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 Putnam High Yield Bond Portfolio

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 Putnam High Yield Bond Portfolio

MAXIM SERIES FUND, INC.
MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO
STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 2010
UNAUDITED
ASSETS:
Investments in securities, market value (including $4,461,498 of securities on loan) (1)	$	62,491,912
Cash		2,191,300
Dividends and interest receivable		1,128,393
Subscriptions receivable		107,508
Receivable for investments sold		294,514
Unrealized appreciation on forward foreign currency contracts		6,960
Total assets		66,220,587
LIABILITIES:
Due to investment adviser		58,408
Payable upon return of securities loaned		4,565,980
Redemptions payable		316,736
Payable for investments purchased		1,190,253
Unrealized depreciation on forward foreign currency contracts		3,205
Total liabilities		6,134,582
NET ASSETS	$	60,086,005
NET ASSETS REPRESENTED BY:
Capital stock, $.10 par value	$	802,863
Additional paid-in capital		85,163,495
Net unrealized depreciation on investments and forward foreign currency contracts		(2,538,439	)
Undistributed net investment income		145,893
Accumulated net realized loss on investments and forward foreign currency contracts		(23,487,807	)
NET ASSETS	$	60,086,005
NET ASSET VALUE PER OUTSTANDING SHARE	$	7.48
(Offering and Redemption Price)
SHARES OF CAPITAL STOCK:
Authorized		115,000,000
Outstanding		8,028,632
(1)  Cost of investments in securities	$	65,034,106
See notes to financial statements.

MAXIM SERIES FUND, INC.
MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO
STATEMENT OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 2010
UNAUDITED
INVESTMENT INCOME:
Interest	$	2,991,375
Dividends		19,492
Income from securities lending		8,674
Total income		3,019,541
EXPENSES:
Management fees		367,085
NET INVESTMENT INCOME		2,652,456
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS:
Net realized gain on investments and foreign currency transactions		322,565
Net realized gain on forward foreign currency contracts		188,174
Change in net unrealized depreciation on investments and foreign currency transactions		(608,117	)
Change in net unrealized appreciation on forward foreign currency contracts		(62,399	)
Net realized and unrealized loss on investments, foreign currency transactions
and forward foreign currency contracts		(159,777	)
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	2,492,679
See notes to financial statements.

MAXIM SERIES FUND, INC.
MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO
STATEMENT OF CHANGES IN NET ASSETS
SIX MONTHS ENDED JUNE 30, 2010 AND YEAR ENDED DECEMBER 31, 2009
	2010			2009
	UNAUDITED
INCREASE (DECREASE) IN NET ASSETS:
OPERATIONS:
Net investment income	$	2,652,456		$	7,707,739
Net realized gain (loss) on investments		322,565			(12,419,085	)
Net realized gain (loss) on forward foreign currency contracts		188,174			(32,130	)
Change in net unrealized depreciation on investments		(608,117	)		36,085,245
Change in net unrealized appreciation on forward foreign currency contracts		(62,399	)		66,154
Net increase in net assets resulting from operations		2,492,679			31,407,923
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income		(2,578,674	)		(7,603,498	)
SHARE TRANSACTIONS:
Net proceeds from sales of shares		26,338,569			34,549,832
Reinvestment of distributions		2,578,674			7,603,498
Redemptions of shares		(47,124,326	)		(52,036,414	)
Net decrease in net assets resulting from share transactions		(18,207,083	)		(9,883,084	)
Total increase (decrease) in net assets		(18,293,078	)		13,921,341
NET ASSETS:
Beginning of period		78,379,083			64,457,742
End of period (1)	$	60,086,005		$	78,379,083
OTHER INFORMATION:
SHARES:
Sold		3,407,395			5,093,998
Issued in reinvestment of distributions		342,909			1,086,031
Redeemed		(6,046,621	)		(7,478,142	)
Net decrease		(2,296,317	)		(1,298,113	)
(1) Including undistributed net investment income	$	145,893		$	72,111
See notes to financial statements.

MAXIM SERIES FUND, INC.
MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO
FINANCIAL HIGHLIGHTS
Selected data for a share of capital stock of the portfolio for the period indicated is as follows:
		Six Months Ended					Year Ended December 31,
		June 30, 2010					2009			2008			2007			2006			2005
		UNAUDITED
Net Asset Value, Beginning of Period		$	7.59				$	5.55		$	9.59		$	10.34		$	10.05		$	10.56
Income from Investment Operations
Net investment income			0.35					0.75			1.11			0.76			0.70			0.66
Net realized and unrealized gain (loss)			(0.12	)				2.03			(4.03	)		(0.72	)		0.29			(0.39	)
Total Income (Loss) From
	Investment Operations		0.23					2.78			(2.92	)		0.04			0.99			0.27
Less Distributions
From net investment income			(0.34	)				(0.74	)		(1.12	)		(0.75	)		(0.70	)		(0.66	)
From net realized gains														(0.04	)					(0.12	)
Total Distributions			(0.34	)				(0.74	)		(1.12	)		(0.79	)		(0.70	)		(0.78	)
Net Asset Value, End of Period		$	7.48				$	7.59		$	5.55		$	9.59		$	10.34		$	10.05
Total Return ±			2.95	%	^			51.21	%		(32.37	%)		0.19	%		10.12	%		2.61	%
Net Assets, End of Period ($000)		$	60,086				$	78,379		$	64,458		$	174,392		$	162,285		$	130,175
Ratio of Expenses to Average Net Assets			1.10	%		*		1.10	%		1.10	%		1.10	%		1.10	%		1.10	%
Ratio of Net Investment Income to
	Average Net Assets		7.96	%		*		10.28	%		9.59	%		7.50	%		6.86	%		6.50	%
Portfolio Turnover Rate			53.25	%	^			141.60	%		83.22	%		73.83	%		80.70	%		50.80	%
^	Based on operations for the period shown and, accordingly, are not representative of a full year.
*	Annualized
±	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.
See notes to financial statements.

MAXIM SERIES FUND, INC.

MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO

NOTES TO FINANCIAL STATEMENTS

JUNE 30, 2010

UNAUDITED

1. ORGANIZATION AND 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 Putnam High Yield Bond Portfolio (the Portfolio) are included herein and are represented by a separate class of beneficial interest of the Fund.  The investment objective of the Portfolio is to seek to obtain high current income with capital appreciation as a secondary objective when consistent with the primary objective.  The Portfolio is diversified as defined in the 1940 Act. The Portfolio is available 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, to qualified retirement plans and college savings programs, and to asset allocation portfolios that are series of the fund.

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

The value of assets in the Portfolio is determined as of the close of trading on each valuation date.

Short-term securities with a maturity of 60 days or less are valued on the basis of amortized cost, which approximates fair value.

For securities that are traded on an exchange, the last sale price as of the close of business of the principal exchange will be used.  If the closing price is not available, the current bid will be used.  For securities that principally trade on the NASDAQ National Market System, the NASDAQ official closing price will be used.

Foreign securities are valued at the closing price on the security’s primary exchange.  If the closing price is not available, the current bid will be used.  Foreign exchange rates are determined by utilizing the New York closing rates.

Fixed income investments are normally valued on the basis of quotations from brokers or dealers or pricing services, which take into account appropriate factors such as institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics and other market data.

Independent pricing services are utilized when possible and approved by the Board of Directors.  In some instances valuations from independent pricing services are not available or do not reflect significant events in the market between the time the market closed and the valuation time and therefore fair valuation procedures are implemented.  Developments that might be considered significant events to trigger fair value pricing could be natural disasters, government actions or significant fluctuations in domestic or foreign markets.

For foreign equity securities, factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of the U.S. securities market, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds.

For fixed income securities, factors used in the determination of fair value may include, but are not limited to, market data incorporating available trade, bid and other market information such as benchmark curves, benchmarking of like securities, sector groupings and matrix pricing.  Model processes such as Option Adjusted Spread models are used to develop prepayment and interest rate scenarios.  Price evaluators gather information from market sources and integrate relevant credit information, perceived market movements and sector news into the evaluated pricing applications and models.

Investments in securities of non-U.S. issuers have unique risks not present in securities of U.S. issuers, such as greater price volatility and less liquidity.

The effect of fair value pricing as described above is that securities may not be priced on the basis of quotations from the primary market in which they are traded, but rather may be priced by another method that the board believes reflects fair value.  This policy is intended to assure that the Portfolio’s net asset value fairly reflects security values at the time of pricing.

The Portfolio classifies its 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.  Valuations may also be based on inputs other than quoted prices that are observable for the asset, such as interest rates and yield curves.  Additional inputs may be used such as benchmark yields, reported trades, broker/dealer quotes, issuer spreads, prepayment speeds and benchmark securities. 

Level 3 – Valuations based on inputs that are unobservable and significant to the fair value measurement.  The prices of the majority of Level 3 securities were obtained from single broker quotes.

As of June 30, 2010, the inputs used to value the Portfolio’s investments were as follows:

Description	Level 1		Level 2		Level 3		Total
Assets	$		$		$		$
Bonds
Corporate		32,700		55,716,183		-		55,748,883
Common Stock
Auto parts & equipment		130,149		-		-		130,149
Broadcast/media		53,119		-		-		53,119
Building materials		-		51,260		-		51,260
Chemicals		60,385		-		-		60,385
Containers		49,295		-		-		49,295
Gold, metals & mining		65,043		-		-		65,043
Financial services		53,533		-		-		53,533
Health care related		93,776		-		-		93,776
Household goods		182,673		-		-		182,673
Independent power producer		58,766						58,766
Machinery		36,754		-		-		36,754
Oil & gas		253,271		-		-		253,271
Paper & forest products		61,822		-		-		61,822
Real estate		53,168		-		-		53,168
Retail		73,837		-		-		73,837
Telephone &
telecommunications		183,034		-		-		183,034
Transportation		47,087		-		-		47,087
Utilities		128,923		-		-		128,923
Preferred Stock
Agency		-		4,565		-		4,565
Electric companies		-		93,558		-		93,558
Financial services		-		167,893		-		167,893
Food & beverages		-		65,893		-		65,893
Insurance related		182,269		-		-		182,269
Short-term Investments		4,565,980		-		-		4,565,980
Other Financial Instruments *		2,784		31,152				33,936
Total Assets		6,368,368		56,130,504		-		62,498,872
Liabilities
Other Financial Instruments*		-		3,205		-		3,205
Total Liabilities		-		3,205		-		3,205
Total	$	6,368,368	$	56,127,299	$	-	$	62,495,667

*Other financial instruments consist of warrants and forward foreign currency contracts.  Warrants are reported at their market value as of June 30, 2010.  Forward foreign currency contracts are reported at their unrealized appreciation/depreciation as of June 30, 2010.

The following is a reconciliation of change in Level 3 assets during the six months ended June 30, 2010:

Description	Bonds			Other Financial Instruments*			Total
Beginning Balance, January 1, 2010	$	330,868		$	29,353		$	360,221
Total realized gain (or losses) ^		(5,075	)		-			(5,075	)
Total unrealized gain (or losses) relating to instruments not held at reporting date§		7,935			-			7,935
Total unrealized gain (or losses) relating to instruments still held at reporting date§		-			-			-
Purchases, sales and corporate actions		(333,728	)		-			(333,728	)
Transfers into (out of) Level 3		-			(29,353	)		(29,353	)
Ending Balance, June 30, 2010	$	-		$	-		$	-

  * Other financial instruments consist of warrants.  Warrants are reported at their market value as of June 30, 2010.

^Included in Net realized gain on investments on the Statement of Operations.

  § Included in Change in net unrealized depreciation on investments on the Statement of Operations.

Restricted and Illiquid Securities

The Portfolio may own certain investment securities which are restricted as to resale under Rule 144A of the Securities Act of 1933.  These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.  These securities are valued after giving due consideration to pertinent factors including recent private sales, market conditions, and the issuer’s financial performance.  Aggregate cost, fair value and percent of net assets of these restricted securities held at June 30, 2010 were $14,262,463, $14,490,869 and 24.12%, respectively.

The Portfolio may own certain investment securities that have been deemed illiquid because no quoted market exists.  These securities are valued after giving due consideration to pertinent factors including recent private sales, market conditions, and the issuer’s financial performance.  It is possible that the estimated value may differ significantly from the amount that might ultimately be realized in the near term.  Aggregate cost, fair value and percent of net assets of these illiquid securities held at June 30, 2010 were $2,976,565, $3,074,008 and 5.12%, respectively.

Foreign Currency Translations

The accounting records of the Portfolio are maintained in U.S. dollars.  Investment securities, and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the current exchange rate.  Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the exchange rate on the dates of the transactions.

The Portfolio does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss from investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded by the Portfolio and the U.S. dollar equivalent of the amounts actually received or paid.  Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period end, resulting from changes in exchange rates.  These gains and losses are included in net realized gain or loss on investments and foreign currency transactions and in change in net unrealized appreciation or depreciation on investments and foreign currency transactions on the Statement of Operations.

Forward Currency Transactions

A forward currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate.  Upon closing of such contract there is a gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars.  Risks arise from the possible inability of counterparties to meet the terms of their contracts and from movement in currency and securities values and interest rates.

Dividends

Dividends from net investment income of the Portfolio are declared and paid semi-annually.  Income dividends are reinvested in additional shares at net asset value.  Dividends from capital gains of the Portfolio, 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 for the Portfolio is accrued as of the ex-dividend date and interest income, including amortization of discounts and premiums, is recorded daily.

Federal Income Taxes

For federal income tax purposes, the Portfolio currently qualifies, and intends to remain qualified, as a regulated investment company 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 Portfolio has 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 Portfolio files income tax returns in the U.S. federal jurisdiction and Colorado.  No federal income tax returns are currently under examination.  The statute of limitations on the Portfolio’s federal tax return filings remains open for the years ended December 31, 2006 through December 31, 2009.

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.  The 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 of 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 AND 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, 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 1.10% of the average daily net assets of the Portfolio.   The management fee encompasses fund operation expenses.

GWFS Equities, Inc. (the Distributor), is a wholly-owned subsidiary of GWL&A and the principal underwriter to distribute and market the Portfolio.  FASCore, LLC, a wholly-owned subsidiary of GWL&A, performs transfer agent servicing functions for the Portfolio.

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.

3. PURCHASES AND SALES OF INVESTMENT SECURITIES

For the six months ended June 30, 2010, the aggregate cost of purchases and proceeds from sales of investment securities (excluding all U.S. Government securities and short-term securities) were $34,540,673 and $52,657,130, respectively.  For the same period, there were no purchases or sales of long-term U.S. Government securities.

4. UNREALIZED APPRECIATION (DEPRECIATION)

At June 30, 2010, the U.S. Federal income tax cost basis was $65,206,514.  The Portfolio had gross appreciation of securities in which there was an excess of value over tax cost of $2,974,430 and gross depreciation of securities in which there was an excess of tax cost over value of $5,689,032 resulting in net depreciation of $2,714,602.

5. DERIVATIVE FINANCIAL INSTRUMENTS

The Portfolio may capture potential returns from currency realignments or  hedge an undesired currency exposure by entering into a forward foreign currency contract (combined with an underlying investment in U.S. Treasury Bills) to gain the same exposure as buying a short term local currency bond.  The Portfolio uses forward foreign currency contracts when it is determined that it is more cost or tax efficient to use derivative instruments rather than investing directly in the underlying bond or currency market.

Valuation of derivative instruments as of June 30, 2010 is as follows:

	Asset Derivatives			Liability Derivatives
Derivatives Not Accounted for as Hedging Instruments	Statement of Assets and Liabilities Location	Value		Statement of Assets and Liabilities Location	Value
Forward Foreign Currency Contracts	Unrealized appreciation on forward foreign currency contracts	$	6,960	Unrealized depreciation on forward foreign currency contracts	$	3,205

The effect of derivative instruments on the Statement of Operations for the six months ended June 30, 2010 is as follows:

	Realized Gain/Loss			Unrealized Gain/Loss
Derivatives Not Accounted for as Hedging Instruments	Statement of Operations Location	Amount		Statement of Operations Location	Amount
Forward Foreign Currency Contracts	Net realized gain on forward foreign currency contracts	$	188,174	Change in net unrealized appreciation on forward foreign currency contracts	$	(62,399	)

As of June 30, 2010, the Portfolio held the following forward foreign currency contracts:

								Net
		Quantity of						Unrealized
		Currency			Quantity of		Settlement	Appreciation
Currency Purchased	Counterparty	Purchased		Currency Sold	Currency Sold		Date	(Depreciation)
Euro	BA		191,500	U.S. Dollar		235,526	July 2010	$	(1,299	)
Euro	FB		60,400	U.S. Dollar		72,571	July 2010		1,305
Euro	HSB		49,700	U.S. Dollar		60,940	July 2010		(151	)
Euro	UBS		450,000	U.S. Dollar		553,618	July 2010		(3,215	)
Euro	WES		10,700	U.S. Dollar		13,158	July 2010		(70	)
U.S. Dollar	CIT		367,929	Euro		299,200	July 2010		1,972

U.S. Dollar	DB	134,261	Euro	109,200	July 2010		697
U.S. Dollar	FB	147,427	Euro	119,900	July 2010		775
U.S. Dollar	GS	202,568	Euro	164,700	July 2010		1,120
U.S. Dollar	HSB	167,887	Euro	136,500	July 2010		931
U.S. Dollar	JPM	56,940	Euro	46,300	July 2010		310
U.S. Dollar	UBS	135,189	Euro	109,400	July 2010		1,380
Net Appreciation						$	3,755

The notional value of open contracts as of June 30, 2010 is representative of the activity during the six months ended June 30, 2010.

6. SECURITIES LOANED

The Portfolio has entered into a securities lending agreement with its custodian.  Under the terms of the agreement the Portfolio receives income, recorded monthly, after deductions of other amounts payable to the custodian or to the borrower from lending transactions.  In exchange for such fees, the custodian is authorized to loan securities on behalf of the Portfolio against receipt of cash collateral at least equal in value at all times to the value of the securities loaned plus accrued interest.  Cash collateral is invested in securities approved by the Board of Directors.  On the Statement of Assets and Liabilities the security purchased with cash collateral is included in Investments in securities, while the corresponding liability appears as Payable upon return of securities loaned.  The security is also included in the Schedule of Investments.  As of June 30, 2010 the Portfolio had securities on loan valued at $4,461,498 and received collateral of $4,565,980 for such loan which was invested in repurchase agreements collateralized by U.S. Government or U.S. Government Agency securities.  The Portfolio also continues to receive interest or dividends on the securities loaned.  The Portfolio bears the risk of any deficiency in the amount of collateral available for return to a borrower due to a loss in an approved investment.

7.   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 Portfolio.

8. SUBSEQUENT EVENTS

Management has reviewed all events subsequent to the date of the Statement 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.
MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO
SUMMARY OF INVESTMENTS BY MOODY'S RATING
JUNE 30, 2010
	% of Portfolio
Moody's Rating	Investments
A		0.14	%
BAA		2.82	%
BA		16.53	%
B		43.66	%
C		20.08	%
Withdrawn Rating		1.09	%
Not Rated		4.89	%
Common Stock		2.66	%
Preferred Stock		0.82	%
Short Term Investments (inc Sec Lend Collat)		7.31	%
		100.00	%

MAXIM SERIES FUND, INC.

MAXIM PUTNAM HIGH YIELD BOND PORTFOLIO

SCHEDULE OF INVESTMENTS

JUNE 30, 2010

UNAUDITED

BONDS
Par Value ($)			Value ($)
Aerospace & Defense --- 0.71%
	105,000	Alliant Techsystems Inc		104,081
		3.00% August 15, 2024
	55,000	DynCorp International Inc * ~		55,138
		10.38% July 1, 2017
	135,000	Kratos Defense & Security Solutions Inc * ~		137,025
		10.00% June 1, 2017
	25,000	L-3 Communications Corp		25,000
		6.38% October 15, 2015
	50,000	TransDigm Inc		50,125
		7.75% July 15, 2014
	55,000	TransDigm Inc *		55,000
		7.75% July 15, 2014
			$	426,369
Auto Parts & Equipment --- 2.27%
	125,000	Affinia Group Inc *		136,250
		10.75% August 15, 2016
	302,800	Allison Transmission Inc *		318,697
		11.25% November 1, 2015
	260,000	American Axle & Manufacturing Inc		218,400
		5.25% February 11, 2014
	230,000	Goodyear Tire & Rubber Co		250,125
		10.50% May 15, 2016
	215,000	Lear Corp †		215,538
		8.13% March 15, 2020
	30,000	Lear Corp		30,075
		7.88% March 15, 2018
	5,000	Tenneco Inc †		5,025
		8.13% November 15, 2015
	90,000	Tenneco Inc		90,787
		8.63% November 15, 2014
	30,000	Visteon Corp * ‡ @		37,200
		12.25% December 31, 2016
	55,000	Visteon Corp ‡ @		59,950
		7.00% March 10, 2014
			$	1,362,047
Automobiles --- 0.42%
	75,000	Ford Motor Co		93,469
		4.25% November 15, 2016
	275,000	Motors Liquidation Co † ‡ @		83,187
		8.25% July 15, 2023
	245,000	Motors Liquidation Co † ‡ @		78,400
		8.38% July 15, 2033
			$	255,056
Bank Loans --- 5.46%
	120,000	AGFS Funding Co §		116,580
		7.25% April 21, 2015
	154,612	Ardent Health TLB		149,866
		5.44% February 19, 2016
	264,451	CCM Merger Inc §		258,820
		5.81% July 21, 2012
	85,210	Cengage Learning Acquisitions Inc §		73,388
		2.78% July 3, 2014
	247,953	Claire's Stores Inc §		205,653
		3.29% May 29, 2014
	80,456	Clear Channel Communications Inc §		62,152
		4.09% January 29, 2016
	144,628	First Data Corp §		121,549
		3.29% September 24, 2014
	59,850	Harrah's Operating Co Inc §		59,816
		9.50% October 31, 2016
	84,362	HUB International Holdings Inc §		80,557
		2.00% June 13, 2014
	88,690	Ineos US Finance LLC		84,810
		5.75% December 16, 2014
	88,581	Ineos US Finance LLC		84,706
		5.25% December 16, 2013
	60,291	iStar Financial Inc		53,778
		2.25% June 28, 2011
	44,662	Meg Energy Corp		43,235
		4.29% April 3, 2016
	9,959	QVC Inc §		9,928
		5.04% March 30, 2014
	110,000	Revlon Consumer Products Corp §		106,818
		6.00% March 11, 2015
	94,406	Reynolds Group Holdings §		93,556
		6.25% May 5, 2016
	439,666	Six Flags Theme Parks		434,991
		4.53% June 30, 2016
	90,000	Six Flags Theme Parks		89,325
		7.78% October 8, 2016
	115,000	Smurfit Stone Container		113,850
		5.40% February 22, 2016
	40,000	Spectrum Brands ~		40,017
		7.04% June 1, 2016
	311,357	Swift Transportation Co Inc §		287,357
		0.42% May 10, 2014
	454,027	TXU Corp		334,041
		3.79% October 10, 2014
	378,575	Universal City Development		376,363
		4.29% October 20, 2014
			$	3,281,156
Banks --- 0.28%
	105,000	BAC Capital Trust VI		88,463
		5.63% March 8, 2035
	85,000	BAC Capital Trust XI		77,719
		6.63% May 23, 2036
			$	166,182
Biotechnology --- 0.16%
	90,000	Talecris Biotherapeutics Holdings Corp *		95,850
		7.75% November 15, 2016
			$	95,850
Broadcast/Media --- 5.91%
	90,000	Affinion Group Inc		94,500
		11.50% October 15, 2015
	60,000	Affinion Group Inc		61,500
		10.13% October 15, 2013
	40,000	Belo Corp		41,100
		8.00% November 15, 2016
	80,000	Cablevision Systems Corp		80,000
		7.75% April 15, 2018
	45,000	Cablevision Systems Corp		45,562
		8.00% April 15, 2020
	115,000	Cablevision Systems Corp NY Group *		117,300
		8.63% September 15, 2017
	266,430	CCH II LLC		310,391
		13.50% November 30, 2016
	65,000	CCO Holdings LLC *		65,325
		7.88% April 30, 2018
	190,000	Cequel Communications Holdings I LLC * ~		189,287
		8.63% November 15, 2017
	110,000	Charter Communications Operating LLC * ~		114,400
		8.00% April 30, 2012
	75,000	Charter Communications Operating LLC *		83,250
		10.88% September 15, 2014
	90,000	Clear Channel Communications Inc		63,225
		10.75% August 1, 2016
	65,000	Clear Channel Communications Inc †		55,413
		5.00% March 15, 2012
	210,000	Clear Channel Worldwide Holdings Inc *		210,400
		9.25% December 15, 2017
	40,000	CMP Susquehanna Corp * ~		850
		0.40% May 15, 2014
	40,000	CSC Holdings LLC *		41,500
		8.50% June 15, 2015
	130,000	DirecTV Holdings LLC		134,550
		6.38% June 15, 2015
	145,000	DISH DBS Corp		145,362
		7.13% February 1, 2016
	140,000	DISH DBS Corp		145,600
		7.88% September 1, 2019
	130,000	Gray Television Inc * †		126,100
		10.50% June 29, 2015
	50,000	Lamar Media Corp *		49,875
		7.88% April 15, 2018
	150,000	Marquee Holdings Inc		123,375
		12.00% August 15, 2014
	100,000	Mediacom LLC		96,500
		9.13% August 15, 2019
	135,000	Nexstar Broadcasting Inc *		135,675
		8.88% April 15, 2017
	70,000	Sinclair Broadcast Group Inc		68,338
		8.00% March 15, 2012
	95,000	Sirius XM Radio Inc *		100,937
		9.75% September 1, 2015
	235,000	Univision Communications Inc *		252,037
		12.00% July 1, 2014
	170,000	Visant Holding Corp		171,700
		8.75% December 1, 2013
	100,000	WMG Acquisition Corp		106,500
		9.50% June 15, 2016
	85,000	WMG Acquisition Corp		80,963
		7.38% April 15, 2014
	45,000	WMG Holdings Corp †		44,775
		9.50% December 15, 2014
	75,000	XM Satellite Radio Inc *		71,063
		7.00% December 1, 2014
	115,000	XM Satellite Radio Inc *		125,638
		13.00% August 1, 2013
			$	3,552,991
Building Materials --- 2.06%
	65,000	AMH Holdings Inc		66,300
		11.25% March 1, 2014
	165,000	Associated Materials LLC		176,962
		9.88% November 15, 2016
	125,000	Building Materials Corp of America * ~		123,750
		7.00% February 15, 2020
	285,000	Goodman Global Group Inc * ^		173,850
		11.75% December 15, 2014
	80,000	Goodman Global Inc		88,000
		13.50% February 15, 2016
	246,288	Nortek Inc		256,755
		11.00% December 1, 2013
	300,000	Owens Corning Inc		354,714
		9.00% June 15, 2019
			$	1,240,331
Chemicals --- 2.23%
	140,000	Hexion US Finance Corp †		132,300
		9.75% November 15, 2014
	70,000	Huntsman International LLC *		64,750
		8.63% March 15, 2020
	20,000	Huntsman International LLC		19,300
		7.88% November 15, 2014
	100,000	Ineos Finance PLC * ~		99,750
		9.00% May 15, 2015
	70,000	Ineos Group Holdings PLC		62,274
		7.88% February 15, 2016
	310,000	Lyondell Chemical Co		332,475
		11.00% May 1, 2018
	85,000	Momentive Performance Materials Inc		80,325
		9.75% December 1, 2014
	180,000	Momentive Performance Materials Inc †		196,200
		12.50% June 15, 2014
	175,000	Rohm & Haas Co		190,311
		7.85% July 15, 2029
	85,000	Solutia Inc		88,400
		8.75% November 1, 2017
	75,000	Solutia Inc		74,812
		7.88% March 15, 2020
			$	1,340,897
Communications - Equipment --- 0.32%
	180,000	CC Holdings GS V LLC *		190,350
		7.75% May 1, 2017
			$	190,350
Computer Software & Services --- 0.48%
	230,000	SunGard Data Systems Inc †		237,475
		10.25% August 15, 2015
	49,000	SunGard Data Systems Inc		49,796
		9.13% August 15, 2013
			$	287,271
Containers --- 0.83%
	171,000	Berry Plastics Corp		164,588
		8.88% September 15, 2014
	100,000	Berry Plastics Corp * ~		91,500
		9.50% May 15, 2018
	70,000	Owens-Brockway Glass Container Inc * ~		64,312
		3.00% June 1, 2015
	200,000	Smurfit Kappa Treasury Funding Ltd		177,500
		7.50% November 20, 2025
			$	497,900
Cosmetics & Personal Care --- 0.47%
	200,000	Elizabeth Arden Inc		198,500
		7.75% January 15, 2014
	85,000	Revlon Consumer Products Corp *		87,125
		9.75% November 15, 2015
			$	285,625
Electric Companies --- 0.93%
	215,000	Edison Mission Energy		122,013
		7.63% May 15, 2027
	60,000	Energy Future Holdings Corp *		59,700
		10.00% January 15, 2020
	181,268	Energy Future Holdings Corp		117,824
		11.25% November 1, 2017
	105,000	NV Energy Inc		107,887
		8.63% March 15, 2014
	20,000	PNM Resources Inc		21,275
		9.25% May 15, 2015
	200,687	Texas Competitive Electric Holdings Co LLC †		128,440
		10.50% November 1, 2016
			$	557,139
Electronic Instruments & Equipment --- 1.31%
	90,000	General Cable Corp ††		84,375
		Step Bond 0% - 2.25%
		4.50% November 15, 2019
	290,000	Legrand France SA		351,442
		8.50% February 15, 2025
	135,000	NXP BV †		113,063
		9.50% October 15, 2015
	120,000	NXP BV		110,100
		7.88% October 15, 2014
	150,000	NXP BV §		128,250
		3.05% October 15, 2013
			$	787,230
Electronics - Semiconductor --- 1.11%
	90,000	Advanced Micro Devices Inc *		89,550
		8.13% December 15, 2017
	30,000	Advanced Micro Devices Inc †		28,500
		6.00% May 1, 2015
	80,000	Freescale Semiconductor Inc *		81,600
		10.13% March 15, 2018
	40,000	Freescale Semiconductor Inc *		39,500
		9.25% April 15, 2018
	165,000	Freescale Semiconductor Inc †		132,000
		10.13% December 15, 2016
	294,467	Freescale Semiconductor Inc †		263,548
		9.13% December 15, 2014
	35,000	Freescale Semiconductor Inc †		31,937
		8.88% December 15, 2014
			$	666,635
Financial Services --- 4.35%
	35,000	BankAmerica Capital II		33,950
		8.00% December 15, 2026
	279,661	CIT Group Inc		255,191
		7.00% May 1, 2016
	421,526	CIT Group Inc		379,373
		7.00% May 1, 2017
	142,796	CIT Group Inc		131,729
		7.00% May 1, 2015
	151,864	CIT Group Inc		145,410
		7.00% May 1, 2013
	62,796	CIT Group Inc		59,185
		7.00% May 1, 2014
	90,000	GMAC Inc *		91,125
		8.30% February 12, 2015
	70,000	GMAC Inc *		68,425
		8.00% March 15, 2020
	70,000	GMAC Inc †		70,437
		7.00% February 1, 2012
	525,000	GMAC Inc		484,313
		8.00% November 1, 2031
	88,000	GMAC LLC		85,077
		6.75% December 1, 2014
	235,000	Icahn Enterprises LP *		227,950
		8.00% January 15, 2018
	180,000	Leucadia National Corp		184,500
		8.13% September 15, 2015
	140,000	National Money Mart Co *		142,100
		10.38% December 15, 2016
	40,000	NB Capital Trust IV		39,000
		8.25% April 15, 2027
	210,000	Pinnacle Foods Finance LLC		214,200
		9.25% April 1, 2015
			$	2,611,965
Food & Beverages --- 2.40%
	120,000	Chiquita Brands International Inc †		117,600
		7.50% November 1, 2014
	175,000	Constellation Brands Inc		177,406
		7.25% May 15, 2017
	25,000	Dean Foods Co		23,375
		7.00% June 1, 2016
	160,000	Dole Food Co Inc *		160,400
		8.00% October 1, 2016
	85,000	Great Atlantic & Pacific Tea Co Inc *		70,763
		11.38% August 1, 2015
	50,000	JBS USA LLC		56,063
		11.63% May 1, 2014
	30,000	Michael Foods Inc * ~		30,825
		9.75% July 15, 2018
	255,000	Pantry Inc		235,875
		3.00% November 15, 2012
	110,000	Reddy Ice Corp *		113,300
		11.25% March 15, 2015
	215,000	Smithfield Foods Inc *		238,112
		10.00% July 15, 2014
	85,000	SUPERVALU Inc		84,150
		8.00% May 1, 2016
	115,000	Tyson Foods Inc		133,975
		10.50% March 1, 2014
			$	1,441,844
Foreign Banks --- 0.47%
	130,000	HBOS PLC * ~		121,680
		6.75% May 21, 2018
	70,000	Royal Bank of Scotland Group PLC		65,378
		5.05% January 8, 2015
	130,000	Royal Bank of Scotland Group PLC §		97,500
		7.65% Perpetual
			$	284,558
Gold, Metals & Mining --- 3.66%
	200,000	Compass Minerals International Inc		204,375
		8.00% June 1, 2019
	220,000	FMG Finance Pty Ltd *		242,000
		10.63% September 1, 2016
	425,000	Freeport-McMoRan Copper & Gold  Inc		467,500
		8.38% April 1, 2017
	80,000	Metals USA Inc		84,000
		11.13% December 1, 2015
	135,000	Novelis Inc		141,075
		11.50% February 15, 2015
	150,000	Novelis Inc		144,750
		7.25% February 15, 2015
	205,000	Ryerson Holding Corp * ^		89,431
		16.33% February 1, 2015
	170,000	Ryerson Inc		173,825
		12.00% November 1, 2015
	50,000	Steel Dynamics Inc *		49,750
		7.63% March 15, 2020
	70,000	Steel Dynamics Inc		75,162
		5.13% June 15, 2014
	80,000	Steel Dynamics Inc		80,300
		6.75% April 1, 2015
	205,000	Teck Resources Ltd		251,187
		10.75% May 15, 2019
	120,000	Teck Resources Ltd		141,600
		10.25% May 15, 2016
	55,000	Tube City IMS Corp		53,213
		9.75% February 1, 2015
			$	2,198,168
Health Care Related --- 5.38%
	160,000	Capella Healthcare Inc * ~		161,600
		9.25% July 1, 2017
	95,000	Community Health Systems Inc		97,969
		8.88% July 15, 2015
	40,000	DaVita Inc		40,000
		7.25% March 15, 2015
	163,000	DaVita Inc		163,204
		6.63% March 15, 2013
	220,000	HCA Inc		233,200
		8.50% April 15, 2019
	566,000	HCA Inc		605,620
		9.63% November 15, 2016
	65,000	HCA Inc		68,900
		9.25% November 15, 2016
	200,000	Health Management Associates Inc		189,500
		6.13% April 15, 2016
	295,000	IASIS Healthcare LLC		293,525
		8.75% June 15, 2014
	50,000	Omnicare Inc		49,500
		6.13% June 1, 2013
	205,000	Psychiatric Solutions Inc		210,125
		7.75% July 15, 2015
	170,000	Select Medical Corp		159,800
		7.63% February 1, 2015
	20,000	Sun Healthcare Group Inc		20,950
		9.13% April 15, 2015
	218,100	Surgical Care Affiliates Inc * ~		214,283
		8.88% July 15, 2015
	150,000	Tenet Healthcare Corp *		159,000
		8.88% July 1, 2019
	195,000	Tenet Healthcare Corp *		206,212
		9.00% May 1, 2015
	85,000	United Surgical Partners International Inc		84,788
		8.88% May 1, 2017
	165,000	US Oncology Holdings Inc §		153,450
		5.39% March 15, 2012
	120,000	US Oncology Inc		123,300
		9.13% August 15, 2017
			$	3,234,926
Homebuilding --- 1.08%
	65,000	Beazer Homes USA Inc		60,125
		9.13% June 15, 2018
	160,000	Lennar Corp * ~		139,200
		6.95% June 1, 2018
	145,000	M/I Homes Inc		143,550
		6.88% April 1, 2012
	15,000	Meritage Homes Corp * ~		13,425
		7.15% April 15, 2020
	35,000	Meritage Homes Corp		33,075
		6.25% March 15, 2015
	50,000	Standard Pacific Corp		47,500
		8.38% May 15, 2018
	120,000	Standard Pacific Corp		128,400
		10.75% September 15, 2016
	90,000	Standard Pacific Corp		83,475
		6.25% April 1, 2014
			$	648,750
Hotels/Motels --- 0.32%
	50,000	Travelport LLC †		50,500
		11.88% September 1, 2016
	140,000	Travelport LLC		140,350
		9.88% September 1, 2014
			$	190,850
Household Goods --- 1.28%
	160,000	Central Garden & Pet Co		158,600
		8.25% March 1, 2018
	80,000	Jarden Corp		82,200
		8.00% May 1, 2016
	125,000	Jarden Corp		122,500
		7.50% May 1, 2017
	50,000	Jarden Corp		57,780
		7.50% January 15, 2020
	60,000	Libbey Glass Inc *		62,100
		10.00% February 15, 2015
	102,000	Sealy Mattress Co *		112,710
		10.88% April 15, 2016
	65,000	Spectrum Brands Inc * ~		67,031
		9.50% June 15, 2018
	100,000	Spectrum Brands Inc		109,000
		12.00% August 28, 2019
			$	771,921
Independent Power Producer --- 2.57%
	305,000	AES Corp		308,050
		8.00% October 15, 2017
	125,000	Dynegy Holdings Inc		86,406
		7.75% June 1, 2019
	230,000	Dynegy Roseton		202,400
		7.67% November 8, 2016
	390,000	Mirant North America LLC		398,775
		7.38% December 31, 2013
	490,000	NRG Energy Inc		487,550
		7.38% February 1, 2016
	65,000	NRG Energy Inc		64,350
		7.38% January 15, 2017
			$	1,547,531
Investment Bank/Brokerage Firm --- 0.53%
	74,000	E*TRADE Financial Corp		78,625
		12.50% November 30, 2017
	120,000	E*TRADE Financial Corp		108,000
		7.38% September 15, 2013
	150,000	Nuveen Investments Inc		130,500
		10.50% November 15, 2015
			$	317,125
Leisure & Entertainment --- 2.98%
	115,000	American Casino & Entertainment Properties LLC †		109,250
		11.00% June 15, 2014
	100,000	Ameristar Casinos Inc		104,750
		9.25% June 1, 2014
	185,000	Fontainebleau Las Vegas Holdings LLC * ‡ @		694
		10.25% June 15, 2015
	395,000	Harrah's Operating Co Inc		415,737
		11.25% June 1, 2017
	40,000	Harrah's Operating Co Inc		36,700
		10.00% December 15, 2015
	60,000	Harrah's Operating Co Inc * †		57,300
		12.75% April 15, 2018
	140,000	Isle of Capri Casinos Inc †		126,000
		7.00% March 1, 2014
	30,000	MGM Resorts International		32,625
		10.38% May 15, 2014
	30,000	MGM Resorts International *		30,825
		9.00% March 15, 2020
	15,000	MGM Resorts International		15,000
		8.50% September 15, 2010
	70,000	MGM Resorts International		55,125
		6.63% July 15, 2015
	190,000	MTR Gaming Group Inc		190,475
		12.63% July 15, 2014
	50,000	Penn National Gaming Inc		51,375
		8.75% August 15, 2019
	15,000	Pinnacle Entertainment Inc *		13,894
		8.75% May 15, 2020
	280,000	Pinnacle Entertainment Inc *		288,400
		8.63% August 1, 2017
	470,000	Station Casinos Inc ‡ @		27,906
		6.00% April 1, 2012
	975,000	Station Casinos Inc ‡ @		7,312
		6.50% February 1, 2014
	210,000	Yonkers Racing Corp * ~		224,963
		11.38% July 15, 2016
			$	1,788,331
Machinery --- 1.50%
	190,000	Altra Holdings Inc *		188,338
		8.13% December 1, 2016
	115,000	Cleaver-Brooks Inc * ~		111,838
		12.25% May 1, 2016
	220,000	Mueller Water Products Inc		193,050
		7.38% June 1, 2017
	180,000	Navistar International Corp		182,700
		8.25% November 1, 2021
	145,000	Thermadyne Holdings Corp ††		146,812
		Step Bond 0% - 10.50%
		10.50% February 1, 2014
	105,000	Trinity Industries Inc		80,587
		3.88% June 1, 2036
			$	903,325
Medical Products --- 0.45%
	200,000	Biomet Inc		215,000
		10.00% October 15, 2017
	55,000	Lantheus Medical Imaging Inc * ~		54,450
		9.75% May 15, 2017
			$	269,450
Miscellaneous --- 1.48%
	185,000	ARAMARK Corp		186,850
		8.50% February 1, 2015
	141,050	Ceridian Corp		126,945
		12.25% November 15, 2015
	135,000	Ceridian Corp		121,838
		11.25% November 15, 2015
	30,000	Iron Mountain Inc		30,600
		8.38% August 15, 2021
	110,000	Iron Mountain Inc		111,650
		8.00% June 15, 2020
	65,000	Quintiles Transnational Corp *		65,325
		9.50% December 30, 2014
	100,000	Reynolds Group Issuer Inc * ~		98,125
		8.50% May 15, 2018
	150,000	Reynolds Group Issuer Inc *		146,625
		7.75% October 15, 2016
			$	887,958
Office Equipment & Supplies --- 0.23%
	125,000	ACCO Brands Corp		135,625
		10.63% March 15, 2015
			$	135,625
Oil & Gas --- 11.15%
	205,000	Arch Western Finance LLC		205,513
		6.75% July 1, 2013
	55,000	ATP Oil & Gas Corp * †		39,875
		11.88% May 1, 2015
	190,000	Chaparral Energy Inc		176,700
		8.50% December 1, 2015
	225,000	Chesapeake Energy Corp		232,313
		6.38% June 15, 2015
	95,000	Complete Production Services Inc		92,863
		8.00% December 15, 2016
	245,000	Compton Petroleum Finance Corp		196,000
		7.63% December 1, 2013
	90,000	Comstock Resources Inc		89,212
		8.38% October 15, 2017
	200,000	Comstock Resources Inc		198,500
		6.88% March 1, 2012
	340,000	Connacher Oil & Gas Ltd *		363,800
		11.75% July 15, 2014
	180,000	Consol Energy Inc *		187,650
		8.25% April 1, 2020
	160,000	Consol Energy Inc *		165,200
		8.00% April 1, 2017
	160,000	Crosstex Energy LP		159,800
		8.88% February 15, 2018
	110,000	Denbury Resources Inc		114,950
		8.25% February 15, 2020
	175,000	Denbury Resources Inc		176,750
		7.50% December 15, 2015
	100,000	El Paso Corp		98,831
		7.80% August 1, 2031
	170,000	El Paso Corp		195,925
		12.00% December 12, 2013
	100,000	Expro Finance Luxembourg SCA *		95,500
		8.50% December 15, 2016
	195,000	Forest Oil Corp		203,287
		8.50% February 15, 2014
	310,000	Helix Energy Solutions Group Inc *		285,200
		9.50% January 15, 2016
	90,000	Hercules Offshore Inc *		79,875
		10.50% October 15, 2017
	120,000	International Coal Group Inc		120,000
		9.13% April 1, 2018
	190,000	Key Energy Services Inc		188,813
		8.38% December 1, 2014
	305,000	Newfield Exploration Co		306,525
		6.63% April 15, 2016
	105,000	OPTI Canada Inc		91,350
		7.88% December 15, 2014
	260,000	OPTI Canada Inc		226,200
		8.25% December 15, 2014
	245,000	Peabody Energy Corp		255,106
		7.38% November 1, 2016
	235,000	Petrohawk Energy Corp		244,987
		9.13% July 15, 2013
	190,000	Petroleum Development Corp		196,175
		12.00% February 15, 2018
	160,000	Plains Exploration & Production Co		171,200
		10.00% March 1, 2016
	80,000	Plains Exploration & Production Co		76,400
		7.00% March 15, 2017
	135,000	Quicksilver Resources Inc		148,838
		11.75% January 1, 2016
	65,000	Quicksilver Resources Inc		64,188
		8.25% August 1, 2015
	125,000	Rosetta Resources Inc *		124,375
		9.50% April 15, 2018
	265,000	Sabine Pass LNG LP		238,500
		7.25% November 30, 2013
	295,000	SandRidge Energy Inc *		279,512
		8.00% June 1, 2018
	90,000	Stallion Oilfield Holdings Ltd *		84,600
		10.50% February 15, 2015
	200,000	Stallion Oilfield Services Ltd * ‡		114,000
		9.75% February 1, 2015
	135,000	Thermon Industries Inc *		137,025
		9.50% May 1, 2017
	95,000	Whiting Petroleum Corp		96,900
		7.00% February 1, 2014
	167,000	Williams Cos Inc		179,416
		7.75% June 15, 2031
			$	6,701,854
Paper & Forest Products --- 1.39%
	110,000	Georgia-Pacific LLC *		117,288
		8.25% May 1, 2016
	25,000	Georgia-Pacific LLC * ~		25,250
		7.00% January 15, 2015
	85,000	NewPage Corp †		77,138
		11.38% December 31, 2014
	259,370	NewPage Holding Corp §		56,089
		7.53% November 1, 2013
	250,000	PE Paper Escrow GmbH *		274,687
		12.00% August 1, 2014
	175,000	Verso Paper Holdings LLC		188,563
		11.50% July 1, 2014
	45,000	Verso Paper Holdings LLC §		38,587
		4.09% August 1, 2014
	65,000	Verso Paper Holdings LLC †		55,412
		11.38% August 1, 2016
			$	833,014
Personal Loans --- 1.70%
	275,000	American General Finance Corp		218,969
		6.90% December 15, 2017
	55,000	American General Finance Corp		53,006
		5.63% August 17, 2011
	90,000	American General Finance Corp †		81,450
		4.88% July 15, 2012
	265,000	Ford Motor Credit Co LLC		306,764
		12.00% May 15, 2015
	115,000	SLM Corp		100,991
		8.00% March 25, 2020
	275,000	SLM Corp		262,891
		5.00% October 1, 2013
			$	1,024,071
Pharmaceuticals --- 0.23%
	140,000	Elan Finance PLC *		135,975
		8.75% October 15, 2016
			$	135,975
Printing & Publishing --- 1.16%
	130,000	Cengage Learning Acquisitions Inc *		120,900
		10.50% January 15, 2015
	25,000	Cenveo Corp *		25,438
		10.50% August 15, 2016
	110,000	Cenveo Corp		105,600
		8.88% February 1, 2018
	130,000	McClatchy Co *		131,950
		11.50% February 15, 2017
	85,000	Nielsen Finance LLC		86,912
		10.00% August 1, 2014
	240,000	Nielsen Finance LLC ††		228,600
		Step Bond 0% - 12.50%
		10.08% August 1, 2016
			$	699,400
Railroads --- 0.23%
	133,000	RailAmerica Inc		139,318
		9.25% July 1, 2017
			$	139,318
Real Estate --- 1.74%
	100,000	CB Richard Ellis Services Inc		112,000
		11.63% June 15, 2017
	145,000	Felcor Lodging LP †		151,525
		10.00% October 1, 2014
	110,000	iStar Financial Inc		86,900
		5.95% October 15, 2013
	85,236	Realogy Corp		71,172
		11.00% April 15, 2014
	310,000	Realogy Corp †		262,725
		10.50% April 15, 2014
	60,000	Ventas Inc *		68,925
		3.88% November 15, 2011
	290,000	Ventas Realty LP		293,504
		6.75% April 1, 2017
			$	1,046,751
Restaurants --- 0.67%
	600,000	Buffets Inc §§		0
		12.50% November 1, 2014
	170,000	Games Merger Corp * ~		171,275
		11.00% June 1, 2018
	225,000	Wendy's/Arby's Restaurants LLC		234,000
		10.00% July 15, 2016
			$	405,275
Retail --- 5.04%
	45,000	AutoNation Inc		44,325
		6.75% April 15, 2018
	91,834	Blockbuster Inc *		58,584
		11.75% October 1, 2014
	200,000	Bon-Ton Department Stores Inc †		196,500
		10.25% March 15, 2014
	158,000	Burlington Coat Factory Warehouse Corp		163,530
		11.13% April 15, 2014
	94,000	Dollar General Corp		102,812
		10.63% July 15, 2015
	285,000	Ferrellgas Escrow LLC		279,300
		6.75% May 1, 2014
	85,000	Inergy LP		86,063
		8.25% March 1, 2016
	255,000	Inergy LP		251,175
		6.88% December 15, 2014
	50,000	Limited Brands Inc		50,375
		7.00% May 1, 2020
	115,000	Macy's Retail Holdings Inc		126,788
		7.38% July 15, 2015
	215,000	Michaels Stores Inc †		221,987
		10.00% November 1, 2014
	455,000	Neiman Marcus Group Inc		409,500
		7.13% June 1, 2028
	210,000	Penske Automotive Group Inc		197,400
		7.75% December 15, 2016
	120,000	QVC Inc *		117,900
		7.50% October 1, 2019
	80,000	QVC Inc *		77,800
		7.38% October 15, 2020
	280,000	Rite Aid Corp		247,800
		7.50% March 1, 2017
	60,000	Rite Aid Corp		59,775
		10.25% October 15, 2019
	170,000	Toys R Us Property Co I LLC *		185,725
		10.75% July 15, 2017
	145,000	Toys R Us Property Co LLC *		148,625
		8.50% December 1, 2017
			$	3,025,964
Savings & Loans --- 0.71%
	115,000	Provident Funding Associates * ~		116,150
		10.25% April 15, 2017
	315,000	Residential Capital LLC †		310,275
		9.63% May 15, 2015
			$	426,425
Specialized Services --- 4.95%
	85,000	Case New Holland Inc * ~		85,638
		7.88% December 1, 2017
	165,000	Corrections Corp of America		171,188
		7.75% June 1, 2017
	240,000	First Data Corp		147,600
		11.25% March 31, 2016
	219,759	First Data Corp †		160,973
		10.55% September 24, 2015
	75,000	First Data Corp †		57,000
		9.88% September 24, 2015
	115,000	Inmarsat Finance PLC *		117,587
		7.38% December 1, 2017
	295,000	LBI Escrow Corp *		303,850
		8.00% November 1, 2017
	200,000	New Communications Holdings Inc *		200,750
		8.25% April 15, 2017
	85,000	New Communications Holdings Inc *		85,212
		8.50% April 15, 2020
	95,000	Prestige Brands Inc *		95,712
		8.25% April 1, 2018
	195,000	Sabre Holdings Corp		186,225
		8.35% March 15, 2016
	290,000	Service Corp International		256,650
		7.50% April 1, 2027
	40,000	Smurfit Kappa Funding PLC		39,500
		7.75% April 1, 2015
	265,000	Stewart Enterprises Inc		260,363
		6.25% February 15, 2013
	120,000	Trico Shipping AS *		115,200
		11.88% November 1, 2014
	50,000	Unisys Corp		54,000
		12.50% January 15, 2016
	170,000	Unisys Corp *		196,350
		14.25% September 15, 2015
	45,000	Universal City Development Partners Ltd *		45,900
		10.88% November 15, 2016
	65,000	Virgin Media Finance PLC		68,656
		9.50% August 15, 2016
	105,000	Virgin Media Finance PLC		108,675
		9.13% August 15, 2016
	215,000	Yankee Acquisition Corp		217,419
		8.50% February 15, 2015
			$	2,974,448
Telephone & Telecommunications --- 8.48%
	60,000	Cincinnati Bell Inc		54,450
		8.75% March 15, 2018
	325,000	Clearwire Communications LLC *		322,956
		12.00% December 1, 2015
	70,000	Cricket Communications Inc		71,400
		7.75% May 15, 2016
	115,000	Cricket Communications Inc †		116,725
		9.38% November 1, 2014
	35,000	Crown Castle International Corp		34,213
		7.13% November 1, 2019
	135,000	Digicel Group Ltd *		131,963
		8.88% January 15, 2015
	100,000	Digicel Group Ltd *		103,125
		10.50% April 15, 2018
	40,000	Digicel Ltd *		39,600
		8.25% September 1, 2017
	65,000	Frontier Communications Corp		67,438
		8.25% May 1, 2014
	1,035,000	Hawaiian Telcom Communications Inc ‡ @		103
		12.50% May 1, 2015
	65,000	Integra Telecom Holdings Inc * ~		63,619
		10.75% April 15, 2016
	285,000	Intelsat Corp		291,412
		9.25% August 15, 2014
	285,000	Intelsat Intermediate Holding Co SA		289,987
		9.50% February 1, 2015
	105,000	Intelsat Jackson Holdings SA		111,825
		11.25% June 15, 2016
	195,000	Intelsat Jackson Holdings SA		206,700
		11.50% June 15, 2016
	50,000	Intelsat Luxembourg SA		50,625
		11.25% February 4, 2017
	150,000	Leap Wireless International Inc †		125,625
		4.50% July 15, 2014
	115,000	Level 3 Communications Inc		104,937
		3.50% June 15, 2012
	45,000	Level 3 Communications Inc		43,088
		5.25% December 15, 2011
	210,000	Level 3 Financing Inc		190,575
		9.25% November 1, 2014
	300,000	MetroPCS Wireless Inc †		309,000
		9.25% November 1, 2014
	225,000	NII Capital Corp		236,813
		10.00% August 15, 2016
	135,000	PAETEC Holding Corp *		135,000
		8.88% June 30, 2017
	90,000	Qwest Communications International Inc		90,225
		7.50% February 15, 2014
	75,000	Qwest Corp		81,937
		8.38% May 1, 2016
	5,000	Qwest Corp		5,363
		8.88% March 15, 2012
	45,000	SBA Telecommunications Inc *		47,363
		8.25% August 15, 2019
	115,000	SBA Telecommunications Inc *		119,025
		8.00% August 15, 2016
	335,000	Sprint Capital Corp		319,925
		8.75% March 15, 2032
	140,000	Sprint Capital Corp		116,200
		6.88% November 15, 2028
	260,000	Sprint Nextel Corp		260,000
		8.38% August 15, 2017
	100,000	Virgin Media Inc		117,125
		6.50% November 15, 2016
	215,000	West Corp †		216,075
		9.50% October 15, 2014
	195,000	Wind Acquisition Finance SA *		199,875
		11.75% July 15, 2017
	10,000	Wind Acquisition Finance SA *		10,350
		10.75% December 1, 2015
	100,000	Wind Acquisition Holdings Finance SA * ~ †		91,000
		12.25% July 15, 2017
	315,000	Windstream Corp		317,362
		8.63% August 1, 2016
			$	5,093,004
Textiles --- 0.73%
	100,000	Hanesbrands Inc		101,375
		8.00% December 15, 2016
	190,000	Hanesbrands Inc §		179,787
		4.12% December 15, 2014
	100,000	Levi Strauss & Co *		98,000
		7.63% May 15, 2020
	55,000	Levi Strauss & Co		56,925
		8.88% April 1, 2016
			$	436,087
Transportation --- 0.97%
	35,000	Avis Budget Car Rental LLC *		35,350
		9.63% March 15, 2018
	250,000	Avis Budget Car Rental LLC		240,625
		7.63% May 15, 2014
	170,000	Hertz Corp		172,125
		8.88% January 1, 2014
	110,000	Hertz Holdings Netherlands BV * ~		133,841
		8.50% July 31, 2015
			$	581,941
TOTAL BONDS --- 92.78%			$	55,748,883
(Cost $56,700,168)
COMMON STOCK
Shares			Value ($)
Auto Parts & Equipment --- 0.22%
	4,675	Dana Holding Corp ‡‡		46,750
	3,025	TRW Automotive Holdings Corp ‡‡		83,399
			$	130,149
Broadcast/Media --- 0.09%
	7,450	Interpublic Group of Cos Inc ‡‡		53,119
			$	53,119
Building Materials --- 0.09%
	1,165	Nortek Inc ‡‡		51,260
			$	51,260
Chemicals --- 0.10%
	2,737	LyondellBasell Industries NV Class A ‡‡		44,203
	1,002	LyondellBasell Industries NV Class B ‡‡		16,182
			$	60,385
Containers --- 0.08%
	1,770	Pactiv Corp ‡‡		49,295
			$	49,295
Financial Services --- 0.09%
	1,581	CIT Group Inc ‡‡		53,533
			$	53,533
Gold, Metals & Mining --- 0.11%
	1,100	Freeport-McMoRan Copper & Gold Inc		65,043
			$	65,043
Health Care Related --- 0.16%
	23,212	Alliance HealthCare Services Inc ‡‡		93,776
			$	93,776
Household Goods --- 0.30%
	27,670	Sealy Corp † ‡‡		73,879
	4,290	Spectrum Brands Holdings Inc ‡‡		108,794
			$	182,673
Independent Power Producer --- 0.10%
	6,360	AES Corp ‡‡		58,766
			$	58,766
Machinery --- 0.06%
	3,400	Thermadyne Holdings Corp ‡‡		36,754
			$	36,754
Oil & Gas --- 0.42%
	2,020	Alpha Natural Resources ‡‡		68,418
	8,100	El Paso Corp		89,991
	5,590	Petrohawk Energy Corp ‡‡		94,862
			$	253,271
Paper & Forest Products --- 0.10%
	9,241	Louisiana-Pacific Corp ‡‡		61,822
			$	61,822
Real Estate --- 0.09%
	10,655	FelCor Lodging Trust Inc REIT ‡‡		53,168
			$	53,168
Retail --- 0.12%
	4,125	Macy's Inc		73,837
			$	73,837
Telephone & Telecommunications --- 0.30%
	18,800	Qwest Communications International Inc		98,700
	19,890	Sprint Nextel Corp ‡‡		84,334
			$	183,034
Transportation --- 0.08%
	4,795	Avis Budget Group Inc ‡‡		47,087
			$	47,087
Utilities --- 0.21%
	4,115	Public Service Enterprise Group Inc		128,923
			$	128,923
TOTAL COMMON STOCK --- 2.72%			$	1,635,895
(Cost $2,205,198)
PREFERRED STOCK
Par Value ($)			Value ($)
Agency --- 0.01%
	13,425	Fannie Mae Series S		4,565
			$	4,565
Broadcast/Media --- 0.00%
	9,422	CMP Susquehanna Radio Holdings Corp * ‡‡ ~		0
			$	0
Electric Companies --- 0.16%
	1,803	PPL Corp ‡‡		93,558
			$	93,558
Financial Services --- 0.28%
	216	GMAC Inc * ~		167,893
			$	167,893
Food & Beverages --- 0.11%
	6,220	2009 Dole Food Automatic Common Exchange Security Trust * ~		65,893
			$	65,893
Insurance Related --- 0.30%
	4,255	Hartford Financial Services Group Inc		98,461
	3,335	XL Capital Ltd		83,808
			$	182,269
TOTAL PREFERRED STOCK --- 0.86%			$	514,178
(Cost $764,421)
STOCK WARRANTS
Shares			Value ($)
Broadcast/Media --- 0.00%
	696	Charter Communications Inc Class A  ‡‡		2,784
	10,767	CMP Susquehanna Radio Holdings Corp  * ~ ‡‡ §§		0
			$	2,784
Building Materials --- 0.04%
	2,304	Nortek Inc  ‡‡		24,192
			$	24,192
Oil & Gas --- 0.00%
	1	Turbo Cayman Ltd  ‡‡ §§		0
			$	0
Restaurants --- 0.00%
	507	Buffets Restaurants Holdings Inc  ‡‡ §§		0
			$	0
TOTAL STOCK WARRANTS --- 0.04%			$	26,976
(Cost $800,047)
SECURITIES LENDING COLLATERAL
Par Value ($)			Value ($)
	1,146,061	Bank of America LLC		1,146,061
		Repurchase Agreement
		0.05%  July 1, 2010
	1,146,062	BNP Paribas Securities Corp		1,146,061
		Repurchase Agreement
		0.04%  July 1, 2010
	1,127,797	Barclays Capital Inc		1,127,797
		Repurchase Agreement
		0.01%  July 1, 2010
	1,146,061	Household Bank Securities Inc		1,146,061
		Repurchase Agreement
		0.01%  July 1, 2010
TOTAL SECURITIES LENDING COLLATERAL --- 7.60%			$	4,565,980
(Cost $4,565,980)
OTHER ASSETS & LIABILITIES --- (4.00%)			$	(2,405,907	)
TOTAL NET ASSETS --- 100%			$	60,086,005
(Cost $65,035,814)

Legend

*	Securities are registered pursuant to Rule 144A and may be deemed restricted for resale.
~	Illiquid security
†	A portion or all of the security is on loan at June 30, 2010.
‡	Security in default at June 30, 2010.
@	Security in bankruptcy at June 30, 2010.
§	Represents the current interest rate for variable rate security.
^	For zero coupon bond, the interest rate shown is the effective yield on date of purchase.
††	Denotes a step bond:  a zero coupon bond that converts to a fixed rate or variable interest rate at a designated future date.  Rate disclosed represents effective yield at June 30, 2010.
§§	Security has no market value at June 30, 2010.
‡‡	Non-income Producing Security
REIT	Real Estate Investment Trust
	Management determines the Portfolio's industry classifications using one or more widely recognized market indexes or ratings group indexes.  Industries are shown as a percent of total net assets.
	See Notes to Financial Statements.

SHAREHOLDER EXPENSE EXAMPLE
Maxim Putnam High Yield Bond Portfolio
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*
	(12/31/09)		(06/30/10)		(12/31/09-06/30/10)
Actual	$	1,000.00	$	1,029.48	$	5.54
Hypothetical
(5% return before expenses)	$	1,000.00	$	1,019.34	$	5.51
*Expenses are equal to the Portfolio's annualized expense ratio of 1.10%, multiplied by the average account value over the period, multiplied by 181/365 days to reflect the one-half year 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:	January 12, 2011

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

By:	/s/ M.T.G. Graye
	M.T.G. Graye
	President & Chief Executive Officer
Date:	January 12, 2011

By:	/s/ M.C. Maiers
	M.C. Maiers
	Chief Financial Officer, Treasurer & Investment Operations Compliance Officer
Date:	January 12, 2011