26,220		2,071			-		66,884
TOTAL									$	13,301		$	9,063	$	1,323,658

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2035 Portfolio I
Maxim Bond Index Portfolio		147,909	$	635,373	$	1,326,617	$	298,273	$	4,065		$	30,429	$	2,008,605
Maxim Federated Bond Portfolio		190,671		637,442		1,319,896		278,986		4,599			34,342		2,003,956
Maxim Global Bond Portfolio		77,880		236,567		464,003		68,469		2,804			8,331		711,042
Maxim Index 600 Portfolio		234,121		585,365		1,095,637		137,396		16,248			4,177		1,690,354
Maxim Invesco ADR Portfolio		195,712		708,690		1,521,932		152,997		(6,876	)		-		2,039,317
Maxim Janus Large Cap Growth Portfolio		84,144		293,101		592,500		46,845		1,214			-		838,078
Maxim Loomis Sayles Small-Cap Value Portfolio		29,890		164,110		315,110		32,121		2,678			884		471,660
Maxim MFS International Growth Portfolio		176,706		548,851		1,147,785		141,163		(2,399	)		-		1,579,754
Maxim Money Market Portfolio		62,845		20,177		42,735		8,700		-			-		62,845
Maxim Putnam High Yield Bond Portfolio		65,000		158,012		312,530		51,913		1,115			20,878		486,198
Maxim S&P 500® Index Portfolio		408,888		1,325,868		2,622,039		207,592		14,559			27,232		3,827,196
Maxim Short Duration Bond Portfolio		4,370		14,356		29,829		6,538		162			772		45,185
Maxim T. Rowe Price Equity/Income Portfolio		88,524		371,197		727,052		73,016		6,121			8,686		1,071,135
Maxim T. Rowe Price MidCap Growth Portfolio		48,711		250,811		472,784		54,230		6,048			-		722,867
TOTAL									$	50,338		$	135,731	$	17,558,192

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2035 Portfolio II
Maxim Bond Index Portfolio		226,179	$	980,470	$	2,451,799	$	425,956	$	5,634		$	46,462	$	3,071,511
Maxim Federated Bond Portfolio		291,584		983,817		2,431,999		387,776		6,846			52,402		3,064,544
Maxim Global Bond Portfolio		119,378		365,839		815,581		77,224		3,572			12,453		1,089,924
Maxim Index 600 Portfolio		793,397		2,003,395		4,414,217		383,690		56,130			13,794		5,728,327
Maxim Invesco ADR Portfolio		671,601		2,454,451		5,815,844		295,095		(5,169	)		-		6,998,081
Maxim Janus Large Cap Growth Portfolio		287,749		1,011,095		2,279,998		106,737		7,177			-		2,865,984
Maxim Loomis Sayles Small-Cap Value Portfolio		101,578		563,110		1,236,322		81,433		10,052			2,927		1,602,906
Maxim MFS International Growth Portfolio		604,927		1,896,161		4,410,010		343,479		(474	)		-		5,408,045
Maxim Money Market Portfolio		98,475		31,905		78,915		12,345		-			-		98,475
Maxim Putnam High Yield Bond Portfolio		100,766		247,296		599,879		68,276		2,308			31,576		753,729
Maxim S&P 500® Index Portfolio		1,401,402		4,583,950		10,254,900		462,573		52,997			90,951		13,117,126
Maxim Short Duration Bond Portfolio		8,714		28,888		71,652		11,722		291			1,538		90,099
Maxim T. Rowe Price Equity/Income Portfolio		304,710		1,288,890		2,927,666		187,300		23,383			29,133		3,686,990
Maxim T. Rowe Price MidCap Growth Portfolio		165,442		859,781		1,834,957		133,188		20,392			-		2,455,165
TOTAL									$	183,139		$	281,236	$	50,030,906

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2035 Portfolio III
Maxim Bond Index Portfolio		2,379	$	20,613	$	19,619	$	8,652	$	72		$	528	$	32,301
Maxim Federated Bond Portfolio		3,066		20,689		19,413		8,352		126			594		32,225
Maxim Global Bond Portfolio		1,305		8,006		6,576		2,626		121			139		11,912
Maxim Index 600 Portfolio		17,758		90,037		71,045		27,037		4,667			316		128,215
Maxim Invesco ADR Portfolio		14,956		109,708		91,880		27,372		(431	)		-		155,844
Maxim Janus Large Cap Growth Portfolio		6,429		45,305		36,514		11,051		636			-		64,033
Maxim Loomis Sayles Small-Cap Value Portfolio		2,266		25,220		19,454		6,719		821			67		35,754
Maxim MFS International Growth Portfolio		13,493		84,848		66,900		20,657		(159	)		-		120,630
Maxim Money Market Portfolio		1,882		1,220		1,158		496		-			-		1,882
Maxim Putnam High Yield Bond Portfolio		1,147		5,632		5,107		1,980		39			367		8,576
Maxim S&P 500® Index Portfolio		31,292		205,274		159,818		48,911		3,716			2,078		292,897
Maxim Short Duration Bond Portfolio		183		1,215		1,153		505		9			35		1,895
Maxim T. Rowe Price Equity/Income Portfolio		6,787		57,569		45,817		15,246		1,397			664		82,121
Maxim T. Rowe Price MidCap Growth Portfolio		3,710		38,692		28,914		10,849		1,405			-		55,056
TOTAL									$	12,419		$	4,788	$	1,023,341

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2045 Portfolio I
Maxim Bond Index Portfolio		41,781	$	210,755	$	425,102	$	82,207	$	1,080		$	8,735	$	567,385
Maxim Federated Bond Portfolio		53,859		211,386		422,787		76,404		1,226			9,851		566,058
Maxim Global Bond Portfolio		25,870		92,258		166,892		20,620		745			2,740		236,195
Maxim Index 600 Portfolio		108,594		318,104		565,722		59,288		6,649			1,918		784,052
Maxim Invesco ADR Portfolio		91,370		387,891		750,929		45,780		(1,200	)		-		952,075
Maxim Janus Large Cap Growth Portfolio		33,595		137,387		249,867		13,745		438			-		334,608
Maxim Loomis Sayles Small-Cap Value Portfolio		13,690		88,056		156,434		12,737		1,034			401		216,034
Maxim MFS International Growth Portfolio		84,843		309,175		586,707		52,634		(547	)		-		758,496
Maxim Putnam High Yield Bond Portfolio		18,804		53,660		105,100		13,851		245			5,982		140,652
Maxim S&P 500® Index Portfolio		159,870		608,418		1,094,523		60,046		4,249			10,542		1,496,383
Maxim T. Rowe Price Equity/Income Portfolio		34,085		167,737		307,234		24,189		2,006			3,311		412,434
Maxim T. Rowe Price MidCap Growth Portfolio		19,328		116,653		200,163		18,365		1,951			-		286,833
TOTAL									$	17,876		$	43,480	$	6,751,205

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2045 Portfolio II
Maxim Bond Index Portfolio		67,052	$	332,504	$	685,302	$	127,769	$	1,023		$	14,340	$	910,564
Maxim Federated Bond Portfolio		86,439		333,706		678,781		116,480		1,315			16,160		908,475
Maxim Global Bond Portfolio		42,345		148,581		269,291		28,300		727			4,465		386,606
Maxim Index 600 Portfolio		361,760		1,047,670		1,858,274		176,381		26,405			6,360		2,611,907
Maxim Invesco ADR Portfolio		303,256		1,270,905		2,440,790		118,820		(5,462	)		-		3,159,924
Maxim Janus Large Cap Growth Portfolio		111,583		449,363		816,818		35,526		956			-		1,111,371
Maxim Loomis Sayles Small-Cap Value Portfolio		45,600		289,914		508,881		32,530		3,929			1,329		719,575
Maxim MFS International Growth Portfolio		283,457		1,018,496		1,919,379		149,698		(3,609	)		-		2,534,107
Maxim Putnam High Yield Bond Portfolio		28,674		80,564		160,107		20,048		227			9,081		214,481
Maxim S&P 500® Index Portfolio		532,910		1,997,457		3,593,848		157,277		11,024			34,976		4,988,038
Maxim T. Rowe Price Equity/Income Portfolio		113,132		548,291		1,000,177		63,497		6,498			10,939		1,368,902
Maxim T. Rowe Price MidCap Growth Portfolio		64,183		382,400		654,542		51,790		6,327			-		952,482
TOTAL									$	49,360		$	97,650	$	19,866,432

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2045 Portfolio III
Maxim Bond Index Portfolio		528	$	3,764	$	5,539	$	2,295	$	36		$	120	$	7,170
Maxim Federated Bond Portfolio		681		3,777		5,491		2,198		49			136		7,153
Maxim Global Bond Portfolio		328		1,657		2,145		758		34			35		2,997
Maxim Index 600 Portfolio		4,927		20,535		25,866		8,408		1,245			87		35,571
Maxim Invesco ADR Portfolio		4,126		24,882		33,445		8,816		(203	)		-		42,997
Maxim Janus Large Cap Growth Portfolio		1,521		8,810		11,156		2,913		151			-		15,145
Maxim Loomis Sayles Small-Cap Value Portfolio		620		5,675		7,005		2,062		221			18		9,785
Maxim MFS International Growth Portfolio		3,841		19,855		25,938		7,599		(16	)		-		34,338
Maxim Putnam High Yield Bond Portfolio		219		887		1,246		437		16			70		1,642
Maxim S&P 500® Index Portfolio		7,240		39,053		48,646		12,938		896			479		67,770
Maxim T. Rowe Price Equity/Income Portfolio		1,545		10,774		13,633		3,862		337			151		18,691
Maxim T. Rowe Price MidCap Growth Portfolio		874		7,495		9,057		2,892		365			-		12,973
TOTAL									$	3,131		$	1,096	$	256,232

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2055 Portfolio I
Maxim Bond Index Portfolio		11,342	$	77,847	$	108,924	$	36,629	$	400		$	2,509	$	154,030
Maxim Federated Bond Portfolio		14,621		78,082		108,215		34,885		556			2,826		153,670
Maxim Global Bond Portfolio		8,717		42,274		52,165		13,915		634			930		79,589
Maxim Index 600 Portfolio		35,926		143,280		171,815		41,672		5,646			639		259,385
Maxim Invesco ADR Portfolio		30,676		177,028		233,648		42,524		(900	)		-		319,640
Maxim Janus Large Cap Growth Portfolio		9,502		52,773		65,435		12,354		571			-		94,640
Maxim Loomis Sayles Small-Cap Value Portfolio		4,502		39,443		46,929		10,056		954			133		71,043
Maxim MFS International Growth Portfolio		29,128		144,193		185,995		39,434		197			-		260,403
Maxim Putnam High Yield Bond Portfolio		5,052		19,607		26,394		7,038		186			1,619		37,785
Maxim S&P 500® Index Portfolio		44,766		231,674		278,726		49,457		4,037			2,974		419,007
Maxim T. Rowe Price Equity/Income Portfolio		9,521		63,745		78,266		15,777		1,558			932		115,204
Maxim T. Rowe Price MidCap Growth Portfolio		5,479		45,035		51,665		11,902		1,549			-		81,315
TOTAL									$	15,388		$	12,562	$	2,045,711

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2055 Portfolio II
Maxim Bond Index Portfolio		12,926	$	32,969	$	170,702	$	31,089	$	122		$	2,422	$	175,532
Maxim Federated Bond Portfolio		16,664		33,080		169,945		29,219		305			2,740		175,144
Maxim Global Bond Portfolio		9,900		17,844		85,736		10,807		560			1,036		90,388
Maxim Index 600 Portfolio		83,073		123,262		584,986		57,342		10,520			1,450		599,785
Maxim Invesco ADR Portfolio		70,527		151,545		738,313		66,210		(1,098	)		-		734,896
Maxim Janus Large Cap Growth Portfolio		21,972		45,416		215,774		17,868		983			-		218,842
Maxim Loomis Sayles Small-Cap Value Portfolio		10,324		33,630		159,408		14,740		2,015			299		162,905
Maxim MFS International Growth Portfolio		67,250		123,958		595,388		63,867		(635	)		-		601,217
Maxim Putnam High Yield Bond Portfolio		5,631		8,130		41,528		5,796		169			1,771		42,124
Maxim S&P 500® Index Portfolio		103,909		199,840		957,520		81,850		7,841			6,769		972,586
Maxim T. Rowe Price Equity/Income Portfolio		21,890		54,433		263,420		24,758		2,836			2,101		264,873
Maxim T. Rowe Price MidCap Growth Portfolio		12,549		38,335		177,445		16,581		2,497			-		186,229
TOTAL									$	26,115		$	18,588	$	4,224,521

			Market											Market
	Shares		Value		Purchase		Sales		Realized			Dividends		Value
Affiliate	Held		12/31/2009		Cost		Cost		Gain/(Loss)			Received		6/30/2010
Maxim Lifetime 2055 Portfolio III
Maxim Bond Index Portfolio		106	$	805	$	4,486	$	3,882	$	77		$	25	$	1,435
Maxim Federated Bond Portfolio		136		808		4,478		3,849		45			28		1,431
Maxim Global Bond Portfolio		81		438		2,341		1,981		(50	)		9		741
Maxim Index 600 Portfolio		1,121		4,999		26,319		21,297		(411	)		20		8,095
Maxim Invesco ADR Portfolio		956		6,164		34,110		28,150		(4,091	)		-		9,958
Maxim Janus Large Cap Growth Portfolio		297		1,838		9,782		7,965		(574	)		-		2,954
Maxim Loomis Sayles Small-Cap Value Portfolio		140		1,371		7,191		5,827		(229	)		4		2,209
Maxim MFS International Growth Portfolio		907		5,015		27,281		22,499		(2,582	)		-		8,107
Maxim Putnam High Yield Bond Portfolio		47		203		1,110		926		(5	)		15		352
Maxim S&P 500® Index Portfolio		1,405		8,104		43,093		34,976		(2,096	)		94		13,148
Maxim T. Rowe Price Equity/Income Portfolio		298		2,226		11,847		9,562		(509	)		29		3,611
Maxim T. Rowe Price MidCap Growth Portfolio		171		1,572		8,239		6,719		(122	)		-		2,544
TOTAL									$	(10,547	)	$	224	$	54,585

3.         PURCHASES & SALES OF UNDERLYING INVESTMENTS

For the period ended June 30, 2010, the aggregate cost of purchases and proceeds from sales of underlying investments were as follows:

	Purchases		Sales
Lifetime 2015 Portfolio I	$	31,413,967	$	5,021,873
Lifetime 2015 Portfolio II		94,297,044		12,189,134
Lifetime 2015 Portfolio III		501,967		185,751
Lifetime 2025 Portfolio I		33,624,739		3,493,172
Lifetime 2025 Portfolio II		99,745,254		9,490,141
Lifetime 2025 Portfolio III		1,076,345		888,813
Lifetime 2035 Portfolio I		22,923,170		2,492,328
Lifetime 2035 Portfolio II		66,291,180		5,213,003
Lifetime 2035 Portfolio III		973,531		346,778
Lifetime 2045 Portfolio I		8,259,312		784,513
Lifetime 2045 Portfolio II		24,694,959		1,908,696
Lifetime 2045 Portfolio III		324,758		101,563
Lifetime 2055 Portfolio I		2,344,915		552,129
Lifetime 2055 Portfolio II		7,123,676		770,097
Lifetime 2055 Portfolio III		313,234		239,025

4. UNREALIZED APPRECIATION (DEPRECIATION)

The aggregate cost of investments and the composition of unrealized appreciation and depreciation of investment securities for federal income tax purposes as of June 30, 2010 were as follows:

	Cost For
	Income							Net
	Tax		Gross		Gross			Unrealized
	Purposes		Appreciation		Depreciation			Depreciation
Lifetime 2015 Portfolio I	$	40,699,022		215,026		(1,344,994	)		(1,129,968	)
Lifetime 2015 Portfolio II		104,822,778		433,854		(4,369,888	)		(3,936,034	)
Lifetime 2015 Portfolio III		1,845,980		14,575		(54,822	)		(40,247	)
Lifetime 2025 Portfolio I		46,498,012		173,112		(1,987,056	)		(1,813,944	)
Lifetime 2025 Portfolio II		136,526,709		299,426		(7,152,731	)		(6,853,305	)
Lifetime 2025 Portfolio III		2,336,351		6,705		(115,067	)		(108,362	)
Lifetime 2035 Portfolio I		30,114,852		55,598		(1,766,637	)		(1,711,039	)
Lifetime 2035 Portfolio II		90,238,522		83,753		(5,956,424	)		(5,872,671	)
Lifetime 2035 Portfolio III		1,852,066		1,552		(88,455	)		(86,903	)
Lifetime 2045 Portfolio I		11,958,009		16,831		(792,668	)		(775,837	)
Lifetime 2045 Portfolio II		36,303,659		23,195		(2,384,061	)		(2,360,866	)
Lifetime 2045 Portfolio III		473,817		195		(29,943	)		(29,748	)
Lifetime 2055 Portfolio I		3,659,792		4,691		(231,943	)		(227,252	)
Lifetime 2055 Portfolio II		7,871,942		3,377		(596,760	)		(593,383	)
Lifetime 2055 Portfolio III		131,417		33		(36,235	)		(36,202	)

5. DISTRIBUTIONS TO SHAREHOLDERS

Net investment income (loss) and net realized gain (loss) may differ for financial statement and tax purposes.  The character of dividends and distributions made during the fiscal year from net investment income and or realized gains may differ from their ultimate characterization for federal income tax purposes.  Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain was recorded by the Portfolios.

6. SUBSEQUENT EVENTS

Management has reviewed all events subsequent to the date of the Statements of Assets and Liabilities, including the estimates inherent in the process of preparing these financial statements, through the issuance date of the financial statements.

MAXIM SERIES FUND, INC.
SUMMARY OF INVESTMENTS BY ASSET CLASS
June 30, 2010
LIFETIME 2015 PORTFOLIO I
	% of Portfolio
Asset Class	Investments
Bond		53.28	%
International Equity		10.58	%
Large-Cap Equity		16.58	%
MidCap Equity		7.03	%
Small-Cap Equity		4.82	%
Cash and Cash Equivalents		2.96	%
Short-Term Bond		4.75	%
		100.00	%

LIFETIME 2015 PORTFOLIO II
		% of Portfolio
Asset Class	Value ($)	Investments
Bond			43.75	%
International Equity			13.50	%
Large-Cap Equity			21.24	%
MidCap Equity			9.10	%
Small-Cap Equity			6.18	%
Cash and Cash Equivalents			2.38	%
Short-Term Bond			3.85	%
	$		100.00	%

LIFETIME 2015 PORTFOLIO III
	% of Portfolio
Asset Class	Investments
Bond		32.75	%
International Equity		16.87	%
Large-Cap Equity		26.62	%
MidCap Equity		11.40	%
Small-Cap Equity		7.63	%
Cash and Cash Equivalents		1.79	%
Short-Term Bond		2.94	%
		100.00	%

LIFETIME 2025 PORTFOLIO I
	% of Portfolio
Asset Class	Investments
Bond		40.97	%
International Equity		16.97	%
Large-Cap Equity		21.76	%
MidCap Equity		9.33	%
Small-Cap Equity		7.84	%
Cash and Cash Equivalents		1.17	%
Short-Term Bond		1.96	%
		100.00	%

LIFETIME 2025 PORTFOLIO II
	% of Portfolio
Asset Class	Investments
Bond		26.92	%
International Equity		21.54	%
Large-Cap Equity		27.70	%
MidCap Equity		11.78	%
Small-Cap Equity		9.96	%
Cash and Cash Equivalents		0.83	%
Short-Term Bond		1.27	%
		100.00	%

LIFETIME 2025 PORTFOLIO III
	% of Portfolio
Asset Class	Investments
Bond		15.07	%
International Equity		25.43	%
Large-Cap Equity		32.72	%
MidCap Equity		13.92	%
Small-Cap Equity		11.77	%
Cash and Cash Equivalents		0.34	%
Short-Term Bond		0.75	%
		100.00	%

LIFETIME 2035 PORTFOLIO I
	% of Portfolio
Asset Class	Investments
Bond		23.35	%
International Equity		25.65	%
Large-Cap Equity		26.96	%
MidCap Equity		11.60	%
Small-Cap Equity		11.90	%
Cash and Cash Equivalents		0.22	%
Short-Term Bond		0.32	%
		100.00	%

LIFETIME 2035 PORTFOLIO II
	% of Portfolio
Asset Class	Investments
Bond		12.10	%
International Equity		29.59	%
Large-Cap Equity		31.13	%
MidCap Equity		13.27	%
Small-Cap Equity		13.58	%
Cash and Cash Equivalents		0.12	%
Short-Term Bond		0.21	%
		100.00	%

LIFETIME 2035 PORTFOLIO III
	% of Portfolio
Asset Class	Investments
Bond		6.21	%
International Equity		31.53	%
Large-Cap Equity		33.20	%
MidCap Equity		14.20	%
Small-Cap Equity		14.54	%
Cash and Cash Equivalents		0.11	%
Short-Term Bond		0.21	%
		100.00	%

LIFETIME 2045 PORTFOLIO I
	% of Portfolio
Asset Class	Investments
Bond		16.92	%
International Equity		30.81	%
Large-Cap Equity		26.78	%
MidCap Equity		11.46	%
Small-Cap Equity		14.03	%
		100.00	%

LIFETIME 2045 PORTFOLIO II
	% of Portfolio
Asset Class	Investments
Bond		8.93	%
International Equity		33.77	%
Large-Cap Equity		29.35	%
MidCap Equity		12.56	%
Small-Cap Equity		15.39	%
		100.00	%

LIFETIME 2045 PORTFOLIO III
		% of Portfolio
Asset Class	Value ($)	Investments
Bond			5.33	%
International Equity			35.06	%
Large-Cap Equity			30.55	%
MidCap Equity			13.02	%
Small-Cap Equity			16.04	%
	$		100.00	%

LIFETIME 2055 PORTFOLIO I
		% of Portfolio
Asset Class	Value ($)	Investments
Bond			15.86	%
International Equity			34.01	%
Large-Cap Equity			24.47	%
MidCap Equity			10.50	%
Small-Cap Equity			15.16	%
	$		100.00	%

LIFETIME 2055 PORTFOLIO II
		% of Portfolio
Asset Class	Value ($)	Investments
Bond			8.49	%
International Equity			36.95	%
Large-Cap Equity			26.69	%
MidCap Equity			11.40	%
Small-Cap Equity			16.47	%
	$		100.00	%

LIFETIME 2055 PORTFOLIO III
	% of Portfolio
Asset Class	Investments
Bond		5.32	%
International Equity		38.20	%
Large-Cap Equity		27.64	%
MidCap Equity		11.83	%
Small-Cap Equity		17.01	%
		100.00	%

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2015 PORTFOLIO I
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	11,911	Allianz NFJ Small Cap Value Fund A	$	280,137
	33,321	American Century Growth Fund Inv		684,416
	19,003	BlackRock U.S. Opportunities Portfolio Inv A		580,924
	28,476	Goldman Sachs Mid Cap Value Fund A		797,051
	25,008	Harbor International Fund Inv		1,198,359
	43,084	Janus Perkins Mid Cap Value Fund S		819,897
	131,396	Maxim Index 600 Portfolio		948,682
	115,634	Maxim Invesco ADR Portfolio		1,204,907
	68,862	Maxim Janus Large Cap Growth Portfolio		685,864
	17,432	Maxim Loomis Sayles Small-Cap Value Portfolio		275,073
	97,856	Maxim MFS International Growth Portfolio		874,831
	350,084	Maxim S&P 500® Index Portfolio		3,276,784
	78,598	Maxim T. Rowe Price Equity/Income Portfolio		951,033
	39,437	Maxim T. Rowe Price MidCap Growth Portfolio		585,247
	50,345	MFS Value Fund A		963,093
	32,528	Sentinel Small Company Fund A		201,346
	22,866	Invesco Van Kampen Small Cap Growth Fund A		201,223
	46,766	Virtus Foreign Opportunities Fund A		906,340
TOTAL EQUITY MUTUAL FUNDS -- 39.00%				15,435,207
(Cost $16,618,028)
BOND MUTUAL FUNDS
	346,674	American Century Inflation Adjusted Bond Fund A		4,090,749
	57,036	Calvert Short Duration Income Fund A		937,107
	177,367	JPMorgan High Yield Bond Fund A		1,360,408
	409,187	Maxim Bond Index Portfolio		5,556,763
	527,492	Maxim Federated Bond Portfolio		5,543,937
	171,198	Maxim Global Bond Portfolio		1,563,034
	182,960	Maxim Putnam High Yield Bond Portfolio		1,368,539
	90,975	Maxim Short Duration Bond Portfolio		940,683
	258,035	Oppenheimer International Bond Fund A		1,602,398
TOTAL BOND MUTUAL FUNDS -- 58.02%				22,963,618
(Cost $22,886,862)
MONEY MARKET MUTUAL FUNDS
	1,170,229	Maxim Money Market Portfolio		1,170,229
TOTAL MONEY MARKET MUTUAL FUNDS -- 2.96%				1,170,229
(Cost $1,170,229)
TOTAL INVESTMENTS --- 99.98%			$	39,569,054
(Cost $40,675,119)
OTHER ASSETS AND LIABILITIES --- 0.02%			$	7,913
TOTAL NET ASSETS --- 100%			$	39,576,967
(Cost $40,675,119)
See notes to financial statements.
				(continued )

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2015 PORTFOLIO II
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	38,993	Allianz NFJ Small Cap Value Fund A	$	917,117
	109,655	American Century Growth Fund Inv		2,252,311
	63,019	BlackRock U.S. Opportunities Portfolio Inv A		1,926,504
	93,612	Goldman Sachs Mid Cap Value Fund A		2,620,209
	81,618	Harbor International Fund Inv		3,911,149
	141,629	Janus Perkins Mid Cap Value Fund S		2,695,201
	425,420	Maxim Index 600 Portfolio		3,071,534
	377,415	Maxim Invesco ADR Portfolio		3,932,661
	226,610	Maxim Janus Large Cap Growth Portfolio		2,257,038
	57,072	Maxim Loomis Sayles Small-Cap Value Portfolio		900,601
	317,128	Maxim MFS International Growth Portfolio		2,835,124
	1,142,848	Maxim S&P 500® Index Portfolio		10,697,061
	255,500	Maxim T. Rowe Price Equity/Income Portfolio		3,091,547
	130,784	Maxim T. Rowe Price MidCap Growth Portfolio		1,940,839
	163,654	MFS Value Fund A		3,130,703
	108,823	Sentinel Small Company Fund A		673,614
	76,502	Invesco Van Kampen Small Cap Growth Fund A		673,216
	151,552	Virtus Foreign Opportunities Fund A		2,937,074
TOTAL EQUITY MUTUAL FUNDS -- 50.01%				50,463,503
(Cost $54,418,099)
BOND MUTUAL FUNDS
	721,525	American Century Inflation Adjusted Bond Fund A		8,513,993
	117,892	Calvert Short Duration Income Fund A		1,936,957
	375,362	JPMorgan High Yield Bond Fund A		2,879,027
	857,434	Maxim Bond Index Portfolio		11,643,956
	1,105,361	Maxim Federated Bond Portfolio		11,617,349
	356,413	Maxim Global Bond Portfolio		3,254,046
	387,162	Maxim Putnam High Yield Bond Portfolio		2,895,971
	188,031	Maxim Short Duration Bond Portfolio		1,944,236
	537,206	Oppenheimer International Bond Fund A		3,336,047
TOTAL BOND MUTUAL FUNDS -- 47.59%				48,021,582
(Cost $47,883,212)
MONEY MARKET MUTUAL FUNDS
	2,401,659	Maxim Money Market Portfolio		2,401,659
TOTAL MONEY MARKET MUTUAL FUNDS -- 2.39%				2,401,659
(Cost $2,401,659)
TOTAL INVESTMENTS --- 99.99%			$	100,886,744
(Cost $104,702,970)
OTHER ASSETS AND LIABILITIES --- 0.01%			$	12,702
TOTAL NET ASSETS --- 100%			$	100,899,446
(Cost $104,702,970)
See notes to financial statements.
				(continued )

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2015 PORTFOLIO III
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	855	Allianz NFJ Small Cap Value Fund A	$	20,122
	2,464	American Century Growth Fund Inv		50,604
	1,422	BlackRock U.S. Opportunities Portfolio Inv A		43,473
	2,089	Goldman Sachs Mid Cap Value Fund A		58,476
	1,824	Harbor International Fund Inv		87,392
	3,162	Janus Perkins Mid Cap Value Fund S		60,163
	9,510	Maxim Index 600 Portfolio		68,664
	8,432	Maxim Invesco ADR Portfolio		87,864
	5,092	Maxim Janus Large Cap Growth Portfolio		50,714
	1,252	Maxim Loomis Sayles Small-Cap Value Portfolio		19,756
	7,107	Maxim MFS International Growth Portfolio		63,543
	25,672	Maxim S&P 500® Index Portfolio		240,292
	5,708	Maxim T. Rowe Price Equity/Income Portfolio		69,064
	2,951	Maxim T. Rowe Price MidCap Growth Portfolio		43,800
	3,656	MFS Value Fund A		69,949
	2,363	Sentinel Small Company Fund A		14,629
	1,662	Invesco Van Kampen Small Cap Growth Fund A		14,622
	3,398	Virtus Foreign Opportunities Fund A		65,848
TOTAL EQUITY MUTUAL FUNDS -- 62.52%				1,128,975
(Cost $1,173,686)
BOND MUTUAL FUNDS
	9,655	American Century Inflation Adjusted Bond Fund A		113,944
	1,612	Calvert Short Duration Income Fund A		26,479
	4,964	JPMorgan High Yield Bond Fund A		38,075
	11,496	Maxim Bond Index Portfolio		156,108
	14,819	Maxim Federated Bond Portfolio		155,745
	4,828	Maxim Global Bond Portfolio		44,076
	5,120	Maxim Putnam High Yield Bond Portfolio		38,298
	2,571	Maxim Short Duration Bond Portfolio		26,581
	7,278	Oppenheimer International Bond Fund A		45,197
TOTAL BOND MUTUAL FUNDS -- 35.69%				644,503
(Cost $638,467)
MONEY MARKET MUTUAL FUNDS
	32,255	Maxim Money Market Portfolio		32,255
TOTAL MONEY MARKET MUTUAL FUNDS -- 1.79%				32,255
(Cost $32,255)
TOTAL INVESTMENTS --- 100.00%			$	1,805,733
(Cost $1,844,408)
OTHER ASSETS AND LIABILITIES --- 0.00%			$	38
TOTAL NET ASSETS --- 100%			$	1,805,771
(Cost $1,844,408)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2025 PORTFOLIO I
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	21,257	Allianz NFJ Small Cap Value Fund A	$	499,964
	50,429	American Century Growth Fund Inv		1,035,812
	29,423	BlackRock U.S. Opportunities Portfolio Inv A		899,473
	41,624	Goldman Sachs Mid Cap Value Fund A		1,165,044
	44,916	Harbor International Fund Inv		2,152,390
	62,980	Janus Perkins Mid Cap Value Fund S		1,198,505
	243,249	Maxim Index 600 Portfolio		1,756,257
	207,681	Maxim Invesco ADR Portfolio		2,164,035
	104,221	Maxim Janus Large Cap Growth Portfolio		1,038,046
	31,110	Maxim Loomis Sayles Small-Cap Value Portfolio		490,910
	179,436	Maxim MFS International Growth Portfolio		1,604,155
	519,661	Maxim S&P 500® Index Portfolio		4,864,026
	114,319	Maxim T. Rowe Price Equity/Income Portfolio		1,383,258
	61,064	Maxim T. Rowe Price MidCap Growth Portfolio		906,196
	73,228	MFS Value Fund A		1,400,850
	61,017	Sentinel Small Company Fund A		377,693
	42,896	Invesco Van Kampen Small Cap Growth Fund A		377,484
	85,761	Virtus Foreign Opportunities Fund A		1,662,055
TOTAL EQUITY MUTUAL FUNDS -- 55.89%				24,976,153
(Cost $26,823,136)
BOND MUTUAL FUNDS
	162,456	American Century Inflation Adjusted Bond Fund A		1,916,981
	26,643	Calvert Short Duration Income Fund A		437,747
	166,950	JPMorgan High Yield Bond Fund A		1,280,504
	384,855	Maxim Bond Index Portfolio		5,226,328
	496,122	Maxim Federated Bond Portfolio		5,214,237
	182,782	Maxim Global Bond Portfolio		1,668,803
	172,205	Maxim Putnam High Yield Bond Portfolio		1,288,096
	42,497	Maxim Short Duration Bond Portfolio		439,419
	275,523	Oppenheimer International Bond Fund A		1,710,999
TOTAL BOND MUTUAL FUNDS -- 42.92%				19,183,114
(Cost $19,136,007)
MONEY MARKET MUTUAL FUNDS
	524,801	Maxim Money Market Portfolio		524,801
TOTAL MONEY MARKET MUTUAL FUNDS -- 1.17%				524,801
(Cost $524,801)
TOTAL INVESTMENTS --- 99.98%			$	44,684,068
(Cost $46,483,944)
OTHER ASSETS AND LIABILITIES --- 0.02%			$	7,089
TOTAL NET ASSETS --- 100%			$	44,691,157
(Cost $46,483,944)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2025 PORTFOLIO II
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	79,288	Allianz NFJ Small Cap Value Fund A	$	1,864,860
	187,218	American Century Growth Fund Inv		3,845,452
	107,273	BlackRock U.S. Opportunities Portfolio Inv A		3,279,331
	153,197	Goldman Sachs Mid Cap Value Fund A		4,287,986
	165,010	Harbor International Fund Inv		7,907,259
	231,732	Janus Perkins Mid Cap Value Fund S		4,409,858
	889,517	Maxim Index 600 Portfolio		6,422,314
	762,966	Maxim Invesco ADR Portfolio		7,950,106
	386,890	Maxim Janus Large Cap Growth Portfolio		3,853,421
	116,061	Maxim Loomis Sayles Small-Cap Value Portfolio		1,831,439
	663,245	Maxim MFS International Growth Portfolio		5,929,413
	1,915,477	Maxim S&P 500® Index Portfolio		17,928,861
	422,803	Maxim T. Rowe Price Equity/Income Portfolio		5,115,922
	222,613	Maxim T. Rowe Price MidCap Growth Portfolio		3,303,571
	270,792	MFS Value Fund A		5,180,249
	226,269	Sentinel Small Company Fund A		1,400,607
	159,068	Invesco Van Kampen Small Cap Growth Fund A		1,399,801
	316,878	Virtus Foreign Opportunities Fund A		6,141,100
TOTAL EQUITY MUTUAL FUNDS -- 70.99%				92,051,550
(Cost $98,877,242)
BOND MUTUAL FUNDS
	313,520	American Century Inflation Adjusted Bond Fund A		3,699,542
	49,844	Calvert Short Duration Income Fund A		818,932
	316,336	JPMorgan High Yield Bond Fund A		2,426,297
	733,348	Maxim Bond Index Portfolio		9,958,870
	945,412	Maxim Federated Bond Portfolio		9,936,275
	348,536	Maxim Global Bond Portfolio		3,182,134
	326,276	Maxim Putnam High Yield Bond Portfolio		2,440,544
	79,496	Maxim Short Duration Bond Portfolio		821,991
	525,263	Oppenheimer International Bond Fund A		3,261,886
TOTAL BOND MUTUAL FUNDS -- 28.18%				36,546,471
(Cost $36,503,123)
MONEY MARKET MUTUAL FUNDS
	1,075,383	Maxim Money Market Portfolio		1,075,383
TOTAL MONEY MARKET MUTUAL FUNDS -- 0.83%				1,075,383
(Cost $1,075,383)
TOTAL INVESTMENTS --- 100.00%			$	129,673,404
(Cost $136,455,748)
OTHER ASSETS AND LIABILITIES --- 0.00%			$	5,263
TOTAL NET ASSETS --- 100%			$	129,678,667
(Cost $136,455,748)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2025 PORTFOLIO III
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	1,611	Allianz NFJ Small Cap Value Fund A	$	37,896
	3,796	American Century Growth Fund Inv		77,977
	2,171	BlackRock U.S. Opportunities Portfolio Inv A		66,379
	3,114	Goldman Sachs Mid Cap Value Fund A		87,165
	3,344	Harbor International Fund Inv		160,237
	4,714	Janus Perkins Mid Cap Value Fund S		89,708
	18,160	Maxim Index 600 Portfolio		131,115
	15,461	Maxim Invesco ADR Portfolio		161,101
	7,847	Maxim Janus Large Cap Growth Portfolio		78,154
	2,357	Maxim Loomis Sayles Small-Cap Value Portfolio		37,199
	13,470	Maxim MFS International Growth Portfolio		120,423
	38,911	Maxim S&P 500® Index Portfolio		364,204
	8,569	Maxim T. Rowe Price Equity/Income Portfolio		103,686
	4,507	Maxim T. Rowe Price MidCap Growth Portfolio		66,884
	5,490	MFS Value Fund A		105,028
	4,526	Sentinel Small Company Fund A		28,017
	3,182	Invesco Van Kampen Small Cap Growth Fund A		28,003
	6,442	Virtus Foreign Opportunities Fund A		124,839
TOTAL EQUITY MUTUAL FUNDS -- 83.85%				1,868,015
(Cost $1,968,904)
BOND MUTUAL FUNDS
	3,024	American Century Inflation Adjusted Bond Fund A		35,682
	505	Calvert Short Duration Income Fund A		8,292
	3,033	JPMorgan High Yield Bond Fund A		23,263
	7,025	Maxim Bond Index Portfolio		95,394
	9,055	Maxim Federated Bond Portfolio		95,169
	3,400	Maxim Global Bond Portfolio		31,046
	3,128	Maxim Putnam High Yield Bond Portfolio		23,398
	805	Maxim Short Duration Bond Portfolio		8,324
	5,128	Oppenheimer International Bond Fund A		31,845
TOTAL BOND MUTUAL FUNDS -- 15.82%				352,413
(Cost $350,436)
MONEY MARKET MUTUAL FUNDS
	7,561	Maxim Money Market Portfolio		7,561
TOTAL MONEY MARKET MUTUAL FUNDS -- 0.34%				7,561
(Cost $7,561)
TOTAL INVESTMENTS --- 100.01%			$	2,227,989
(Cost $2,326,901)
OTHER ASSETS AND LIABILITIES --- (0.01%)			$	(154	)
TOTAL NET ASSETS --- 100%			$	2,227,835
(Cost $2,326,901)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2035 PORTFOLIO I
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	20,424	Allianz NFJ Small Cap Value Fund A	$	480,376
	40,714	American Century Growth Fund Inv		836,264
	23,471	BlackRock U.S. Opportunities Portfolio Inv A		717,496
	32,668	Goldman Sachs Mid Cap Value Fund A		914,373
	42,328	Harbor International Fund Inv		2,028,349
	49,431	Janus Perkins Mid Cap Value Fund S		940,679
	234,121	Maxim Index 600 Portfolio		1,690,354
	195,712	Maxim Invesco ADR Portfolio		2,039,317
	84,144	Maxim Janus Large Cap Growth Portfolio		838,078
	29,890	Maxim Loomis Sayles Small-Cap Value Portfolio		471,660
	176,706	Maxim MFS International Growth Portfolio		1,579,754
	408,888	Maxim S&P 500® Index Portfolio		3,827,196
	88,524	Maxim T. Rowe Price Equity/Income Portfolio		1,071,135
	48,711	Maxim T. Rowe Price MidCap Growth Portfolio		722,867
	56,705	MFS Value Fund A		1,084,773
	59,647	Sentinel Small Company Fund A		369,214
	41,933	Invesco Van Kampen Small Cap Growth Fund A		369,011
	84,462	Virtus Foreign Opportunities Fund A		1,636,878
TOTAL EQUITY MUTUAL FUNDS -- 76.11%				21,617,774
(Cost $23,297,098)
BOND MUTUAL FUNDS
	17,872	American Century Inflation Adjusted Bond Fund A		210,895
	2,740	Calvert Short Duration Income Fund A		45,011
	63,008	JPMorgan High Yield Bond Fund A		483,273
	147,909	Maxim Bond Index Portfolio		2,008,605
	190,671	Maxim Federated Bond Portfolio		2,003,956
	77,880	Maxim Global Bond Portfolio		711,042
	65,000	Maxim Putnam High Yield Bond Portfolio		486,198
	4,370	Maxim Short Duration Bond Portfolio		45,185
	117,396	Oppenheimer International Bond Fund A		729,029
TOTAL BOND MUTUAL FUNDS -- 23.67%				6,723,194
(Cost $6,722,520)
MONEY MARKET MUTUAL FUNDS
	62,845	Maxim Money Market Portfolio		62,845
TOTAL MONEY MARKET MUTUAL FUNDS -- 0.22%				62,845
(Cost $62,845)
TOTAL INVESTMENTS --- 100.00%			$	28,403,813
(Cost $30,082,463)
OTHER ASSETS AND LIABILITIES --- 0.00%			$	777
TOTAL NET ASSETS --- 100%			$	28,404,590
(Cost $30,082,463)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2035 PORTFOLIO II
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	69,398	Allianz NFJ Small Cap Value Fund A	$	1,632,234
	139,244	American Century Growth Fund Inv		2,860,067
	79,723	BlackRock U.S. Opportunities Portfolio Inv A		2,437,122
	110,947	Goldman Sachs Mid Cap Value Fund A		3,105,418
	145,243	Harbor International Fund Inv		6,960,039
	167,834	Janus Perkins Mid Cap Value Fund S		3,193,886
	793,397	Maxim Index 600 Portfolio		5,728,327
	671,601	Maxim Invesco ADR Portfolio		6,998,081
	287,749	Maxim Janus Large Cap Growth Portfolio		2,865,984
	101,578	Maxim Loomis Sayles Small-Cap Value Portfolio		1,602,906
	604,927	Maxim MFS International Growth Portfolio		5,408,045
	1,401,402	Maxim S&P 500® Index Portfolio		13,117,126
	304,710	Maxim T. Rowe Price Equity/Income Portfolio		3,686,990
	165,442	Maxim T. Rowe Price MidCap Growth Portfolio		2,455,165
	195,165	MFS Value Fund A		3,733,508
	201,539	Sentinel Small Company Fund A		1,247,529
	141,679	Invesco Van Kampen Small Cap Growth Fund A		1,246,766
	289,039	Virtus Foreign Opportunities Fund A		5,601,571
TOTAL EQUITY MUTUAL FUNDS -- 87.58%				73,880,764
(Cost $79,699,514)
BOND MUTUAL FUNDS
	30,547	American Century Inflation Adjusted Bond Fund A		360,450
	5,463	Calvert Short Duration Income Fund A		89,763
	97,696	JPMorgan High Yield Bond Fund A		749,331
	226,179	Maxim Bond Index Portfolio		3,071,511
	291,584	Maxim Federated Bond Portfolio		3,064,544
	119,378	Maxim Global Bond Portfolio		1,089,924
	100,766	Maxim Putnam High Yield Bond Portfolio		753,729
	8,714	Maxim Short Duration Bond Portfolio		90,099
	179,913	Oppenheimer International Bond Fund A		1,117,261
TOTAL BOND MUTUAL FUNDS -- 12.31%				10,386,612
(Cost $10,391,691)
MONEY MARKET MUTUAL FUNDS
	98,475	Maxim Money Market Portfolio		98,475
TOTAL MONEY MARKET MUTUAL FUNDS -- 0.12%				98,475
(Cost $98,475)
TOTAL INVESTMENTS --- 100.01%			$	84,365,851
(Cost $90,189,680)
OTHER ASSETS AND LIABILITIES --- (0.01%)			$	(6,485	)
TOTAL NET ASSETS --- 100%			$	84,359,366
(Cost $90,189,680)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2035 PORTFOLIO III
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	1,549	Allianz NFJ Small Cap Value Fund A	$	36,420
	3,111	American Century Growth Fund Inv		63,890
	1,787	BlackRock U.S. Opportunities Portfolio Inv A		54,643
	2,482	Goldman Sachs Mid Cap Value Fund A		69,481
	3,235	Harbor International Fund Inv		155,009
	3,757	Janus Perkins Mid Cap Value Fund S		71,497
	17,758	Maxim Index 600 Portfolio		128,215
	14,956	Maxim Invesco ADR Portfolio		155,844
	6,429	Maxim Janus Large Cap Growth Portfolio		64,033
	2,266	Maxim Loomis Sayles Small-Cap Value Portfolio		35,754
	13,493	Maxim MFS International Growth Portfolio		120,630
	31,292	Maxim S&P 500® Index Portfolio		292,897
	6,787	Maxim T. Rowe Price Equity/Income Portfolio		82,121
	3,710	Maxim T. Rowe Price MidCap Growth Portfolio		55,056
	4,348	MFS Value Fund A		83,178
	4,545	Sentinel Small Company Fund A		28,132
	3,195	Invesco Van Kampen Small Cap Growth Fund A		28,119
	6,452	Virtus Foreign Opportunities Fund A		125,032
TOTAL EQUITY MUTUAL FUNDS -- 93.48%				1,649,951
(Cost $1,734,463)
BOND MUTUAL FUNDS
	321	American Century Inflation Adjusted Bond Fund A		3,791
	115	Calvert Short Duration Income Fund A		1,887
	1,112	JPMorgan High Yield Bond Fund A		8,526
	2,379	Maxim Bond Index Portfolio		32,301
	3,066	Maxim Federated Bond Portfolio		32,225
	1,305	Maxim Global Bond Portfolio		11,912
	1,147	Maxim Putnam High Yield Bond Portfolio		8,576
	183	Maxim Short Duration Bond Portfolio		1,895
	1,967	Oppenheimer International Bond Fund A		12,217
TOTAL BOND MUTUAL FUNDS -- 6.42%				113,330
(Cost $113,218)
MONEY MARKET MUTUAL FUNDS
	1,882	Maxim Money Market Portfolio		1,882
TOTAL MONEY MARKET MUTUAL FUNDS -- 0.11%				1,882
(Cost $1,882)
TOTAL INVESTMENTS --- 100.01%			$	1,765,163
(Cost $1,849,563)
OTHER ASSETS AND LIABILITIES --- (0.01%)			$	(228	)
TOTAL NET ASSETS --- 100%			$	1,764,935
(Cost $1,849,563)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2045 PORTFOLIO I
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	9,356	Allianz NFJ Small Cap Value Fund A	$	220,053
	16,255	American Century Growth Fund Inv		333,869
	9,277	BlackRock U.S. Opportunities Portfolio Inv A		283,593
	12,526	Goldman Sachs Mid Cap Value Fund A		350,592
	19,761	Harbor International Fund Inv		946,950
	18,957	Janus Perkins Mid Cap Value Fund S		360,748
	108,594	Maxim Index 600 Portfolio		784,052
	91,370	Maxim Invesco ADR Portfolio		952,075
	33,595	Maxim Janus Large Cap Growth Portfolio		334,608
	13,690	Maxim Loomis Sayles Small-Cap Value Portfolio		216,034
	84,843	Maxim MFS International Growth Portfolio		758,496
	159,870	Maxim S&P 500® Index Portfolio		1,496,383
	34,085	Maxim T. Rowe Price Equity/Income Portfolio		412,434
	19,328	Maxim T. Rowe Price MidCap Growth Portfolio		286,833
	21,836	MFS Value Fund A		417,730
	28,220	Sentinel Small Company Fund A		174,679
	19,840	Invesco Van Kampen Small Cap Growth Fund A		174,588
	40,563	Virtus Foreign Opportunities Fund A		786,104
TOTAL EQUITY MUTUAL FUNDS -- 83.08%				9,289,821
(Cost $10,057,695)
BOND MUTUAL FUNDS
	18,232	JPMorgan High Yield Bond Fund A		139,837
	41,781	Maxim Bond Index Portfolio		567,385
	53,859	Maxim Federated Bond Portfolio		566,058
	25,870	Maxim Global Bond Portfolio		236,195
	18,804	Maxim Putnam High Yield Bond Portfolio		140,652
	39,005	Oppenheimer International Bond Fund A		242,224
TOTAL BOND MUTUAL FUNDS -- 16.92%				1,892,351
(Cost $1,893,247)
TOTAL INVESTMENTS --- 100.00%			$	11,182,172
(Cost $11,950,942)
OTHER ASSETS AND LIABILITIES --- 0.00%			$	(192	)
TOTAL NET ASSETS --- 100%			$	11,181,980
(Cost $11,950,942)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2045 PORTFOLIO II
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	31,157	Allianz NFJ Small Cap Value Fund A	$	732,821
	53,994	American Century Growth Fund Inv		1,109,036
	30,927	BlackRock U.S. Opportunities Portfolio Inv A		945,448
	41,646	Goldman Sachs Mid Cap Value Fund A		1,165,676
	65,582	Harbor International Fund Inv		3,142,682
	63,011	Janus Perkins Mid Cap Value Fund S		1,199,093
	361,760	Maxim Index 600 Portfolio		2,611,907
	303,256	Maxim Invesco ADR Portfolio		3,159,924
	111,583	Maxim Janus Large Cap Growth Portfolio		1,111,371
	45,600	Maxim Loomis Sayles Small-Cap Value Portfolio		719,575
	283,457	Maxim MFS International Growth Portfolio		2,534,107
	532,910	Maxim S&P 500® Index Portfolio		4,988,038
	113,132	Maxim T. Rowe Price Equity/Income Portfolio		1,368,902
	64,183	Maxim T. Rowe Price MidCap Growth Portfolio		952,482
	72,466	MFS Value Fund A		1,386,272
	93,758	Sentinel Small Company Fund A		580,361
	65,910	Invesco Van Kampen Small Cap Growth Fund A		580,010
	135,468	Virtus Foreign Opportunities Fund A		2,625,367
TOTAL EQUITY MUTUAL FUNDS -- 91.08%				30,913,072
(Cost $33,241,250)
BOND MUTUAL FUNDS
	27,801	JPMorgan High Yield Bond Fund A		213,231
	67,052	Maxim Bond Index Portfolio		910,564
	86,439	Maxim Federated Bond Portfolio		908,475
	42,345	Maxim Global Bond Portfolio		386,606
	28,674	Maxim Putnam High Yield Bond Portfolio		214,481
	63,827	Oppenheimer International Bond Fund A		396,364
TOTAL BOND MUTUAL FUNDS -- 8.93%				3,029,721
(Cost $3,033,568)
TOTAL INVESTMENTS --- 100.01%			$	33,942,793
(Cost $36,274,818)
OTHER ASSETS AND LIABILITIES --- (0.01%)			$	(3,018	)
TOTAL NET ASSETS --- 100%			$	33,939,775
(Cost $36,274,818)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2045 PORTFOLIO III
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	425	Allianz NFJ Small Cap Value Fund A	$	9,968
	736	American Century Growth Fund Inv		15,111
	421	BlackRock U.S. Opportunities Portfolio Inv A		12,875
	563	Goldman Sachs Mid Cap Value Fund A		15,754
	892	Harbor International Fund Inv		42,768
	852	Janus Perkins Mid Cap Value Fund S		16,211
	4,927	Maxim Index 600 Portfolio		35,571
	4,126	Maxim Invesco ADR Portfolio		42,997
	1,521	Maxim Janus Large Cap Growth Portfolio		15,145
	620	Maxim Loomis Sayles Small-Cap Value Portfolio		9,785
	3,841	Maxim MFS International Growth Portfolio		34,338
	7,240	Maxim S&P 500® Index Portfolio		67,770
	1,545	Maxim T. Rowe Price Equity/Income Portfolio		18,691
	874	Maxim T. Rowe Price MidCap Growth Portfolio		12,973
	990	MFS Value Fund A		18,932
	1,286	Sentinel Small Company Fund A		7,963
	904	Invesco Van Kampen Small Cap Growth Fund A		7,959
	1,836	Virtus Foreign Opportunities Fund A		35,591
TOTAL EQUITY MUTUAL FUNDS -- 94.68%				420,402
(Cost $448,120)
BOND MUTUAL FUNDS
	213	JPMorgan High Yield Bond Fund A		1,632
	528	Maxim Bond Index Portfolio		7,170
	681	Maxim Federated Bond Portfolio		7,153
	328	Maxim Global Bond Portfolio		2,997
	219	Maxim Putnam High Yield Bond Portfolio		1,642
	495	Oppenheimer International Bond Fund A		3,073
TOTAL BOND MUTUAL FUNDS -- 5.33%				23,667
(Cost $23,662)
TOTAL INVESTMENTS --- 100.01%			$	444,069
(Cost $471,782)
OTHER ASSETS AND LIABILITIES --- (0.01%)			$	(58	)
TOTAL NET ASSETS --- 100%			$	444,011
(Cost $471,782)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2055 PORTFOLIO I
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	3,077	Allianz NFJ Small Cap Value Fund A	$	72,364
	4,597	American Century Growth Fund Inv		94,431
	2,640	BlackRock U.S. Opportunities Portfolio Inv A		80,707
	3,491	Goldman Sachs Mid Cap Value Fund A		97,703
	6,634	Harbor International Fund Inv		317,916
	5,283	Janus Perkins Mid Cap Value Fund S		100,535
	35,926	Maxim Index 600 Portfolio		259,385
	30,676	Maxim Invesco ADR Portfolio		319,640
	9,502	Maxim Janus Large Cap Growth Portfolio		94,640
	4,502	Maxim Loomis Sayles Small-Cap Value Portfolio		71,043
	29,128	Maxim MFS International Growth Portfolio		260,403
	44,766	Maxim S&P 500® Index Portfolio		419,007
	9,521	Maxim T. Rowe Price Equity/Income Portfolio		115,204
	5,479	Maxim T. Rowe Price MidCap Growth Portfolio		81,315
	6,099	MFS Value Fund A		116,683
	9,487	Sentinel Small Company Fund A		58,724
	6,670	Invesco Van Kampen Small Cap Growth Fund A		58,692
	13,926	Virtus Foreign Opportunities Fund A		269,886
TOTAL EQUITY MUTUAL FUNDS -- 84.15%				2,888,278
(Cost $3,111,539)
BOND MUTUAL FUNDS
	4,898	JPMorgan High Yield Bond Fund A		37,565
	11,342	Maxim Bond Index Portfolio		154,030
	14,621	Maxim Federated Bond Portfolio		153,670
	8,717	Maxim Global Bond Portfolio		79,589
	5,052	Maxim Putnam High Yield Bond Portfolio		37,785
	13,144	Oppenheimer International Bond Fund A		81,623
TOTAL BOND MUTUAL FUNDS -- 15.85%				544,262
(Cost $544,839)
TOTAL INVESTMENTS --- 100.00%			$	3,432,540
(Cost $3,656,378)
OTHER ASSETS AND LIABILITIES --- 0.00%			$	(77	)
TOTAL NET ASSETS --- 100%			$	3,432,463
(Cost $3,656,378)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2055 PORTFOLIO II
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	7,053	Allianz NFJ Small Cap Value Fund A	$	165,874
	10,634	American Century Growth Fund Inv		218,429
	6,048	BlackRock U.S. Opportunities Portfolio Inv A		184,881
	8,074	Goldman Sachs Mid Cap Value Fund A		225,981
	15,249	Harbor International Fund Inv		730,711
	12,211	Janus Perkins Mid Cap Value Fund S		232,384
	83,073	Maxim Index 600 Portfolio		599,785
	70,527	Maxim Invesco ADR Portfolio		734,896
	21,972	Maxim Janus Large Cap Growth Portfolio		218,842
	10,324	Maxim Loomis Sayles Small-Cap Value Portfolio		162,905
	67,250	Maxim MFS International Growth Portfolio		601,217
	103,909	Maxim S&P 500® Index Portfolio		972,586
	21,890	Maxim T. Rowe Price Equity/Income Portfolio		264,873
	12,549	Maxim T. Rowe Price MidCap Growth Portfolio		186,229
	14,019	MFS Value Fund A		268,192
	21,860	Sentinel Small Company Fund A		135,311
	15,363	Invesco Van Kampen Small Cap Growth Fund A		135,196
	32,125	Virtus Foreign Opportunities Fund A		622,575
TOTAL EQUITY MUTUAL FUNDS -- 91.52%				6,660,867
(Cost $7,240,664)
BOND MUTUAL FUNDS
	5,460	JPMorgan High Yield Bond Fund A		41,876
	12,926	Maxim Bond Index Portfolio		175,532
	16,664	Maxim Federated Bond Portfolio		175,144
	9,900	Maxim Global Bond Portfolio		90,388
	5,631	Maxim Putnam High Yield Bond Portfolio		42,124
	14,916	Oppenheimer International Bond Fund A		92,628
TOTAL BOND MUTUAL FUNDS -- 8.49%				617,692
(Cost $621,281)
TOTAL INVESTMENTS --- 100.01%			$	7,278,559
(Cost $7,861,945)
OTHER ASSETS AND LIABILITIES --- (0.01%)			$	(672	)
TOTAL NET ASSETS --- 100%			$	7,277,887
(Cost $7,861,945)
See notes to financial statements.
				(Continued)

MAXIM SERIES FUND, INC.
MAXIM LIFETIME 2055 PORTFOLIO III
SCHEDULE OF INVESTMENTS
JUNE 30, 2010
UNAUDITED
Shares			Value ($)
EQUITY MUTUAL FUNDS
	95	Allianz NFJ Small Cap Value Fund A	$	2,251
	143	American Century Growth Fund Inv		2,947
	83	BlackRock U.S. Opportunities Portfolio Inv A		2,525
	109	Goldman Sachs Mid Cap Value Fund A		3,051
	207	Harbor International Fund Inv		9,905
	165	Janus Perkins Mid Cap Value Fund S		3,141
	1,121	Maxim Index 600 Portfolio		8,095
	956	Maxim Invesco ADR Portfolio		9,958
	297	Maxim Janus Large Cap Growth Portfolio		2,954
	140	Maxim Loomis Sayles Small-Cap Value Portfolio		2,209
	907	Maxim MFS International Growth Portfolio		8,107
	1,405	Maxim S&P 500® Index Portfolio		13,148
	298	Maxim T. Rowe Price Equity/Income Portfolio		3,611
	171	Maxim T. Rowe Price MidCap Growth Portfolio		2,544
	191	MFS Value Fund A		3,657
	294	Sentinel Small Company Fund A		1,820
	207	Invesco Van Kampen Small Cap Growth Fund A		1,819
	434	Virtus Foreign Opportunities Fund A		8,404
TOTAL EQUITY MUTUAL FUNDS -- 94.69%				90,146
(Cost $101,978)
BOND MUTUAL FUNDS
	46	JPMorgan High Yield Bond Fund A		350
	106	Maxim Bond Index Portfolio		1,435
	136	Maxim Federated Bond Portfolio		1,431
	81	Maxim Global Bond Portfolio		741
	47	Maxim Putnam High Yield Bond Portfolio		352
	122	Oppenheimer International Bond Fund A		760
TOTAL BOND MUTUAL FUNDS -- 5.32%				5,069
(Cost $5,135)
TOTAL INVESTMENTS --- 100.01%			$	95,215
(Cost $107,113)
OTHER ASSETS AND LIABILITIES --- (0.01%)			$	(9	)
TOTAL NET ASSETS --- 100%			$	95,206
(Cost $107,113)
See notes to financial statements.
				(Concluded)

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2015 Portfolio I
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	995.24	$	0.59
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	995.37	$	1.09
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2015 Portfolio II
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	984.94	$	0.59
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	984.18	$	1.08
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2015 Portfolio III
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	970.60	$	0.59
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	970.77	$	1.08
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2025 Portfolio I
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	978.34	$	0.59
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	977.11	$	1.08
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2025 Portfolio II
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	961.11	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	962.01	$	1.07
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2025 Portfolio III
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	948.22	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	948.31	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2035 Portfolio I
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	956.16	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	955.36	$	1.07
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2035 Portfolio II
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	944.03	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	942.79	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2035 Portfolio III
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	938.08	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	937.21	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2045 Portfolio I
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	947.75	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	947.02	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2045 Portfolio II
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	939.21	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	938.67	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2045 Portfolio III
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	935.70	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	934.74	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2055 Portfolio I
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	945.87	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	945.44	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2055 Portfolio II
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	937.54	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	936.93	$	1.06
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.70	$	1.10
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Lifetime 2055 Portfolio III
As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Portfolio expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (December 31, 2009 to June 30, 2010).
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6) , then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.
	Beginning		Ending		Expenses Paid
	Account Value		Account Value		During Period*
	(12/31/2009)		(06/30/10)		(12/31/09-06/30/10)
T Class
Actual	$	1,000.00	$	934.37	$	0.58
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,024.20	$	0.60

T1 Class
Actual	$	1,000.00	$	934.82	$	0.86
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,023.90	$	0.90
*Expenses are equal to the Portfolio's annualized expense ratio of 0.12%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the six month period.

Availability of Quarterly Portfolio Schedule.

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Commission’s website at http://www.sec.gov, and may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Availability of Proxy Voting Policies and Procedures.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling (866) 831-7129, and on the Securities and Exchange Commission’s website at http://www.sec.gov.

Availability of Proxy Voting Record.

Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling (866) 831-7129, and on the Securities and Exchange Commission’s website at http://www.sec.gov.

Investment Advisory Contract Approvals

The Board of Directors (the "Board") of Maxim Series Fund, Inc. (the "Fund"), including the Directors who are not interested persons of the Fund (the "Independent Directors"), at a meeting held on April 26, 2010 (the "Meeting"), approved the continuation of (i) with respect to each of the Fund's Portfolios, the investment advisory agreement (the "Advisory Agreement") between the Fund and GW Capital Management, LLC, doing business as Maxim Capital Management, LLC ("MCM"), and (ii) with respect to the Portfolios that are also sub-advised, as indicated below, the investment sub-advisory agreements (the "Sub-Advisory Agreements") between the Fund, MCM and the following Sub-Advisers:

Sub-Adviser	Portfolio(s)
Ariel Investments, LLC	Maxim Ariel Small-Cap Value Portfolio Maxim Ariel MidCap Value Portfolio
Federated Investment Management Company	Maxim Federated Bond Portfolio
Goldman Sachs Asset Management, L.P.	Maxim MidCap Value Portfolio
Invesco Advisers, Inc.* (formerly known as Invesco Institutional (N.A.), Inc.)	Maxim Invesco ADR Portfolio Maxim Small-Cap Value Portfolio
Franklin Advisers, Inc.	Maxim Global Bond Portfolio
Janus Capital Management LLC	Maxim Janus Large Cap Growth Portfolio
Loomis, Sayles & Company, L.P.	Maxim Loomis Sayles Bond Portfolio Maxim Loomis Sayles Small-Cap Value Portfolio
Massachusetts Financial Services Company	Maxim MFS International Growth Portfolio Maxim MFS International Value Portfolio
Mellon Capital Management Corporation	Maxim Index 600 Portfolio Maxim Stock Index Portfolio Maxim S&P 500 Index® Portfolio
Putnam Investment Management, LLC	Maxim Putnam High Yield Bond Portfolio
Silvant Capital Management LLC	Maxim Small-Cap Growth Portfolio
T. Rowe Price Associates, Inc.	Maxim T. Rowe Price MidCap Growth Portfolio Maxim T. Rowe Price Equity/Income Portfolio

* At the close of business on December 31, 2009, Invesco Global Asset Management (N.A.), Inc., former Sub-Adviser to the Maxim Invesco ADR Portfolio, merged into Invesco Institutional (N.A.), Inc., which was renamed Invesco Advisers, Inc.

Pursuant to the Advisory Agreement, MCM acts as investment adviser and, subject to oversight by the Board, directs the investments of each Portfolio in accordance with its investment objective, policies and limitations.  MCM also provides, subject to oversight by the Board, the management and administrative services necessary for the operation of the Fund.  In addition, the Fund operates under a manager-of-managers structure pursuant to an order issued by the United States Securities and Exchange Commission, which permits MCM to enter into and materially amend Sub-Advisory Agreements with Board approval but without shareholder approval.  Under this structure, MCM is also responsible for monitoring and evaluating the performance of the Sub-Advisers and for recommending the hiring, termination and replacement of Sub-Advisers to the Board.

Pursuant to the Sub-Advisory Agreements, each Sub-Adviser, subject to general supervision and oversight by MCM and the Board, is responsible for the day-to-day management of the Portfolio(s) sub-advised by it, and for making decisions to buy, sell or hold any particular security.  MCM is responsible for the day-to-day management of the Portfolios that do not have a Sub-Adviser.

On March 23, 2010, the Independent Directors met separately with independent legal counsel in advance of the Meeting to evaluate information furnished by MCM and the Sub-Advisers in connection with the proposed continuation of the Advisory Agreement and Sub-Advisory Agreements (collectively, the "Agreements").  The Independent Directors also considered additional information provided in response to their requests made following the March meeting.

In approving the continuation of the Agreements, the Board considered such information as the Board deemed reasonably necessary to evaluate the terms of the Agreements.  The Board noted that performance information is provided to the Board on an ongoing basis at regular Board meetings held throughout the year.  In its deliberations, the Board did not identify any single factor as being determinative. Rather, the Board's approvals were based on each Director's business judgment after consideration of the information as a whole.  Individual Directors may have weighted certain factors differently and assigned varying degrees of materiality to information considered by the Board.

Based upon its review of the Agreements and the information provided to it, the Board concluded that the Agreements were fair and reasonable in light of the services performed, fees charged and such other matters as the Directors considered relevant in the exercise of their business judgment.  The principal factors and conclusions that formed the basis for the Directors' determinations to approve the continuation of the Agreements are discussed below.

Nature, Extent and Quality of Services

The Board considered the nature, extent and quality of services provided and to be provided to the Portfolios by MCM and the Sub-Advisers.  Among other things, the Board considered each adviser's personnel, experience, resources and performance track record, its ability to provide or obtain such services as may be necessary in managing, acquiring and disposing of investments on behalf of the Portfolios, and its ability to provide research and obtain and evaluate the economic, statistical and financial data relevant to the investment policies of the Portfolios.  The Board also considered each adviser's reputation for management of its investment strategies, its overall financial condition, technical resources, operational capabilities, and compliance policies and procedures, as well as the adviser's practices regarding the selection and compensation of brokers and dealers for the execution of portfolio transactions and the procedures it uses for obtaining best execution of portfolio transactions.  Consideration also was given to the fact that the Board meets with representatives of the advisers at regular Board meetings held throughout the year to discuss portfolio management strategies and performance. Additionally, the quality of each adviser's communications with the Board, as well as the adviser's responsiveness to the Board, was taken into account.  The Board concluded that it was satisfied with the nature, extent and quality of the services provided to the Portfolios by MCM and the Sub-Advisers.

Investment Performance

The Board considered the investment performance of each Portfolio.  The Board reviewed performance information for each Portfolio as compared against various benchmarks and the performance of similar funds.  For Portfolios other than the Fund's "Index Portfolios" (comprised of the Maxim Bond Index Portfolio, Maxim Index 600 Portfolio, Maxim Stock Index Portfolio, and Maxim S&P 500 Index Portfolio), this information included, to the extent applicable, annualized returns for the one-, three-, five-, and ten-year periods ended December 31, 2009, calendar year returns for the five-year period ended December 31, 2009, and risk-adjusted performance measures.  In addition, except for the Index Portfolios and the Fund's "Asset Allocation Portfolios" (comprised of the Maxim Profile Portfolios, Maxim Lifetime Asset Allocation Portfolios, Maxim SecureFoundation Lifetime Portfolios, and Maxim SecureFoundation Balanced Portfolio), for which Morningstar performance information is not provided, this information also included the Portfolios' Morningstar category and overall ratings and a rolling quarterly analysis of long-term performance relative to the applicable Morningstar category.  The Board also considered the composition of each Portfolio's "peer" group of funds, as determined by MCM based on funds of similar size and asset class from within, to the extent applicable, the Portfolio's Morningstar category.  In evaluating the performance of each Portfolio, the Board noted how the Portfolio performed relative to the short- and long-term returns of the applicable benchmarks and peer groups.

For Portfolios other than the Index Portfolios and Asset Allocation Portfolios, the Board assessed performance based principally on the long-term rolling quarterly analysis for each Portfolio in which each quarter's performance is, in turn, based on a composite of the Portfolio's 3-, 5- and 10-year annualized returns, 3- and 5-year risk-adjusted performance, and Morningstar rating.  For purposes of its annual review of advisory contracts, the Board generally considered a Portfolio to have performed satisfactorily unless the Portfolio has had a history of persistent underperformance based on the Portfolio's long-term rolling analysis.  In this regard, the Board noted that the Maxim Ariel Small-Cap Value Portfolio, Maxim Ariel MidCap Value Portfolio, Maxim MFS International Value Portfolio, Maxim Putnam High Yield Bond Portfolio, and Maxim Small-Cap Growth Portfolio fell below the Portfolio quantitative benchmark for long-term performance.

With regard to the Ariel Portfolios, the Board considered the factors attributing to the Portfolios' performance, the current market for the Portfolios' shares, and the Portfolios' position in the Fund's overall Portfolio lineup. The Board noted that the Portfolios had performed significantly better than the median fund performance for funds within their Morningstar categories over the most recent calendar-year period, and concluded that, despite the Portfolios' underperformance over the long-term, there is a market for the Portfolios' shares.  With regard to the Maxim MFS International Value Portfolio, the Board noted that MFS replaced the Portfolio's previous Sub-Adviser in September 2009, and concluded that, in light of the Portfolio's competitive performance since the change in Sub-Advisers, the Board was satisfied with the management of the Portfolio.  Similarly, with respect to the Maxim Putnam High Yield Bond Portfolio, the Board noted that Putnam had replaced the Portfolio's previous Sub-Adviser in August 2009, and concluded that, in light of the Portfolio's competitive performance since the change in Sub-Advisers, the Board was satisfied with the management of the Portfolio.  With regard to the Maxim Small-Cap Growth Portfolio, the Board considered the factors attributing to the Portfolio's performance, changes in the management of the Sub-Adviser, and the short-term and long-term performance of the Portfolio.  The Board also took into consideration its discussion with management regarding monitoring the Portfolio's performance, and concluded that the Portfolio's performance was being addressed.  As to the remaining Portfolios (other than the Index Portfolios and Asset Allocation Portfolios), the Board determined that it was satisfied with investment performance.

The Board reviewed the performance of each Index Portfolio as compared against the performance of the index or composite index the Portfolio is designed to track, and concluded that it was satisfied with the investment performance of the Index Portfolios.  The Board also reviewed, to the extent available, the performance of each Asset Allocation Portfolio as compared against the performance of similarly managed funds.  Based on the information provided, the Board concluded that it was satisfied with the investment performance of the Maxim Profile Portfolios.  With respect to the Maxim Lifetime Asset Allocation Portfolios, the Board noted that these Portfolios had commenced operations on May 1, 2009, and concluded that, in light of the Portfolios' short track record, the Board was generally satisfied with the management of these Portfolios.  With regard to the Maxim SecureFoundation Lifetime Portfolios and Maxim SecureFoundation Balanced Portfolio, the Board noted that no performance information was provided for their consideration as these Portfolios had only recently commenced operations.

Costs and Profitability

The Board considered the costs of services provided and profits estimated to have been realized by MCM and, to the extent available, the Sub-Advisers from their relationships with the Portfolios.  With respect to the costs of services, the Board considered the structure and the level of the applicable investment management fees and other expenses payable by the Portfolios, as well as the structure and level of the applicable sub-advisory fees payable by MCM to the Sub-Advisers.  In evaluating the applicable management and sub-advisory fees, the Board considered the fees payable by and the total expense ratios of similar funds managed by other investment advisers, as determined by MCM based on each Portfolio's Morningstar category, to the extent applicable.With the exception of the Index Portfolios and Asset Allocation Portfolios (for which comparable information from Morningstar was not available), the Board also considered each Portfolio's total expense ratio in comparison to the median expense ratio for all funds within the same Morningstar fund category as the Portfolio.  

Based on the information provided, the Board noted that the Portfolios' management fees were within the range of fees paid by similar funds, although some of the fees were at the higher end of the range.  The Board also noted that the total annual operating expense ratios of the Portfolios (other than the Index Portfolios and Asset Allocation Portfolios) were generally comparable to the annual expense ratios of similar funds, although some Portfolios had expense ratios that were at the higher end in comparison to the similar funds, including the Maxim Small-Cap Value Portfolio, Maxim MidCap Value Portfolio, Maxim Global Bond Portfolio, and Maxim Putnam High Yield Bond Portfolio.  The Board further noted that the Portfolios' expense ratios were near or lower than the median expense ratio for the applicable Morningstar fund category, with the exception of the Maxim Global Bond Portfolio which, relative to the other Portfolios, had an expense ratio that was notably higher than the median expense ratio for its Morningstar fund category.  Additionally, the Board considered the fact that MCM charged higher advisory fees to certain internally managed Maxim Bond Portfolios than to certain similarly managed institutional bond portfolios, as well as the differences in the nature and extent of the services provided and the risks assumed by MCM in connection with those Maxim accounts and the similarly managed institutional accounts, as presented by MCM.

With respect to the Index Portfolios and Profile Portfolios, the Board noted that the Portfolios' total expense ratios were within the range of those of similar funds, even though some Portfolios had expense ratios that were at the higher end of the range, including the Maxim Bond Index Portfolio and Maxim S&P 500 Portfolio.  With regard to the sub-advisory fees, it was noted that those fees are paid by MCM out of its management fees, and that the rates payable by MCM to the Sub-Advisers were the generally result of arms-length negotiations given that, with the exception of Putnam, none of the Sub-Advisers is an affiliate of MCM.

As for the Lifetime Portfolios, the Board noted that the Portfolios' management fees were within the range of fees paid by similar funds, although some of the fees were at the higher end of the range.  The Board also noted that the total annual operating expense ratios of the Lifetime Portfolios were higher in comparison to the expense ratios of similar funds.

The Board also considered the overall financial soundness of MCM and each Sub-Adviser and the profits estimated to have been realized by MCM and its affiliates and, to the extent practicable, by the Sub-Advisers.  The Board requested and reviewed the financial statements and profitability information from MCM and, to the extent such information was available, the Sub-Advisers.  In evaluating the information provided by MCM, the Board noted that there is no recognized standard or uniform methodology for determining profitability for this purpose.  The Board further noted that there are limitations inherent in allocating costs and calculating profitability for an organization such as MCM, and that it is difficult to make comparisons of profitability between advisers because comparative information is generally not publicly available and is affected by numerous factors, including the adviser's organization, capital structure and cost of capital, the types of funds it manages, its mix of business, and the adviser's assumptions regarding allocations of revenue and expenses.  Based on the information provided, the Board concluded that the costs of the services provided and the profits estimated to have been realized by MCM and, if applicable, the Sub-Advisers were reasonable in relation to the nature, extent and quality of the services provided.

Economies of Scale

The Board considered the extent to which economies of scale may be realized as the Portfolios grow and whether current fee levels reflect these economies of scale for the benefit of investors.  In evaluating economies of scale, the Board considered, among other things, the current level of management and sub-advisory fees payable by the Portfolios and MCM, respectively, comparative fee information, the profitability and financial condition of MCM, and the current level of Portfolio assets.   Based on the information provided, the Board concluded that the Portfolios generally were not of sufficient size to identify economies of scale.

Other Factors

The Board considered ancillary benefits derived or to be derived by MCM or the Sub-Advisers from their relationships with the Portfolios as part of the total mix of information evaluated by the Board.  In this regard, the Board noted that certain Sub-Advisers received ancillary benefits from soft-dollar arrangements by which brokers provide research to the Sub-Adviser in return for allocating the Portfolio's brokerage to such brokers.  The Board also noted where services were provided to the Portfolios by an affiliate of MCM or a Sub-Adviser, and took into account the fact that the Portfolios are used as funding vehicles under variable life and annuity contracts offered by insurance companies affiliated with MCM and as funding vehicles under retirement plans for which affiliates of MCM may provide various retirement plan services.  The Board also considered the extent to which the Profile Portfolios may invest in certain fixed interest contracts issued and guaranteed by MCM's parent company, Great-West Life & Annuity Insurance Company ("GWL&A"), and the benefits derived or to be derived by GWL&A from such investments.  Additionally, the Board considered the extent to which GWL&A and its affiliated insurance companies may receive benefits under the federal income tax laws with respect to tax deductions and credits.  The Board concluded that the Portfolios' management and sub-advisory fees were reasonable, taking into account any ancillary benefits derived by MCM or the Sub-Adviser.

ITEM 2.	CODE OF ETHICS.
	Not required in filing.
ITEM 3.	AUDIT COMMITTEE FINANCIAL EXPERT.
	Not required in filing.
ITEM 4.	PRINCIPAL ACCOUNTANT FEES AND SERVICES.
	Not required in filing.
ITEM 5.	AUDIT COMMITTEE OF LISTED REGISTRANTS.
	Not required in filing.
ITEM 6.	SCHEDULE OF INVESTMENTS.
	The schedule of investments is included as part of the report to shareholders filed under Item 1 of this Form.
ITEM 7.	DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
	Not applicable.
ITEM 8.	PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
	Not applicable.
ITEM 9.	PURCHASE OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
	Not applicable.
ITEM 10.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
	There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.
ITEM 11.	CONTROLS AND PROCEDURES.
	(a)The registrant's principal executive officer and principal financial officer have concluded, based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures provide reasonable assurance that material information required to be disclosed by the registrant in the report it files or submits on Form N-CSR is recorded, processed, summarized and reported, within the time periods specified in the commission's rules and forms and that such material information is accumulated and communicated to the registrant's management, including its principal executive officer and principal financial officer, as appropriate, in order to allow timely decisions regarding required disclosure.
	(b)The registrant's principal executive officer and principal financial officer are aware of no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
ITEM 12.	EXHIBITS. (a)(1) Not required in filing. (a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. (a)(3) Not applicable. (b) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

SIGNATURES

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

	MAXIM SERIES FUND, INC.
By:	/s/ M.T.G. Graye
	M.T.G. Graye
	President & Chief Executive Officer
Date:	August 20, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ M.T.G. Graye
	M.T.G. Graye
	President & Chief Executive Officer
Date:	August 20, 2010

By:	/s/ M.C. Maiers
	M.C. Maiers
	Chief Financial Officer, Treasurer & Investment Operations Compliance Officer
Date:	August 20, 2010