N-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF

REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-4492

MFS SERIES TRUST X

(Exact name of registrant as specified in charter)

500 Boylston Street, Boston, Massachusetts 02116

(Address of principal executive offices) (Zip code)

Susan S. Newton

Massachusetts Financial Services Company

500 Boylston Street

Boston, Massachusetts 02116

(Name and address of agents for service)

Registrant’s telephone number, including area code: (617) 954-5000

Date of fiscal year end: May 31*

Date of reporting period: August 31, 2009

* This Form N-Q pertains only to the following series of the Registrant: MFS Aggressive Growth Allocation Fund, MFS Conservative Allocation Fund, MFS Emerging Markets Equity Fund, MFS Growth Allocation Fund, MFS International Diversification Fund, MFS International Growth Fund, MFS International Value Fund and MFS Moderate Allocation Fund.

ITEM 1. SCHEDULE OF INVESTMENTS.

MFS Aggressive Growth Allocation Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par	Value ($)
Mutual Funds – 100.0%
MFS Core Growth Fund - Class I	8,400,090	$	122,725,312
MFS Emerging Markets Equity Fund - Class I	711,316		17,676,191
MFS Global Real Estate Fund - Class I (a)	2,651,198		45,971,770
MFS International Growth Fund - Class I	3,402,262		71,753,711
MFS International New Discovery Fund - Class I	2,153,849		35,947,743
MFS International Value Fund - Class I	3,181,835		72,641,286
MFS Mid Cap Growth Fund - Class I (a)	15,241,799		98,462,023
MFS Mid Cap Value Fund - Class I	10,470,338		99,154,099
MFS New Discovery Fund - Class I (a)	2,655,868		44,910,734
MFS Research Fund - Class I	4,400,940		89,647,139
MFS Research International Fund - Class I	5,371,987		72,199,510
MFS Value Fund - Class I	6,372,330		124,132,996
Total Mutual Funds		$	895,222,514
Other Assets, Less Liabilities – 0.0%			78,825
Net Assets – 100.0%		$	895,301,339

(a) Non-income producing security.

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

1

MFS Aggressive Growth Allocation Fund

Supplemental Information (Unaudited) 8/31/09

(1) Investment Valuations

Open-end investment companies (underlying funds) are generally valued at their net asset value per share. The investments of underlying funds managed by the adviser are valued as described below. For purposes of this policy disclosure, “fund” refers to the underlying fund in which the fund of fund invests.

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Debt instruments and floating rate loans (other than short-term instruments), including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price as provided by a third-party pricing service on the exchange on which such options are primarily traded. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation as provided by a third-party pricing service on the exchange on which such options are primarily traded. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued using an external pricing model that uses market data from a third-party source. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on which such futures contracts are primarily traded. Forward foreign currency contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swaps are generally valued at valuations provided by a third-party pricing service. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at Value	Level 1		Level 2		Level 3		Total
Mutual Funds	$	895,222,514	$	—	$	—	$	895,222,514

2

MFS Aggressive Growth Allocation Fund

Supplemental Information (Unaudited) 8/31/09 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	871,392,731
Gross unrealized appreciation	$	72,370,272
Gross unrealized depreciation		(48,540,489	)
Net unrealized appreciation (depreciation)	$	23,829,783

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount			Acquisitions Shares/Par Amount		Dispositions Shares/Par Amount			Ending Shares/Par Amount
MFS Core Growth Fund		7,905,252			525,429		(30,591	)		8,400,090
MFS Emerging Markets Equity Fund		768,054			2,659		(59,397	)		711,316
MFS Global Real Estate Fund		2,958,757			12,727		(320,286	)		2,651,198
MFS International Growth Fund		3,523,886			10,626		(132,250	)		3,402,262
MFS International New Discovery Fund		2,289,994			11,736		(147,881	)		2,153,849
MFS International Value Fund		3,308,837			30,028		(157,030	)		3,181,835
MFS Mid Cap Growth Fund		15,061,005			309,881		(129,087	)		15,241,799
MFS Mid Cap Value Fund		10,634,948			190,668		(355,278	)		10,470,338
MFS New Discovery Fund		2,905,985			18,673		(268,790	)		2,655,868
MFS Research Fund		4,310,963			131,330		(41,353	)		4,400,940
MFS Research International Fund		5,597,128			20,539		(245,680	)		5,371,987
MFS Value Fund		6,205,557			212,643		(45,870	)		6,372,330
Underlying Funds	Realized Gain (Loss)			Capital Gain Distributions		Dividend Income			Ending Value
MFS Core Growth Fund	$	(223,318	)	$	—	$	—		$	122,725,312
MFS Emerging Markets Equity Fund		396,356			—		—			17,676,191
MFS Global Real Estate Fund		1,659,407			—		—			45,971,770
MFS International Growth Fund		538,845			—		—			71,753,711
MFS International New Discovery Fund		(594,538	)		—		—			35,947,743
MFS International Value Fund		669,257			—		—			72,641,286
MFS Mid Cap Growth Fund		(420,300	)		—		—			98,462,023
MFS Mid Cap Value Fund		(1,645,945	)		—		—			99,154,099
MFS New Discovery Fund		(739,724	)		—		—			44,910,734
MFS Research Fund		(302,939	)		—		—			89,647,139
MFS Research International Fund		(1,436,352	)		—		—			72,199,510
MFS Value Fund		(394,242	)		—		613,910			124,132,996
Total	$	(2,493,493	)	$	—	$	613,910		$	895,222,514

3

MFS Conservative Allocation Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par		Value ($)
Mutual Funds – 99.9%
MFS Core Growth Fund - Class I		3,103,302	$	45,339,244
MFS Diversified Target Return Fund - Class I		1,771,351		15,056,480
MFS Emerging Markets Debt Fund - Class I		2,805,297		37,506,817
MFS Global Real Estate Fund - Class I (a)		490,390		8,503,359
MFS Government Securities Fund - Class I		7,227,907		72,857,302
MFS High Income Fund - Class I		12,938,684		38,557,280
MFS Inflation-Adjusted Bond Fund - Class I		7,440,734		72,919,196
MFS International Growth Fund - Class I		763,541		16,103,081
MFS International Value Fund - Class I		713,796		16,295,959
MFS Limited Maturity Fund - Class I		12,004,788		73,229,205
MFS Mid Cap Growth Fund - Class I (a)		4,864,929		31,427,443
MFS Mid Cap Value Fund - Class I		3,384,521		32,051,409
MFS New Discovery Fund - Class I (a)		968,202		16,372,289
MFS Research Bond Fund - Class I		15,227,575		149,687,063
MFS Research Fund - Class I		2,694,986		54,896,869
MFS Research International Fund - Class I		2,413,934		32,443,277
MFS Value Fund - Class I		2,373,195		46,229,842
Total Mutual Funds			$	759,476,115
Repurchase Agreements – 0.1%
Goldman Sachs, 0.2%, dated 8/31/09, due 9/01/09, total to be received $385,002 (secured by U.S. Treasury and Federal Agency obligations and Mortgage Backed securities valued at $392,700 in a jointly traded account)	$	385,000	$	385,000
Total Investments			$	759,861,115
Other Assets, Less Liabilities – 0.0%				281,506
Net Assets – 100.0%			$	760,142,621

(a) Non-income producing security.

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

1

MFS Conservative Allocation Fund

Supplemental Information (Unaudited) 8/31/09

(1) Investment Valuations

Open-end investment companies (underlying funds) are generally valued at their net asset value per share. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. The investments of underlying funds managed by the adviser are valued as described below. For purposes of this policy disclosure, “fund” refers to the underlying fund in which the fund of fund invests.

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Debt instruments and floating rate loans (other than short-term instruments), including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price as provided by a third-party pricing service on the exchange on which such options are primarily traded. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation as provided by a third-party pricing service on the exchange on which such options are primarily traded. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued using an external pricing model that uses market data from a third-party source. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on which such futures contracts are primarily traded. Forward foreign currency contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swaps are generally valued at valuations provided by a third-party pricing service. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at Value	Level 1		Level 2		Level 3		Total
Short Term Securities	$	—	$	385,000	$	—	$	385,000
Mutual Funds		759,476,115		—		—		759,476,115
Total Investments	$	759,476,115	$	385,000	$	—	$	759,861,115

For further information regarding security characteristics, see the Portfolio of Investments.

2

MFS Conservative Allocation Fund

Supplemental Information (Unaudited) 8/31/09 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	708,388,794
Gross unrealized appreciation	$	52,510,125
Gross unrealized depreciation		(1,037,804	)
Net unrealized appreciation (depreciation)	$	51,472,321

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount	Acquisitions Shares/Par Amount	Dispositions Shares/Par Amount		Ending Shares/Par Amount
MFS Core Growth Fund	3,042,765	68,749	(8,212	)	3,103,302
MFS Diversified Target Return Fund	1,739,434	33,075	(1,158	)	1,771,351
MFS Emerging Markets Debt Fund	2,725,057	82,312	(2,072	)	2,805,297
MFS Global Real Estate Fund	507,383	10	(17,003	)	490,390
MFS Government Securities Fund	6,608,305	619,602	—		7,227,907
MFS High Income Fund	12,846,958	286,433	(194,707	)	12,938,684
MFS Inflation-Adjusted Bond Fund	6,855,837	584,897	—		7,440,734
MFS International Growth Fund	784,126	—	(20,585	)	763,541
MFS International Value Fund	730,292	—	(16,496	)	713,796
MFS Limited Maturity Fund	11,277,781	727,975	(968	)	12,004,788
MFS Mid Cap Growth Fund	4,863,658	66,292	(65,021	)	4,864,929
MFS Mid Cap Value Fund	3,389,858	39,070	(44,407	)	3,384,521
MFS New Discovery Fund	992,787	4,697	(29,282	)	968,202
MFS Research Bond Fund	14,711,789	539,679	(23,893	)	15,227,575
MFS Research Fund	2,688,333	31,724	(25,071	)	2,694,986
MFS Research International Fund	2,478,199	—	(64,265	)	2,413,934
MFS Value Fund	2,357,098	32,498	(16,401	)	2,373,195

3

MFS Conservative Allocation Fund

Supplemental Information (Unaudited) 08/31/09 - continued

Transactions in Underlying Funds-Affiliated Issuers - continued

Underlying Funds	Realized Gain (Loss)			Capital Gain Distributions		Dividend Income		Ending Value
MFS Core Growth Fund	$	(46,726	)	$	—	$	—	$	45,339,244
MFS Diversified Target Return Fund		1,618			—		—		15,056,480
MFS Emerging Markets Debt Fund		8			—		565,949		37,506,817
MFS Global Real Estate Fund		49,427			—		—		8,503,359
MFS Government Securities Fund		—			—		730,612		72,857,302
MFS High Income Fund		10,029			—		831,952		38,557,280
MFS Inflation-Adjusted Bond Fund		—			—		452,806		72,919,196
MFS International Growth Fund		114,016			—		—		16,103,081
MFS International Value Fund		98,149			—		—		16,295,959
MFS Limited Maturity Fund		(387	)		—		774,695		73,229,205
MFS Mid Cap Growth Fund		42,275			—		—		31,427,443
MFS Mid Cap Value Fund		47,481			—		—		32,051,409
MFS New Discovery Fund		85,680			—		—		16,372,289
MFS Research Bond Fund		(21,508	)		—		1,992,138		149,687,063
MFS Research Fund		(72,613	)		—		—		54,896,869
MFS Research International Fund		(291,494	)		—		—		32,443,277
MFS Value Fund		(78,633	)		—		231,906		46,229,842
	$	(62,678	)	$	—	$	5,580,058	$	759,476,115

4

MFS Emerging Markets Equity Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par	Value ($)
Common Stocks – 99.4%
Aerospace – 0.1%
Embraer-Empresa Brasileira de Aeronautica S.A., ADR	31,310	$	665,024
Airlines – 0.3%
Copa Holdings S.A., “A”	31,190	$	1,302,806
Alcoholic Beverages – 1.0%
Companhia de Bebidas das Americas, ADR	63,380	$	4,726,247
Apparel Manufacturers – 2.8%
Li & Fung Ltd.	2,440,000	$	8,106,626
Stella International Holdings	2,823,500		4,706,774
		$	12,813,400
Automotive – 2.4%
Hyundai Mobis	64,639	$	6,857,769
PT Astra International Tbk.	1,283,000		3,837,545
		$	10,695,314
Broadcasting – 0.6%
Grupo Televisa S.A., ADR	156,310	$	2,732,299
Brokerage & Asset Managers – 3.0%
BM&F Bovespa S.A.	306,700	$	1,890,940
Bolsa Mexicana de Valores S.A. de C.V. (a)	2,381,500		2,844,407
Hong Kong Exchange	509,500		8,874,646
		$	13,609,993
Business Services – 4.0%
Cia Brasileira De Meios	262,310	$	2,288,097
Infosys Technologies Ltd., ADR	231,180		9,993,911
Kroton Educacional S.A., IEU	321,543		3,070,926
Redecard S.A.	197,100		2,698,138
		$	18,051,072
Cable TV – 1.0%
Naspers Ltd.	132,930	$	4,348,697
Computer Software – 0.3%
Totvs S.A.	35,400	$	1,538,502
Computer Software - Systems – 2.4%
Acer, Inc.	2,297,000	$	5,233,697
Hon Hai Precision Industry Co. Ltd.	1,633,300		5,507,764
		$	10,741,461
Conglomerates – 1.2%
First Pacific Co. Ltd.	8,234,000	$	5,258,830
Construction – 3.0%
Anhui Conch Cement Co. Ltd.	872,000	$	5,518,596
Corporacion Moctezuma S.A. de C.V.	1,088,300		2,114,786
Duratex S.A., IPS	144,000		2,198,164
Pretoria Portland Cement Co. Ltd.	611,948		2,527,398
Urbi Desarrollos Urbanos S.A. de C.V. (a)	637,210		1,221,050
		$	13,579,994
Consumer Products – 1.9%
Dabur India Ltd.	816,680	$	2,088,326
Hengan International Group Co. Ltd.	490,000		2,712,230
Kimberly-Clark de Mexico S.A. de C.V., “A”	435,030		1,873,454
Natura Cosmeticos S.A.	105,990		1,714,668
		$	8,388,678
Electronics – 9.0%
MediaTek, Inc.	349,277	$	5,072,058

1

MFS Emerging Markets Equity Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Electronics – continued
Samsung Electronics Co. Ltd.	31,865	$	19,671,643
Taiwan Semiconductor Manufacturing Co. Ltd.	4,397,695		7,909,211
Taiwan Semiconductor Manufacturing Co. Ltd., ADR	741,049		7,929,224
		$	40,582,136
Energy - Independent – 6.2%
China Shenhua Energy Co. Ltd.	1,168,000	$	4,709,404
CNOOC Ltd.	5,836,000		7,665,423
Oil & Natural Gas Corp. Ltd.	265,831		6,454,535
PTT Exploration & Production Ltd.	595,000		2,423,037
Reliance Industries Ltd. (a)	159,656		6,556,605
		$	27,809,004
Energy - Integrated – 8.1%
LUKOIL, ADR	170,750	$	8,639,950
OAO Gazprom, ADR	542,890		11,293,619
Petroleo Brasileiro S.A., ADR	422,770		16,758,603
		$	36,692,172
Engineering - Construction – 0.7%
Avenge, Inc.	341,892	$	1,810,650
Murray & Roberts Holdings Ltd.	202,543		1,431,951
		$	3,242,601
Food & Beverages – 0.8%
Grupo Continental S.A.	839,400	$	1,618,552
Tradewinds Berhad	2,385,200		1,986,033
		$	3,604,585
Food & Drug Stores – 0.4%
Shoprite Group PLC	270,929	$	2,019,561
Forest & Paper Products – 0.2%
Suzano Papel E Celulose S.A., IPS (a)	100,100	$	945,392
Gaming & Lodging – 1.5%
Genting Berhad	3,639,500	$	6,855,434
General Merchandise – 1.0%
Bim Birlesik Magazalar A.S.	75,926	$	2,834,382
Massmart Holdings Ltd.	183,110		1,824,156
		$	4,658,538
Health Maintenance Organizations – 0.5%
OdontoPrev S.A.	126,400	$	2,146,124
Insurance – 2.6%
China Life Insurance	1,614,000	$	6,809,643
Samsung Fire & Marine Insurance Co. Ltd.	28,499		5,111,519
		$	11,921,162
Internet – 0.2%
Universo Online S.A., IPS	175,500	$	730,978
Machinery & Tools – 0.3%
Beml Ltd.	52,020	$	1,184,074
Major Banks – 3.7%
Banco Santander Chile, ADR	59,670	$	3,053,314
Bank of China Ltd.	13,648,000		6,638,706
Standard Chartered PLC	306,900		6,909,799
		$	16,601,819
Medical & Health Technology & Services – 0.5%
Diagnosticos da America S.A. (a)	97,100	$	2,188,575

2

MFS Emerging Markets Equity Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Metals & Mining – 5.6%
Grupo Mexico S.A.B. de C.V., “B” (a)	764,865	$	1,108,272
National Aluminum Co. Ltd.	844,563		5,973,780
Steel Authority of India Ltd.	2,233,115		7,439,143
Usinas Siderurgicas de Minas Gerais S.A., IPS	63,325		1,488,458
Vale S.A., ADR	476,640		9,156,254
		$	25,165,907
Network & Telecom – 1.0%
High Tech Computer Corp.	448,413	$	4,509,128
Oil Services – 0.3%
Tenaris S.A., ADR	42,890	$	1,242,952
Other Banks & Diversified Financials – 8.6%
African Bank Investments Ltd.	561,780	$	2,083,341
Banco Compartamos S.A.	573,000		1,960,452
Bancolombia S.A., ADR	32,510		1,155,405
China Construction Bank	12,377,000		9,342,096
China Merchants Bank Co. Ltd.	295,400		643,363
Credicorp Ltd.	19,370		1,383,405
CSU Cardsystem S.A. (a)	642,720		1,766,483
Grupo Financiero Banorte S.A. de C.V.	320,200		939,674
Hana Financial Group, Inc.	191,160		5,012,803
Housing Development Finance Corp. Ltd.	121,137		6,138,973
Itau Unibanco Multiplo S.A., ADR	206,121		3,452,527
Turkiye Garanti Bankasi A.S. (a)	1,298,970		4,805,869
		$	38,684,391
Pharmaceuticals – 3.6%
Genomma Lab Internacional S.A., “B” (a)	2,759,200	$	3,892,643
Teva Pharmaceutical Industries Ltd., ADR	242,480		12,487,720
		$	16,380,363
Precious Metals & Minerals – 1.5%
Gold Fields Ltd.	227,510	$	2,770,361
Impala Platinum Holdings Ltd.	171,420		4,005,933
		$	6,776,294
Real Estate – 2.3%
Brasil Brokers Participacoes	867,700	$	2,394,036
China Overseas Land & Investment Ltd.	1,994,000		4,054,660
Hang Lung Properties Ltd.	1,237,000		3,854,428
		$	10,303,124
Specialty Chemicals – 3.0%
LG Chemical Ltd.	89,213	$	13,465,170
Specialty Stores – 2.3%
Dufry South America Ltd., BDR	133,210	$	2,035,575
Foschini Ltd.	449,800		3,526,358
Lewis Group Ltd.	437,493		2,942,864
Truworths International Ltd.	405,990		2,053,565
		$	10,558,362
Telecommunications - Wireless – 6.6%
America Movil S.A.B. de C.V., “L”, ADR	194,790	$	8,794,769
China Mobile Ltd.	211,500		2,057,571
Mobile TeleSystems OJSC, ADR	93,490		4,055,596
MTN Group Ltd.	541,380		8,872,800
Philippine Long Distance Telephone Co.	43,540		2,248,607
Vimpel-Communications, ADR (a)	152,580		2,355,835

3

MFS Emerging Markets Equity Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Telecommunications - Wireless – continued
Vivo Participacoes S.A., ADR	54,190	$	1,233,364
		$	29,618,542
Telephone Services – 0.9%
China Unicom Ltd., ADR	277,960	$	3,891,440
Tobacco – 1.6%
British American Tobacco PLC	107,010	$	3,253,776
KT&G Corp.	78,459		4,227,953
		$	7,481,729
Utilities - Electric Power – 2.4%
AES Tiete S.A., IPS	97,000	$	1,042,723
CEZ AS	70,390		3,676,701
Eletropaulo Metropolitana S.A., IPS	162,340		3,012,166
Equatorial Energia S.A.	113,700		976,709
Manila Water Co., Inc.	6,455,000		2,043,404
		$	10,751,703
Total Common Stocks		$	448,463,578
Money Market Funds (v) – 0.6%
MFS Institutional Money Market Portfolio, 0.20%, at Net Asset Value	2,783,266	$	2,783,266
Total Investments		$	451,246,844
Other Assets, Less Liabilities – 0.0%			205,235
Net Assets – 100.0%		$	451,452,078

(a) Non-income producing security.

(v) Underlying fund that is available only to investment companies managed by MFS. The rate quoted is the annualized seven-day yield of the fund at period end.

The following abbreviations are used in this report and are defined:

ADR	American Depository Receipt
BDR	Brazilian Depository Receipt
IEU	International Equity Unit
IPS	International Preference Stock
PLC	Public Limited Company

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

4

MFS Emerging Markets Equity Fund

Supplemental Information (Unaudited) 8/31/2009

(1) Investment Valuations

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at Value	Level 1		Level 2		Level 3		Total
Equity Securities:
Brazil	$	68,083,099	$	—	$	—	$	68,083,099
South Korea		54,346,857		—		—		54,346,857
China		54,043,132		—		—		54,043,132
India		45,829,347		—		—		45,829,347
South Africa		40,217,634		—		—		40,217,634
Taiwan		36,161,082		—		—		36,161,082
Hong Kong		30,801,305		—		—		30,801,305
Mexico		29,100,358		—		—		29,100,358
Russia		15,051,381		11,293,619		—		26,345,000
Other Countries		46,974,080		16,561,684		—		63,535,764
Mutual Funds		2,783,266		—		—		2,783,266
Total Investments	$	423,391,541	$	27,855,303	$	—	$	451,246,844

Country disclosure is based on the country of domicile. For further information regarding security characteristics, see the Portfolio of Investments.

5

MFS Emerging Markets Equity Fund

Supplemental Information (Unaudited) 8/31/2009 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	388,795,818
Gross unrealized appreciation	$	89,821,746
Gross unrealized depreciation		(27,370,720	)
Net unrealized appreciation (depreciation)	$	62,451,026

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount		Acquisitions Shares/Par Amount		Dispositions Shares/Par Amount			Ending Shares/Par Amount
MFS Institutional Money Market Portfolio		3,191,831		31,335,748		(31,744,313	)		2,783,266
Underlying Funds	Realized Gain (Loss)		Capital Gain Distributions		Dividend Income			Ending Value
MFS Institutional Money Market Portfolio	$	—	$	—	$	3,022		$	2,783,266

(4) Country Weightings

Country weighting percentages of portfolio holdings based on total net assets and the valuation currency of each security, as of August 31, 2009, are as follows:

Brazil	15.5	%
South Korea	12.0	%
China	12.0	%
India	10.1	%
South Africa	8.9	%
Taiwan	8.0	%
Hong Kong	6.8	%
Mexico	6.4	%
Russia	5.8	%
Other Countries	14.5	%

6

MFS Growth Allocation Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par		Value ($)
Mutual Funds – 100.0%
MFS Core Growth Fund - Class I		15,774,153	$	230,460,376
MFS Diversified Target Return Fund - Class I		2,255,904		19,175,187
MFS Emerging Markets Debt Fund - Class I		7,179,813		95,994,095
MFS Emerging Markets Equity Fund - Class I		822,881		20,448,602
MFS Global Real Estate Fund - Class I (a)		3,707,327		64,285,043
MFS High Income Fund - Class I		33,362,845		99,421,278
MFS Inflation-Adjusted Bond Fund - Class I		9,170,714		89,872,997
MFS International Growth Fund - Class I		4,868,065		102,667,489
MFS International New Discovery Fund - Class I		2,478,996		41,374,436
MFS International Value Fund - Class I		4,565,183		104,223,136
MFS Mid Cap Growth Fund - Class I (a)		27,870,432		180,042,992
MFS Mid Cap Value Fund - Class I		19,398,703		183,705,719
MFS New Discovery Fund - Class I (a)		4,915,532		83,121,651
MFS Research Bond Fund - Class I		9,709,651		95,445,872
MFS Research Fund - Class I		8,841,533		180,102,018
MFS Research International Fund - Class I		12,328,702		165,697,754
MFS Value Fund - Class I		12,159,546		236,867,964
Total Mutual Funds			$	1,992,906,609
Repurchase Agreements – 0.0%
Goldman Sachs, 0.2%, dated 8/31/09, due 9/01/09, total to be received $576,003 (secured by U.S. Treasury and Federal Agency obligations and Mortgage Backed securities valued at $587,520 in a jointly traded account)	$	576,000	$	576,000
Total Investments			$	1,993,482,609
Other Assets, Less Liabilities – (0.0)%				(251,304	)
Net Assets – 100.0%			$	1,993,231,305

(a) Non-income producing security.

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

1

MFS Growth Allocation Fund

Supplemental Information (Unaudited) 8/31/09

(1) Investment Valuations

Open-end investment companies (underlying funds) are generally valued at their net asset value per share. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. The investments of underlying funds managed by the adviser are valued as described below. For purposes of this policy disclosure, “fund” refers to the underlying fund in which the fund of fund invests.

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Debt instruments and floating rate loans (other than short-term instruments), including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price as provided by a third-party pricing service on the exchange on which such options are primarily traded. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation as provided by a third-party pricing service on the exchange on which such options are primarily traded. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued using an external pricing model that uses market data from a third-party source. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on which such futures contracts are primarily traded. Forward foreign currency contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swaps are generally valued at valuations provided by a third-party pricing service. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at Value	Level 1		Level 2		Level 3		Total
Short Term Securities	$	—	$	576,000	$	—	$	576,000
Mutual Funds		1,992,906,609		—		—		1,992,906,609
Total Investments	$	1,992,906,609	$	576,000	$	—	$	1,993,482,609

For further information regarding security characteristics, see the Portfolio of Investments.

2

MFS Growth Allocation Fund

Supplemental Information (Unaudited) 8/31/09 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	1,970,726,746
Gross unrealized appreciation	$	224,144,252
Gross unrealized depreciation		(201,388,389	)
Net unrealized appreciation (depreciation)	$	22,755,863

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount	Acquisitions Shares/Par Amount	Dispositions Shares/Par Amount		Ending Shares/Par Amount
MFS Core Growth Fund	15,535,251	238,902	—		15,774,153
MFS Diversified Target Return Fund	2,220,695	35,209	—		2,255,904
MFS Emerging Markets Debt Fund	6,969,149	218,612	(7,948	)	7,179,813
MFS Emerging Markets Equity Fund	856,660	—	(33,779	)	822,881
MFS Global Real Estate Fund	3,802,858	1,351	(96,882	)	3,707,327
MFS High Income Fund	33,016,865	763,888	(417,908	)	33,362,845
MFS Inflation-Adjusted Bond Fund	8,693,661	477,053	—		9,170,714
MFS International Growth Fund	4,990,526	—	(122,461	)	4,868,065
MFS International New Discovery Fund	2,557,943	—	(78,947	)	2,478,996
MFS International Value Fund	4,671,181	—	(105,998	)	4,565,183
MFS Mid Cap Growth Fund	27,898,203	75,427	(103,198	)	27,870,432
MFS Mid Cap Value Fund	19,480,720	59,891	(141,908	)	19,398,703
MFS New Discovery Fund	5,077,002	772	(162,242	)	4,915,532
MFS Research Bond Fund	9,396,068	327,167	(13,584	)	9,709,651
MFS Research Fund	8,811,626	43,565	(13,658	)	8,841,533
MFS Research International Fund	12,663,526	—	(334,824	)	12,328,702
MFS Value Fund	12,056,229	104,114	(797	)	12,159,546

3

MFS Growth Allocation Fund

Supplemental Information (Unaudited) 8/31/09 - continued

Transactions in Underlying Funds-Affiliated Issuers - continued

Underlying Funds	Realized Gain (Loss)			Capital Gain Distributions		Dividend Income		Ending Value
MFS Core Growth Fund	$	—		$	—	$	—	$	230,460,376
MFS Diversified Target Return Fund		—			—		—		19,175,187
MFS Emerging Markets Debt Fund		27			—		1,451,013		95,994,095
MFS Emerging Markets Equity Fund		261,425			—		—		20,448,602
MFS Global Real Estate Fund		518,362			—		—		64,285,043
MFS High Income Fund		(422,196	)		—		2,142,385		99,421,278
MFS Inflation-Adjusted Bond Fund		—			—		568,909		89,872,997
MFS International Growth Fund		596,496			—		—		102,667,489
MFS International New Discovery Fund		(83,379	)		—		—		41,374,436
MFS International Value Fund		530,152			—		—		104,223,136
MFS Mid Cap Growth Fund		(275,244	)		—		—		180,042,992
MFS Mid Cap Value Fund		(620,551	)		—		—		183,705,719
MFS New Discovery Fund		544,926			—		—		83,121,651
MFS Research Bond Fund		(6,729	)		—		1,274,275		95,445,872
MFS Research Fund		(62,393	)		—		—		180,102,018
MFS Research International Fund		(821,132	)		—		—		165,697,754
MFS Value Fund		(6,331	)		—		1,189,049		236,867,964
	$	153,433		$	—	$	6,625,631	$	1,992,906,609

4

MFS International Diversification Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par		Value ($)
Mutual Funds – 99.9%
MFS Emerging Markets Equity Fund - Class I		3,420,492	$	84,999,224
MFS International Growth Fund - Class I		20,476,775		431,855,190
MFS International New Discovery Fund - Class I		10,352,656		172,785,823
MFS International Value Fund - Class I		19,143,537		437,046,949
MFS Research International Fund - Class I		45,053,500		605,519,039
Total Mutual Funds			$	1,732,206,225
Repurchase Agreements – 0.1%
Goldman Sachs, 0.2%, dated 8/31/09, due 9/01/09, total to be received $961,005 (secured by U.S. Treasury and Federal Agency obligations and Mortgage Backed securities valued at $980,220 in a jointly traded account), at value	$	961,000	$	961,000
Total Investments			$	1,733,167,225
Other Assets, Less Liabilities – 0.0%				695,528
Net Assets – 100.0%			$	1,733,862,753

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

1

MFS International Diversification Fund

Supplemental Information (Unaudited) 8/31/09

(1) Investment Valuations

Open-end investment companies (underlying funds) are generally valued at their net asset value per share. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. The investments of underlying funds managed by the adviser are valued as described below. For purposes of this policy disclosure, “fund” refers to the underlying fund in which the fund of fund invests.

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Debt instruments and floating rate loans (other than short-term instruments), including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price as provided by a third-party pricing service on the exchange on which such options are primarily traded. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation as provided by a third-party pricing service on the exchange on which such options are primarily traded. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued using an external pricing model that uses market data from a third-party source. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on which such futures contracts are primarily traded. Forward foreign currency contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swaps are generally valued at valuations provided by a third-party pricing service. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at Value	Level 1		Level 2		Level 3		Total
Short Term Securities	$	—	$	961,000	$	—	$	961,000
Mutual Funds		1,732,206,225		—		—		1,732,206,225
Total Investments	$	1,732,206,225	$	961,000	$	—	$	1,733,167,225

For further information regarding security characteristics, see the Portfolio of Investments

2

MFS International Diversification Fund

Supplemental Information (Unaudited) 8/31/09 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	2,244,921,494
Gross unrealized appreciation	$	—
Gross unrealized depreciation		(511,754,269	)
Net unrealized appreciation (depreciation)	$	(511,754,269	)

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount			Acquisitions Shares/Par Amount		Dispositions Shares/Par Amount			Ending Shares/Par Amount
MFS Emerging Markets Equity Fund		3,409,684			62,667		(51,859	)		3,420,492
MFS International Growth Fund		20,098,975			380,241		(2,441	)		20,476,775
MFS International New Discovery Fund		10,266,728			134,383		(48,455	)		10,352,656
MFS International Value Fund		18,828,119			456,152		(140,734	)		19,143,537
MFS Research International Fund		44,352,921			720,216		(19,637	)		45,053,500
Underlying Funds	Realized Gain (Loss)			Capital Gain Distributions		Dividend Income			Ending Value
MFS Emerging Markets Equity Fund	$	(981,441	)	$	—	$	—		$	84,999,224
MFS International Growth Fund		(27,618	)		—		—			431,855,190
MFS International New Discovery Fund		(626,258	)		—		—			172,785,823
MFS International Value Fund		(1,422,188	)		—		—			437,046,949
MFS Research International Fund		(144,906	)		—		—			605,519,039
Total	$	(3,202,411	)	$	—	$	—		$	1,732,206,225

3

MFS International Growth Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par	Value ($)
Common Stocks – 97.7%
Alcoholic Beverages – 2.8%
Companhia de Bebidas das Americas, ADR	172,920	$	12,894,641
Pernod Ricard S.A.	248,245		19,349,405
		$	32,244,046
Apparel Manufacturers – 6.5%
Compagnie Financiere Richemont S.A.	502,741	$	13,683,063
Li & Fung Ltd.	4,981,200		16,549,478
LVMH Moet Hennessy Louis Vuitton S.A.	355,960		34,032,173
Swatch Group Ltd.	56,333		12,134,817
		$	76,399,531
Broadcasting – 3.2%
Grupo Televisa S.A., ADR	686,270	$	11,996,000
WPP Group PLC	2,992,900		25,158,238
		$	37,154,238
Brokerage & Asset Managers – 5.5%
Aberdeen Asset Management PLC	3,339,750	$	7,481,244
Daiwa Securities Group, Inc.	2,027,000		12,504,009
Deutsche Boerse AG	209,370		15,983,130
ICAP PLC	1,035,230		7,181,719
IG Group Holdings PLC	1,353,069		7,699,049
Julius Baer Holding Ltd.	264,336		13,442,718
		$	64,291,869
Business Services – 4.0%
Accenture Ltd., “A” (s)	461,450	$	15,227,850
Capita Group PLC	467,603		5,170,857
Infosys Technologies Ltd., ADR	296,390		12,812,940
Intertek Group PLC	715,380		14,037,200
		$	47,248,847
Computer Software – 1.1%
SAP AG	253,290	$	12,367,743
Computer Software - Systems – 2.2%
Acer, Inc.	5,725,450	$	13,045,395
Canon, Inc.	346,600		13,297,818
		$	26,343,213
Consumer Products – 5.3%
AmorePacific Corp.	10,660	$	6,213,852
Beiersdorf AG	174,320		8,846,638
Hengan International Group Co. Ltd.	1,092,000		6,044,397
Natura Cosmeticos S.A.	420,550		6,803,507
Reckitt Benckiser Group PLC	482,050		22,327,056
Uni-Charm Corp.	127,000		11,382,912
		$	61,618,362
Electrical Equipment – 2.1%
Keyence Corp.	36,400	$	7,690,747
Schneider Electric S.A.	188,090		17,338,218
		$	25,028,965
Electronics – 5.0%
ARM Holdings PLC	4,553,570	$	9,682,351
Hirose Electric Co. Ltd.	73,100		9,026,534
Hoya Corp.	441,600		9,966,255
Samsung Electronics Co. Ltd.	20,400		12,593,803
Taiwan Semiconductor Manufacturing Co. Ltd., ADR	1,570,225		16,801,408
		$	58,070,351

1

MFS International Growth Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Energy - Independent – 2.5%
INPEX Corp.	3,569	$	29,150,349
Energy - Integrated – 4.9%
OAO Gazprom, ADR	1,144,730	$	23,813,562
Petroleo Brasileiro S.A., ADR	347,160		13,761,422
TOTAL S.A.	352,990		20,226,667
		$	57,801,651
Food & Beverages – 5.5%
Coca-Cola Hellenic Bottling Co. S.A.	254,532	$	5,874,840
Groupe Danone	314,620		17,107,909
Nestle S.A.	998,449		41,469,248
		$	64,451,997
Food & Drug Stores – 2.5%
Dairy Farm International Holdings Ltd.	1,709,400	$	9,743,580
Lawson, Inc.	174,800		7,570,596
Tesco PLC	1,920,659		11,753,413
		$	29,067,589
Major Banks – 2.7%
HSBC Holdings PLC	2,006,290	$	21,951,743
Standard Chartered PLC	426,643		9,695,974
		$	31,647,717
Medical & Health Technology & Services – 0.5%
SSL International PLC	597,800	$	5,403,874
Medical Equipment – 2.3%
Sonova Holding AG	115,470	$	11,046,474
Synthes, Inc.	139,190		16,286,374
		$	27,332,848
Metals & Mining – 2.7%
BHP Billiton PLC	1,203,060	$	31,567,853
Network & Telecom – 2.6%
NICE Systems Ltd., ADR (a)	263,960	$	7,396,159
Nokia Oyj	1,677,830		23,331,758
		$	30,727,917
Oil Services – 1.5%
Saipem S.p.A.	642,940	$	17,208,481
Other Banks & Diversified Financials – 8.6%
Aeon Credit Service Co. Ltd.	878,100	$	9,927,579
Bancolombia S.A., ADR	175,760		6,246,510
Bank of Cyprus Public Co. Ltd.	1,607,600		11,154,526
Bank Rakyat Indonesia	15,053,500		11,349,861
China Construction Bank	12,617,000		9,523,247
Credicorp Ltd.	89,090		6,362,808
Housing Development Finance Corp. Ltd.	419,583		21,263,598
UBS AG (a)	1,378,605		25,439,552
		$	101,267,681
Pharmaceuticals – 8.5%
Bayer AG	231,020	$	14,184,872
Hisamitsu Pharmaceutical Co., Inc.	206,800		7,978,635
Merck KGaA	152,930		13,866,951
Novo Nordisk A/S, “B”	189,025		11,522,696
Roche Holding AG	199,570		31,719,361
Santen, Inc.	266,600		8,967,845

2

MFS International Growth Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Pharmaceuticals – continued
Teva Pharmaceutical Industries Ltd., ADR	229,210	$	11,804,315
		$	100,044,675
Printing & Publishing – 1.2%
Reed Elsevier PLC	1,956,820	$	14,239,666
Specialty Chemicals – 6.2%
Akzo Nobel N.V.	297,860	$	16,869,104
L’Air Liquide S.A.	128,577		13,723,212
Linde AG	167,430		16,825,930
Shin-Etsu Chemical Co. Ltd.	221,400		13,086,513
Symrise AG	711,079		11,753,709
		$	72,258,468
Specialty Stores – 1.4%
Esprit Holdings Ltd.	1,154,600	$	7,024,030
Industria de Diseno Textil S.A.	164,430		8,948,187
		$	15,972,217
Telecommunications - Wireless – 2.6%
America Movil S.A.B. de C.V., “L”, ADR	430,110	$	19,419,467
Philippine Long Distance Telephone Co.	224,900		11,614,879
		$	31,034,346
Telephone Services – 3.1%
China Unicom Ltd.	12,356,000	$	17,377,107
Telefonica S.A.	766,730		19,334,639
		$	36,711,746
Utilities - Electric Power – 0.7%
CEZ AS	159,300	$	8,320,762
Total Common Stocks		$	1,144,977,002
Money Market Funds (v) – 2.6%
MFS Institutional Money Market Portfolio, 0.2%, at Net Asset Value	30,391,870	$	30,391,870
Total Investments		$	1,175,368,872
Other Assets, Less Liabilities – (0.3)%			(3,076,632	)
Net Assets – 100.0%		$	1,172,292,240

(a) Non-income producing security.

(s) Security or a portion of the security was pledged to cover collateral requirements for securities sold short. At August 31, 2009, the value of security pledged amounted to $165,000. At August 31, 2009, the fund had no short sales outstanding.

(v) Underlying fund that is available only to investment companies managed by MFS. The rate quoted is the annualized seven-day yield of the fund at period end.

The following abbreviations are used in this report and are defined:

ADR	American Depository Receipt
PLC	Public Limited Company

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

3

MFS International Growth Fund

Supplemental Information (Unaudited) 8/31/09

(1) Investment Valuations

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at value	Level 1		Level 2		Level 3		Total
Equity Securities:
United Kingdom	$	65,122,039	$	128,228,197	$	—	$	193,350,236
Switzerland		165,221,606		—		—		165,221,606
Japan		140,549,793		—		—		140,549,793
France		121,777,584		—		—		121,777,584
Germany		93,828,973		—		—		93,828,973
India		34,076,538		—		—		34,076,538
Brazil		33,459,574		—		—		33,459,574
Hong Kong		33,317,087		—		—		33,317,087
China		32,944,752		—		—		32,944,752
Other Countries		272,637,297		23,813,562		—		296,450,859
Mutual Funds		30,391,870		—		—		30,391,870
Total Investments	$	1,023,327,113	$	152,041,759	$	—	$	1,175,368,872

Country disclosure is based on the country of domicile. For further information regarding security characteristics, see the Portfolio of Investments.

4

MFS International Growth Fund

Supplemental Information (Unaudited) 8/31/09 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	1,086,106,175
Gross unrealized appreciation	$	114,272,746
Gross unrealized depreciation		(25,010,049	)
Net unrealized appreciation (depreciation)	$	89,262,697

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount		Acquisitions Shares/Par Amount		Dispositions Shares/Par Amount			Ending Shares/Par Amount
MFS Institutional Money Market Portfolio		27,142,501		94,507,057		(91,257,688	)		30,391,870
Underlying Funds	Realized Gain (Loss)		Capital Gain Distributions		Dividend Income			Ending Value
MFS Institutional Money Market Portfolio	$	—	$	—	$	13,853		$	30,391,870

(4) Country Weightings

Country weighting percentages of portfolio holdings based on total net assets and the valuation currency of each security, as of August 31, 2009, are as follows:

United Kingdom	16.5	%
Switzerland	14.1	%
Japan	12.0	%
France	10.4	%
Germany	8.0	%
India	2.9	%
Brazil	2.9	%
Hong Kong	2.8	%
China	2.8	%
Other Countries	27.6	%

5

MFS International Value Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par	Value ($)
Common Stocks – 94.8%
Aerospace – 1.3%
Cobham PLC	6,950,010	$	22,780,721
Alcoholic Beverages – 2.7%
Heineken N.V. (l)	1,149,750	$	48,533,627
Apparel Manufacturers – 1.0%
Compagnie Financiere Richemont S.A.	487,617	$	13,271,434
Sanyo Shokai Ltd.	1,386,900		4,665,231
		$	17,936,665
Broadcasting – 3.3%
Fuji Television Network, Inc.	6,866	$	10,787,847
Nippon Television Network Corp.	78,300		9,887,426
Vivendi S.A.	827,003		23,557,691
WPP Group PLC	1,754,797		14,750,777
		$	58,983,741
Brokerage & Asset Managers – 1.8%
Daiwa Securities Group, Inc.	4,371,000	$	26,963,503
Van Lanschot N.V.	82,575		4,261,661
		$	31,225,164
Business Services – 3.1%
Bunzl PLC	1,321,340	$	12,589,910
Nomura Research, Inc.	681,100		16,249,780
USS Co. Ltd.	420,710		26,495,009
		$	55,334,699
Chemicals – 1.0%
Givaudan S.A.	25,538	$	18,353,403
Computer Software - Systems – 2.7%
Fujitsu Ltd.	2,320,000	$	15,607,953
Konica Minolta Holdings, Inc.	1,966,500		18,597,743
Venture Corp. Ltd.	2,323,500		13,883,435
		$	48,089,131
Conglomerates – 0.1%
Tomkins PLC	374,773	$	1,080,725
Construction – 1.8%
CRH PLC	280,462	$	7,197,055
Geberit AG	165,108		25,400,031
		$	32,597,086
Consumer Products – 5.6%
Henkel KGaA, IPS	651,091	$	25,724,603
Kao Corp.	2,114,400		53,626,910
KOSE Corp.	826,700		19,945,637
		$	99,297,150
Containers – 1.4%
Brambles Ltd.	2,307,020	$	14,487,706
Smurfit Kappa Group PLC	1,326,908		10,443,376
		$	24,931,082
Electrical Equipment – 3.2%
Legrand S.A.	888,930	$	21,817,204
OMRON Corp.	771,400		13,156,494
Spectris PLC	1,917,620		21,732,289
		$	56,705,987
Electronics – 2.4%
Samsung Electronics Co. Ltd.	43,179	$	26,656,265

1

MFS International Value Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Electronics – continued
Taiwan Semiconductor Manufacturing Co. Ltd., ADR	1,438,723	$	15,394,336
		$	42,050,601
Energy - Independent – 0.5%
INPEX Corp.	1,165	$	9,515,314
Energy - Integrated – 4.4%
Royal Dutch Shell PLC, “A”	1,216,840	$	33,688,526
TOTAL S.A.	770,004		44,121,970
		$	77,810,496
Food & Beverages – 3.4%
Binggrae Co. Ltd.	69,640	$	2,341,965
Nestle S.A.	1,249,805		51,908,985
Nong Shim Co. Ltd.	37,104		7,041,115
		$	61,292,065
Forest & Paper Products – 0.3%
UPM-Kymmene Corp.	499,980	$	6,006,541
General Merchandise – 0.3%
Daiei, Inc. (a)	1,052,800	$	4,672,825
Insurance – 6.9%
AEGON N.V.	1,115,480	$	8,400,342
Allianz SE	70,560		8,155,097
Aviva PLC	2,209,860		14,467,618
Catlin Group Ltd.	1,499,487		8,104,425
Euler Hermes	88,971		5,983,312
Hiscox Ltd.	1,619,251		8,846,607
ING Groep N.V. (a)	1,054,462		15,940,623
Jardine Lloyd Thompson Group PLC	2,023,107		15,813,647
Muenchener Ruckvers AG	104,280		15,552,041
Zurich Financial Services Ltd.	97,068		21,331,309
		$	122,595,021
Leisure & Toys – 0.8%
NAMCO BANDAI Holdings, Inc.	612,600	$	6,504,555
Sankyo Co. Ltd.	129,600		8,161,805
		$	14,666,360
Machinery & Tools – 1.8%
Assa Abloy AB, “B”	1,231,030	$	19,714,604
Glory Ltd.	574,700		12,846,599
		$	32,561,203
Major Banks – 5.2%
Credit Agricole S.A.	972,699	$	18,016,431
HSBC Holdings PLC	3,466,830		37,932,184
Sumitomo Mitsui Financial Group, Inc.	554,800		23,909,167
UniCredito Italiano S.p.A. (a)	3,592,419		13,016,851
		$	92,874,633
Medical Equipment – 1.6%
Smith & Nephew PLC	2,340,528	$	19,893,194
Synthes, Inc.	74,060		8,665,628
		$	28,558,822
Network & Telecom – 1.2%
Nokia Oyj	1,587,610	$	22,077,166
Other Banks & Diversified Financials – 4.3%
Anglo Irish Bank Corp. PLC (a)	851,990	$	0

2

MFS International Value Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Other Banks & Diversified Financials – continued
Bangkok Bank Public Co. Ltd.	2,242,300	$	7,285,332
Chiba Bank Ltd.	1,086,000		6,839,291
Dah Sing Financial Holdings Ltd.	1,383,200		7,424,230
DNB Holding A.S.A. (a)	1,342,700		13,722,423
Hachijuni Bank Ltd.	1,099,000		6,306,996
Joyo Bank Ltd.	1,106,000		5,657,775
Sapporo Hokuyo Holdings, Inc.	1,282,500		4,658,624
Siam City Bank Public Co. Ltd.	18,106,200		11,499,380
SNS REAAL Groep N.V. (a)	710,540		5,474,116
Unione di Banche Italiane ScpA	510,370		7,711,760
		$	76,579,927
Pharmaceuticals – 9.7%
Daiichi Sankyo Co. Ltd.	607,600	$	12,961,698
GlaxoSmithKline PLC	2,142,070		41,950,843
Hisamitsu Pharmaceutical Co., Inc.	104,600		4,035,615
Merck KGaA	233,970		21,215,266
Roche Holding AG	294,780		46,851,897
Sanofi-Aventis	674,580		45,762,102
		$	172,777,421
Printing & Publishing – 1.4%
Reed Elsevier PLC	1,959,444	$	14,258,761
Wolters Kluwer N.V.	586,300		11,607,571
		$	25,866,332
Real Estate – 0.3%
Deutsche Wohnen AG (a)	352,200	$	6,240,733
Specialty Chemicals – 1.1%
Shin-Etsu Chemical Co. Ltd.	201,100	$	11,886,620
Symrise AG	492,116		8,134,382
		$	20,021,002
Specialty Stores – 0.4%
Esprit Holdings Ltd.	1,096,100	$	6,668,144
Telecommunications - Wireless – 6.3%
America Movil S.A.B. de C.V., “L”, ADR	232,610	$	10,502,342
KDDI Corp.	7,765		44,144,922
SmarTone Telecommunications Holdings Ltd.	4,410,500		3,340,404
Vodafone Group PLC	24,914,189		53,705,015
		$	111,692,683
Telephone Services – 4.7%
China Unicom Ltd.	5,466,000	$	7,687,218
Royal KPN N.V.	2,367,641		36,352,400
Telefonica S.A.	1,278,200		32,232,384
Virgin Media, Inc.	644,030		7,361,263
		$	83,633,265
Tobacco – 3.7%
British American Tobacco PLC	1,223,600	$	37,205,120
Japan Tobacco, Inc.	8,028		23,285,945
Swedish Match AB	285,750		5,499,477
		$	65,990,542
Trucking – 3.8%
TNT N.V.	1,463,342	$	36,103,930
Yamato Holdings Co. Ltd.	1,940,000		32,107,469
		$	68,211,399

3

MFS International Value Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09 - continued

Issuer	Shares/Par	Value ($)
Common Stocks – continued
Utilities - Electric Power – 1.3%
E.ON AG	557,036	$	23,565,694
Total Common Stocks		$	1,691,777,370
Money Market Funds (v) – 7.5%
MFS Institutional Money Market Portfolio, 0.20%, at Net Asset Value	133,858,761	$	133,858,761
Collateral for Securities Loaned – 2.1%
Navigator Securities Lending Prime Portfolio, at Net Asset Value	36,390,772	$	36,390,772
Total Investments		$	1,862,026,903
Other Assets, Less Liabilities – (4.4)%			(77,798,759	)
Net Assets – 100.0%		$	1,784,228,144

(a) Non-income producing security.

(l) All or a portion of this security is on loan.

(v) Underlying fund that is available only to investment companies managed by MFS. The rate quoted is the annualized seven- day yield of the fund at period end.

The following abbreviations are used in this report and are defined:

ADR	American Depository Receipt
IPS	International Preference Stock
PLC	Public Limited Company

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

4

MFS International Value Fund

Supplemental Information (Unaudited) 8/31/09

(1) Investment Valuations

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at Value	Level 1		Level 2		Level 3		Total
Equity Securities:
Japan	$	433,478,756	$	—	$	—	$	433,478,756
United Kingdom		102,246,132		256,553,961		—		358,800,093
Switzerland		185,782,688		—		—		185,782,688
Netherlands		166,674,354		—		—		166,674,354
France		159,258,792		—		—		159,258,792
Germany		108,587,871		—		—		108,587,871
South Korea		36,039,344		—		—		36,039,344
Spain		32,232,400		—		—		32,232,400
Finland		28,083,721		—		—		28,083,721
Other Countries		171,339,971		11,499,380		—		182,839,351
Mutual Funds		170,249,533		—		—		170,249,533
Total Investments	$	1,593,973,562	$	268,053,341	$	—	$	1,862,026,903

Country disclosure is based on the country of domicile. For further information regarding security characteristics, see the Portfolio of Investments.

5

MFS International Value Fund

Supplemental Information (Unaudited) 8/31/09 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	1,669,497,544
Gross unrealized appreciation	$	239,400,303
Gross unrealized depreciation		(46,870,944	)
Net unrealized appreciation (depreciation)	$	192,529,359

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount		Acquisitions Shares/Par Amount		Dispositions Shares/Par Amount			Ending Shares/Par Amount
MFS Institutional Money Market Portfolio		39,560,595		272,301,764		(178,003,598	)		133,858,761
Underlying Funds	Realized Gain (Loss)		Capital Gain Distributions		Dividend Income			Ending Value
MFS Institutional Money Market Portfolio	$	—	$	—	$	32,128		$	133,858,761

(4) Country Weightings

Country weighting percentages of portfolio holdings based on total net assets and the valuation currency of each security, as of August 31, 2009, are as follows:

Japan	24.3	%
United Kingdom	20.1	%
Switzerland	10.4	%
Netherlands	9.4	%
France	8.9	%
Germany	6.1	%
South Korea	2.0	%
Spain	1.8	%
Finland	1.6	%
Other Countries	15.4	%

6

MFS Moderate Allocation Fund

PORTFOLIO OF INVESTMENTS (Unaudited) 8/31/09

Issuer	Shares/Par		Value ($)
Mutual Funds – 100.0%
MFS Core Growth Fund - Class I		10,850,936	$	158,532,176
MFS Diversified Target Return Fund - Class I		2,069,185		17,588,071
MFS Emerging Markets Debt Fund - Class I		6,567,033		87,801,231
MFS Global Real Estate Fund - Class I (a)		2,268,290		39,332,141
MFS Government Securities Fund - Class I		16,450,790		165,823,960
MFS High Income Fund - Class I		30,165,807		89,894,105
MFS Inflation-Adjusted Bond Fund - Class I		8,473,358		83,038,911
MFS International Growth Fund - Class I		2,645,020		55,783,463
MFS International New Discovery Fund - Class I		1,121,386		18,715,937
MFS International Value Fund - Class I		2,478,177		56,576,792
MFS Mid Cap Growth Fund - Class I (a)		19,845,237		128,200,230
MFS Mid Cap Value Fund - Class I		13,813,016		130,809,261
MFS New Discovery Fund - Class I (a)		3,345,174		56,566,889
MFS Research Bond Fund - Class I		26,660,686		262,074,543
MFS Research Fund - Class I		8,093,359		164,861,731
MFS Research International Fund - Class I		8,361,252		112,375,229
MFS Value Fund - Class I		8,322,402		162,120,386
Total Mutual Funds			$	1,790,095,056
Repurchase Agreements – 0.0%
Goldman Sachs, 0.2%, dated 08/31/09, due 09/01/09, total to be received $82,000.46
(secured by U.S. Treasury and Federal Agency obligations and Mortgage Backed securities valued at $83,640 in a jointly traded account)	$	82,000	$	82,000
Total Investments			$	1,790,177,056
Other Assets, Less Liabilities – 0.0%				769,812
Net Assets – 100.0%			$	1,790,946,868

(a) Non-income producing security.

See attached supplemental information. For more information see notes to financial statements as disclosed in the most recent semiannual or annual report.

1

MFS Moderate Allocation Fund

Supplemental Information (Unaudited) 8/31/09

(1) Investment Valuations

Open-end investment companies (underlying funds) are generally valued at their net asset value per share. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. The investments of underlying funds managed by the adviser are valued as described below. For purposes of this policy disclosure, “fund” refers to the underlying fund in which the fund of fund invests.

Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price as provided by a third-party pricing service on the market or exchange on which they are primarily traded. For securities for which there were no sales reported that day, equity securities are generally valued at the last quoted daily bid quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. For securities held short for which there were no sales reported for that day, the position is generally valued at the last quoted daily ask quotation as provided by a third-party pricing service on the market or exchange on which such securities are primarily traded. Debt instruments and floating rate loans (other than short-term instruments), including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less generally are valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price as provided by a third-party pricing service on the exchange on which such options are primarily traded. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation as provided by a third-party pricing service on the exchange on which such options are primarily traded. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued using an external pricing model that uses market data from a third-party source. Futures contracts are generally valued at last posted settlement price as provided by a third-party pricing service on the market on which they are primarily traded. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation as provided by a third-party pricing service on the market on which such futures contracts are primarily traded. Forward foreign currency contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swaps are generally valued at valuations provided by a third-party pricing service. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. Values obtained from third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.

The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halting of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur on a frequent basis after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material affect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.

Various inputs are used in determining the value of the fund’s assets or liabilities carried at market value. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser’s own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments not reflected in total investments, such as futures, forwards, swap contracts, and written options. The following is a summary of the levels used as of August 31, 2009 in valuing the fund’s assets or liabilities carried at market value:

Investments at Value	Level 1		Level 2		Level 3		Total
Short Term Securities	$	—	$	82,000	$	—	$	82,000
Mutual Funds		1,790,095,056		—		—		1,790,095,056
Total Investments	$	1,790,095,056	$	82,000	$	—	$	1,790,177,056

For further information regarding security characteristics, see the Portfolio of Investments.

2

MFS Moderate Allocation Fund

Supplemental Information (Unaudited) 8/31/09 - continued

(2) Portfolio Securities

The cost and unrealized appreciation and depreciation in the value of the investments owned by the fund, as computed on a federal income tax basis, are as follows:

Aggregate Cost	$	1,701,005,853
Gross unrealized appreciation	$	107,380,273
Gross unrealized depreciation		(18,209,070	)
Net unrealized appreciation (depreciation)	$	89,171,203

The aggregate cost above includes prior fiscal year end tax adjustments.

(3) Transactions in Underlying Funds-Affiliated Issuers

An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the fund assumes the following to be affiliated issuers:

Underlying Funds	Beginning Shares/Par Amount	Acquisitions Shares/Par Amount	Dispositions Shares/Par Amount		Ending Shares/Par Amount
MFS Core Growth Fund	10,787,005	73,433	(9,502	)	10,850,936
MFS Diversified Target Return Fund	2,054,306	14,886	(7	)	2,069,185
MFS Emerging Markets Debt Fund	6,441,668	155,724	(30,359	)	6,567,033
MFS Global Real Estate Fund	2,389,160	—	(120,870	)	2,268,290
MFS Government Securities Fund	15,551,878	898,912	—		16,450,790
MFS High Income Fund	30,393,999	683,192	(911,384	)	30,165,807
MFS Inflation-Adjusted Bond Fund	8,066,409	406,949	—		8,473,358
MFS International Growth Fund	2,781,422	—	(136,402	)	2,645,020
MFS International New Discovery Fund	1,190,897	—	(69,511	)	1,121,386
MFS International Value Fund	2,592,871	—	(114,694	)	2,478,177
MFS Mid Cap Growth Fund	20,101,136	36,434	(292,333	)	19,845,237
MFS Mid Cap Value Fund	14,012,907	19,471	(219,362	)	13,813,016
MFS New Discovery Fund	3,510,456	4,366	(169,648	)	3,345,174
MFS Research Bond Fund	26,031,472	759,019	(129,805	)	26,660,686
MFS Research Fund	8,161,294	11,565	(79,500	)	8,093,359
MFS Research International Fund	8,790,495	—	(429,243	)	8,361,252
MFS Value Fund	8,370,833	48,343	(96,774	)	8,322,402

3

MFS Moderate Allocation Fund

Supplemental Information (Unaudited) 8/31/09 - continued

Transactions in Underlying Funds-Affiliated Issuers - continued

Underlying Funds	Realized Gain (Loss)			Capital Gain Distributions		Dividend Income		Ending Value
MFS Core Growth Fund	$	(53,528	)	$	—	$	—	$	158,532,176
MFS Diversified Target Return Fund		—			—		—		17,588,071
MFS Emerging Markets Debt Fund		(57	)		—		1,332,093		87,801,231
MFS Global Real Estate Fund		484,592			—		—		39,332,141
MFS Government Securities Fund		—			—		1,689,089		165,823,960
MFS High Income Fund		(971,159	)		—		1,949,559		89,894,105
MFS Inflation-Adjusted Bond Fund		—			—		523,627		83,038,911
MFS International Growth Fund		707,842			—		—		55,783,463
MFS International New Discovery Fund		307,753			—		—		18,715,937
MFS International Value Fund		646,173			—		—		56,576,792
MFS Mid Cap Growth Fund		(734,413	)		—		—		128,200,230
MFS Mid Cap Value Fund		(991,703	)		—		—		130,809,261
MFS New Discovery Fund		512,441			—		—		56,566,889
MFS Research Bond Fund		(90,938	)		—		3,506,945		262,074,543
MFS Research Fund		(293,638	)		—		—		164,861,731
MFS Research International Fund		(826,466	)				—		112,375,229
MFS Value Fund		(642,664	)		—		823,925		162,120,386
	$	(1,945,765	)	$	—	$	9,825,238	$	1,790,095,056

4

ITEM 2. CONTROLS AND PROCEDURES.

(a) Based upon their evaluation of the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as conducted within 90 days of the filing date of this Form N-Q, the registrant’s principal financial officer and principal executive officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b) There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 3. EXHIBITS.

File as exhibits as part of this Form a separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2): Attached hereto.

Notice

A copy of the Amended and Restated Declaration of Trust, as amended, of the Registrant is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and the obligations of or arising out of this instrument are not binding upon any of the Trustees or shareholders individually, but are binding only upon the assets and property of the respective constituent series of the Registrant.

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.

Registrant: MFS SERIES TRUST X

By (Signature and Title)*	MARIA F. DWYER
	Maria F. Dwyer, President

Date: October 16, 2009

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 (Signature and Title)*	MARIA F. DWYER
	Maria F. Dwyer, President (Principal Executive Officer)

Date: October 16, 2009

By (Signature and Title)*	JOHN M. CORCORAN
	John M. Corcoran, Treasurer (Principal Financial Officer and Accounting Officer)

Date: October 16, 2009

* Print name and title of each signing officer under his or her signature.

EX-99.CERT

EX-99.CERT

MFS SERIES TRUST X

CERTIFICATION

I, John M. Corcoran, certify that:

1. I have reviewed this report on Form N-Q of MFS Series Trust X;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 16, 2009	JOHN M. CORCORAN
	John M. Corcoran
	Treasurer (Principal Financial Officer and Accounting Officer)

EX-99.CERT

MFS SERIES TRUST X

CERTIFICATION

I, Maria F. Dwyer, certify that:

1. I have reviewed this report on Form N-Q of MFS Series Trust X;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 16, 2009	MARIA F. DWYER
	Maria F. Dwyer
	President (Principal Executive Officer)