Mercer Funds

N-CSR 1 d519249dncsr.htm MERCER FUNDS Mercer Funds

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number:

811-21732

Mercer Funds

(Exact Name of Registrant as Specified in Charter)

99 High Street

Boston, MA 02110

(Address of Principal Executive Offices) (Zip Code)

Scott M. Zoltowski, Esq.

Mercer Investment Management, Inc.

99 High Street

Boston, MA 02110

(Name and Address of Agent for Service)

Registrant’s Telephone Number, including Area Code:

(617) 747-9500

Date of Fiscal Year End: March 31, 2013

Date of Reporting Period: March 31, 2013

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

LOGO

Mercer Funds^™

Annual Report

Mercer US Large Cap Growth Equity Fund

Mercer US Large Cap Value Equity Fund

Mercer US Small/Mid Cap Growth Equity Fund

Mercer US Small/Mid Cap Value Equity Fund

Mercer Non-US Core Equity Fund

Mercer Core Opportunistic Fixed Income Fund

Mercer Emerging Markets Equity Fund

Mercer Global Low Volatility Equity Fund

Mercer US Short Maturity Fixed Income Fund

This report has been prepared for Mercer Funds shareholders. It is not authorized for distribution to prospective investors unless accompanied or preceded by a current Mercer Funds prospectus. The prospectus contains more complete information about the Funds’ investment objectives, risks, and expenses. Investors are reminded to read the prospectus carefully before investing.

March 31, 2013

MERCER FUNDS

TABLE OF CONTENTS


		Page

Management’s Discussion of Fund Performance		1

Schedules of Investments		27

Statements of Assets and Liabilities		160

Statements of Operations		164

Statements of Changes in Net Assets		167

Financial Highlights		172

Notes to the Financial Statements		181

Report of Independent Registered Public Accounting Firm		215

Additional Information		216

Understanding Your Fund’s Expenses		222

Trustees and Officers		225

Mercer US Large Cap Growth Equity Fund

Investment Objective and Benchmark

The investment objective of the Fund is long-term total return, which includes capital appreciation and income. The benchmark for the Fund is the Russell 1000^® Growth Index.

Investment Strategy

The Fund invests principally in equity securities issued by large capitalization U.S. companies. The companies will generally have higher earnings and/or revenue growth histories or expectations relative to the Russell 1000^® Growth Index.

Performance

For the fiscal year ended March 31, 2013, the Fund’s Y-3 share class performance was 6.03% compared to its benchmark return of 10.09%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed four sub-advisors, Atlanta Capital Management Company, LLC (Atlanta), Neuberger Berman Management LLC( Neuberger Berman), Sands Capital Management, LLC (Sands) and Winslow Capital Management, LLC (Winslow). Atlanta manages its allocated portion of the Fund using high quality securities as a key part of their selection criteria. The firm seeks companies that have a demonstrated history of consistent growth (typically greater than 8%) and earnings stability. Neuberger Berman uses a fundamental process to identify companies with accelerating earnings while seeking to avoid those companies with decelerating earnings. Sands manages a concentrated portfolio using a fundamental, bottom-up approach to identify leading companies in various industries. Winslow manages a portfolio of securities across a range of market capitalizations, earnings growth, market valuations and industry sectors.

Market Commentary and Fund Performance

For the Fund’s fiscal year, the market, as measured by the S&P 500 Index, rose 14.0% continuing the rise which started in March 2009. The now four-year bull market has brought returns of 114% for the four-year period ending March 2013. For the prior fiscal year, it was split into distinct periods as economic news impacted investor’s views regarding which type of investments were most attractive. The fiscal year began with negative returns in the first fiscal quarter as the market digested a European debt crisis and the resulting global slowdown. Investors favored defensive type of equities and the perceived lower risk of U.S. treasuries. The fiscal year was marked by reassurance from the world’s central banks that they would do whatever was necessary to improve global economic growth, including an unprecedented conditional commitment from the U.S. Federal Reserve to maintain low interest rates until unemployment falls below 6.5% or the inflation rate exceeds 2.5%. These commitments coupled with an improving U.S. economic outlook initiated the latter half of the fiscal year in the equity markets. While economic news was mixed over the fiscal year, there was continued and modest growth in nonfarm payrolls, a falling unemployment rate and an improved housing outlook. Growth expectations notched higher and this helped advance the U.S. equity market. Increased expectations were tempered by concerns over the ability of the two major political parties to settle issues regarding the federal budget — issues that must bridge deep philosophical differences. For the full fiscal year, large cap growth stocks, as measured by the Russell 1000^® Growth Index provided the weakest returns among major indices rising 10.1%, while the Russell 1000^® Value Index gained 18.8%. In addition defensive type stocks outperformed on the year and this is evident in sector performance as telecom, health care and consumer staples sectors outperformed. The Federal Reserve’s decision to keep interest rates lower for the foreseeable future has made riskier assets more attractive and despite some downturns during the period in reaction to poor economic news, the US equity markets have been trending upward.

Within the Russell 1000^® Growth Index, the best performing sectors for the fiscal year were health care, telecommunications services, and energy, posting gains of 26.0%, 21.6%, and 20.2% respectively. Nine of ten sectors generated positive returns, with information technology the only sector posting a negative result for the year.

The Mercer Large Cap Growth Equity Fund underperformed the Russell 1000^® Growth Index during this fiscal year. This was a difficult market environment for growth portfolios generally; defensive type stocks outperformed the broad market. On a sector attribution basis, the primary driver of the Fund’s underperformance was stock selection in the consumer

Mercer US Large Cap Growth Equity Fund

discretionary sector. Notable detractors in the sector included Netflix, Coach and priceline.com, which all posted declines for the Fund. At March 31, 2013 the Fund no longer held Netflix. The timing of the Fund’s purchase and sale of its Netflix holding was an additional source of underperformance for the Fund. A significant underweight to media companies in the consumer discretionary sector (0.9% vs. 3.7%) hampered relative results for the fiscal year and cost the Fund 55 basis points in return. Good stock selection in the information technology and materials sectors was not enough to offset underperformance in other sectors of the portfolio.

The Winslow portion of the Fund underperformed the Russell 1000^® Growth Index for the fiscal year. Stock selection in the consumer discretionary and financials sectors were areas of weakness. Winslow was able to add value over the benchmark in the materials and health care sectors. The Sands portion of the Fund underperformed the Index, hurt by stock selection in the consumer discretionary sector and a zero weight in the consumer staples sector. Good stock selection in the information technology sector was a positive contributor to Sand’s performance. Atlanta underperformed the benchmark and was hurt by information technology holding Acme Packet and a lack of exposure to the holding Visa, a strongly performing and large index weight holding. At March 31, 2013 the Fund no longer held Acme. Good stock selection in the materials and health care sectors was a positive contributor. Neuberger Berman underperformed the benchmark for the fiscal year. Overall, this more defensively positioned sub-advisor added value in sector weighting decisions, but was hurt by stock selection in the consumer sectors.

Risk Considerations

The Fund invests in growth stocks which may be particularly sensitive to market conditions. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub-advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer US Large Cap Growth Equity Shares vs. the

Russell 1000^® Growth Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer US Large Cap Growth Equity Fund¹ Class Y-3 shares versus the Russell 1000^® Growth Index from August 15, 2005, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

The table and graph assume reinvestment of dividends and capital gains, but do not reflect a deduction of taxes an investor might pay on fund distributions or upon redemption of fund shares. Performance shown reflects a fee waiver and/or expense reimbursement. Without this waiver/reimbursement, returns would have been lower.

The data quoted represents past performance and does not guarantee future results. Current performance of the Fund may be lower or higher than the performance quoted. Please call 1-866-658-9896 for the Fund’s most recent month-end performance. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than when purchased.

Mercer US Large Cap Value Equity Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide long-term total return, which includes capital appreciation and income. The benchmark for the Fund is the Russell 1000^® Value Index.

Investment Strategy

The Fund invests principally in equity securities issued by large capitalization U.S. companies that are considered undervalued based on the stocks’ intrinsic values relative to their current market prices.

Performance

For the fiscal year ended March 31, 2013, the Fund’s Y-3 share class performance was 16.71% compared to its benchmark return of 18.77%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed four sub-advisors, Brandywine Global Investment Management, LLC (Brandywine), The Boston Company Asset Management, LLC (TBCAM), Robeco Investment Management, Inc. (Robeco), and O’Shaughnessy Asset Management, LLC (O’Shaughnessy). Brandywine seeks to build portfolios comprised of companies whose valuations are below the market but whose earnings growth prospects are equal or better than the market. The firm favors industry leaders with strong competitive positions and reasonable growth expectations given the team’s view of industry and overall economic conditions. TBCAM’s investment process is driven by bottom-up, fundamental security selection and uses a combination of traditional valuation measures and the identification of improving business momentum in their stock selection. Robeco’s process begins with a quantitative analysis that provides a statistical ranking of the investment universe based on valuation, momentum, and fundamental factors. The firm then applies fundamental analysis to those securities that includes validation of the quantitative analysis and fundamental research, including an in-depth review of the issuer’s financials. O’Shaughnessy uses quantitative models in seeking to find the most attractive companies on a shareholder yield basis. This is a combination of dividend yield and share buybacks.

Market Commentary and Fund Performance

For the Fund’s fiscal year, the market, as measured by the S&P 500 Index rose 14.0% continuing the rise which started in March 2009. The now four-year bull market has brought returns of 114% for the four-year period ending March 2013. For the prior fiscal year, it was split into distinct periods as economic news impacted investor’s views regarding which type of investments were most attractive. The fiscal year began with negative returns in the first fiscal quarter as the market digested a European debt crisis and the resulting global slowdown. Investors favored defensive type of equities and the perceived lower risk of U.S. treasuries. The fiscal year was marked by reassurance from the world’s central banks that they would do whatever was necessary to improve global economic growth, including an unprecedented conditional commitment from the U.S. Federal Reserve to maintain low interest rates until unemployment falls below 6.5% or the inflation rate exceeds 2.5%. These commitments coupled with an improving U.S. economic outlook initiated in the latter half of the fiscal year in the equity markets. While economic news was mixed over the fiscal year, there was continued and modest growth in nonfarm payrolls, a falling unemployment rate and an improved housing outlook. Growth expectations notched higher and this helped advance the U.S. equity market. Increased expectations were tempered by concerns over the ability of the two major political parties to settle issues regarding the federal budget — issues that must bridge deep philosophical differences. For the full fiscal year, large cap growth stocks, as measured by the Russell 1000^® Growth Index provided the weakest returns among major indices rising 10.1%, while the Russell 1000^® Value Index gained 18.8%. In addition defensive type stocks outperformed on the year and this is evident in sector performance as telecom, health care and consumer staples sectors outperformed. The Federal Reserve’s decision to keep interest rates lower for the foreseeable future has made riskier assets more attractive and despite some downturns during the period in reaction to poor economic news, the US equity markets have been trending upward.

Within the Russell 1000^® Value Index, the best performing sectors for the fiscal year were consumer discretionary, consumer staples and telecommunication services, posting gains of 30.1%, 26.2%, and 24.3%, respectively. All ten sectors generated positive returns, with materials, energy and information technology lagging the other sectors for the year. These latter sectors posted returns of 4.9%, 8.2% and 10.6%, respectively.

Mercer US Large Cap Value Equity Fund

The Mercer Large Cap Value Equity Fund underperformed the Russell 1000^® Value Index during the fiscal period. The primary driver of underperformance was stock selection in the telecommunication services, information technology and health care sectors. Within the telecommunication services sector, exposure to out-of-benchmark holdings Koninklijke, Vodafone and France Telecom was a significant detractor, costing the portfolio 79 basis points in relative results. Technology holdings Marvel, Qualcomm and Cisco were a drag on relative results over the period. The overweight to health care holdings Humana and Aetna while an underweight to the holding Bristol-Myers was a notable detractor in the health care sector. At March 31, 2013 the Fund no longer held Vodafone and Marvel. An overweight position in the consumer discretionary sector and good stock selection in the financials and energy sectors contributed positively to results.

Robeco’s underperformance relative to the index for the fiscal year and on a sector attribution basis, was due in large part to sector weighting decisions. The underweight positions to the telecommunication services and consumer staples sectors and an overweight position to the tech sector were all large detractors for the period. Good stock selection in the materials sectors was a modest positive contribution to the Fund’s performance for the fiscal year. O’Shaughnessy underperformed the Index for the fiscal year. Despite strong stock selection in the financials sector, which contributed positively to O’Shaughnessy’s performance, their broader investment mandate and stock selection in telecoms detracted from performance. Brandywine also underperformed for the fiscal year, and like Robeco, was primarily hurt by sector weighting decisions. Overall, stock selection added value. TBCAM outperformed the benchmark for the fiscal year. TBCAM’s outperformance was primarily driven by stock selection in the energy and consumer discretionary sectors. Stock selection in the tech sector was a detractor.

Risk Considerations

Value investing involves the risk that an investment made in undervalued securities may not appreciate in value as anticipated or remain undervalued for long periods of time. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub-advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer US Large Cap Value Equity Shares vs. the

Russell 1000^® Value Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer US Large Cap Value Equity Fund¹ Class Y-3 shares versus the Russell 1000^® Value Index from August 15, 2005, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

Mercer US Small/Mid Cap Growth Equity Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide long-term total return, comprised primarily of capital appreciation. The benchmark for the Fund is the Russell 2500^® Growth Index.

Investment Strategy

The Fund invests principally in equity securities issued by small-to-medium capitalization U.S. companies. The companies will generally have higher earnings and/or revenue growth histories or expectations relative to the Russell 2500^® Growth Index.

Performance

For the fiscal year ended March 31, 2013, the Fund’s Y-3 share class performance was 12.11% compared to its benchmark return of 13.69%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed four sub-advisors, Delaware Management Company (Delaware), Goldman Sachs Asset Management, L.P. (GSAM), Palisade Capital Management, L.L.C. (Palisade), and Westfield Capital Management Company, L.P. (Westfield). Delaware uses a bottom-up fundamental process in seeking to find companies with attractive business models that generate strong free cash flow. They also believe in a concentrated portfolio and will typically hold approximately 25 to 30 holdings. GSAM bases investment decisions on the identification of high-quality business franchises it believes that are strategically positioned for long-term growth. The firm seeks to invest in companies that meet its criteria for a high-quality growth investment, which include dominant market share, established brand name, pricing power, and recurring revenue streams. Palisade believes companies with strong or improving prospects for growth generate superior returns. Palisade believes that (1) fundamental research is the basis for identifying superior businesses, (2) long term investment success is the result of owning fundamentally strong and dynamic companies trading at a discount to their growth rates, (3) indentifying a dynamic of change before it appears in consensus estimates leads to superior returns, and (4) management plays a significant role in the success of a company. Westfield employs a fundamental, bottom-up approach which seeks to identify reasonably priced stocks with high earnings growth potential.

Market Commentary and Fund Performance

Mercer US Small/Mid Cap Growth Equity Fund

Within the Russell 2500^® Growth Index, the best performing sectors for the fiscal year were industrials, financials and consumer staples posting gains of 22.1%, 20.9%, and 17.2%, respectively. Lagging sectors for the fiscal year were information technology, energy and consumer discretionary, posting returns of 1.8%, 8.1%, and 11.2%, respectively.

The Mercer US Small/Mid Cap Growth Equity Fund underperformed the Russell 2500^® Growth Index for the period. The primary driver of underperformance was stock selection in the industrials sector. Notable detractors in this sector included Expeditors International, Ritchie Brothers, Kennametal and Ryder Systems, costing the portfolio 85 basis points in relative results. A lack of exposure to airline stocks was an additional and significant detractor for the period. Good stock selection in the energy and telecommunications sectors was a positive contributor for the fiscal year.

Delaware underperformed the index for the period. Because Delaware manages a concentrated and high tracking error portfolio with a long term investment horizon, performance can vary significantly from year to year, as was the case from prior fiscal year to the current fiscal year. The primary areas of underperformance were in the industrials, consumer discretionary and tech sectors. Good stock selection in the telecommunication services sector helped to offset some of the underperformance in other sectors. GSAM outperformed the index during the period. Strong stock selection in the tech, telecommunication services and consumer discretionary sectors boosted results for the period. In particular, stock selection among semiconductors, wireless telecommunications services and specialty retail stocks positively contributed to results. An underweight position and poor stock selection in the industrials sector detracted from results. Palisade underperformed for the period. Stock selection in the industrials and tech sectors was a significant detractor. In the tech sector, a significant overweight and stock selection among software industry stocks was a large detractor. A number of acquisitions in the portfolio boosted results. Westfield outperformed for the period. The primary driver of outperformance for the period was stock selection in the energy and consumer discretionary sectors. Stock selection in the health care and industrials sectors detracted from results.

Risk Considerations

The Fund invests in growth stocks which may be particularly sensitive to market conditions. Investments made in small and mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer US Small/Mid Cap Growth Equity Shares vs. the

Russell 2500^® Growth Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer US Small/Mid Cap Growth Equity Fund¹ Class Y-3 shares versus the Russell 2500^® Growth Index from August 15, 2005, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

Mercer US Small/Mid Cap Value Equity Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide long-term total return, comprised primarily of capital appreciation. The benchmark for the Fund is the Russell 2500^® Value Index.

Investment Strategy

The Fund invests principally in equity securities issued by small-to-medium sized capitalization U.S. companies. Generally, the Fund invests in stocks that appear to be undervalued based on the stocks’ intrinsic values relative to their current market prices.

Performance

For the fiscal year ended March 31, 2013, the Fund’s Y-3 share class performance was 16.51% compared to its benchmark return of 21.17%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed four sub-advisors, AQR Capital Management, LLC (AQR), NWQ Investment Management Company, LLC (NWQ), Systematic Financial Management, L.P. (Systematic), and River Road Asset Management, LLC (River Road). AQR’s investment philosophy combines concepts of value and momentum into a quantitative process blended with traditional factors as inputs and weightings partially determined through qualitative analysis. NWQ uses bottom-up fundamental analysis to identify undervalued companies where catalysts for improved valuation exist. The firm seeks stocks that are mispriced or neglected by Wall Street with attractive risk/reward characteristics. Systematic’s investment philosophy is predicated on its belief that stock prices are a reflection of consensus earnings estimates, and as revisions to those estimates rise or fall, stock prices will move accordingly. Systematic applies a strategic combination of qualitative and quantitative research seeking to identify high-quality, attractively valued small and medium-sized companies exhibiting a confirmed catalyst for stock price appreciation. River Road believes inefficiencies can be captured in smaller capitalization and out-of-favor companies and in those securities with little analyst coverage. Through bottom-up, fundamental research, the team seeks companies with attractive, sustainable returns that are financially strong and trade at compelling valuations.

Market Commentary and Fund Performance

Mercer US Small/Mid Cap Value Equity Fund

Within the Russell 2500^® Value Index, the best performing sectors were consumer staples, consumer discretionary and health care with gains of 37.2%, 29.5%, and 26.5%, respectively. Lagging sectors included telecommunication services, and information technology, which posted returns of -3.1%, -3.5%, and -6.3%, respectively.

The Mercer Small/Mid Cap Value Equity Fund underperformed the Russell 2500^® Value Index for the fiscal year. Stock selection in the consumer discretionary and health care sectors was the primary driver of underperformance for the period. In the consumer discretionary sector, notable detractors included the holdings Big Lots, Career Education, Ascena Retail and Express. At March 31, 2013 the Fund no longer held Express. In the health care sector, stock selection among health care providers cost the portfolio 84 basis points in relative results and was the leading industry detractor in that sector. Good stock selection in the financials and telecommunications sectors helped to offset underperformance in other sectors.

AQR, a manager with a quantitative strategy combining elements of valuation and momentum, underperformed the index. The strategy underperformed primarily due to implementation of a long/short model portfolio into a long only portfolio. AQR’s sector weighting decisions offset some of the underperformance on the year. NWQ underperformed the benchmark, with the strategy lagging in the tech and consumer discretionary sectors. In the tech sector, underperformance was largely due to significant overweights to underperforming semiconductor and electronic equipment industries. A lack of exposure to homebuilders in the consumer discretionary sector was an additional detractor. Stock selection in the financials sector helped relative results. River Road outperformed for the period, posting strong relative results in the financials and tech sectors. In tech, underweighting those same underperforming semiconductor and electronic equipment industries, was a boost to relative results. Stock selection in the consumer discretionary sector detracted from results. Systematic posted strong absolute returns but lagged the benchmark for the period. Stock selection in the consumer sectors was a significant detractor for the period. In the consumer discretionary sector, the holding Herbalife was a notable detractor, costing the portfolio 94 basis points in relative results. At March 31, 2013 the Fund no longer held Herbalife. Good stock selection in the materials sector was a positive contributor.

Risk Considerations

Value investing involves the risk that an investment made in undervalued securities may not appreciate in value as anticipated or remain undervalued for long periods of time. Investments made in small and mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer US Small/Mid Cap Value Equity Shares vs. the

Russell 2500^® Value Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer US Small/Mid Cap Value Equity Fund¹ Class Y-3 shares versus the Russell 2500^® Value Index from August 15, 2005, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

Mercer Non-US Core Equity Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide long-term total return, which includes capital appreciation and income. The benchmark for the Fund is the MSCI EAFE Index.

Investment Strategy

The Fund invests principally in equity securities issued by non-U.S. companies of any capitalization, located in the world’s developed and emerging capital markets.

Performance

For the fiscal year ended March 31, 2013, the Fund’s Y-3 share class performance was 11.53% compared to its benchmark return of 11.25%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed four sub-advisors, Arrowstreet Capital, Limited Partnership (Arrowstreet), Echo Point Investment Management, LLC (Echo Point), Lingohr & Partner North America, Inc. (Lingohr) and Massachusetts Financial Services Company (MFS). The Fund was reduced from six managers to four managers in September, 2012 when the dedicated emerging markets managers, Lazard Asset Management (Lazard) and William Blair & Company L.L.C. (William Blair) were removed from the Fund.

Arrowstreet employs a quantitative investment approach, focusing on developing and exploiting proprietary signals. Arrowstreet’s proprietary investment process measures the direct effects on stocks, as well as the indirect effects on countries, global sectors, country/sector interactions, and expanded linkages of inter-related companies. Arrowstreet constructs portfolios with an integrated alpha forecast, while simultaneously estimating risk and transaction costs, to create optimized portfolios. Echo Point manages a growth portfolio, which focuses on attractively valued stocks that are identified as being high quality and exhibiting strong growth characteristics. This strategy invests opportunistically in emerging markets. Lingohr manages a value portfolio, which consists of undervalued stocks identified through the firm’s disciplined, systematic, quantitative investment approach. Stock selection includes a fundamental qualitative overlay through the portfolio management team. This strategy invests opportunistically in emerging markets. MFS manages a value portfolio, which focuses on stocks whose long-term value they believe is not adequately reflected in the stock price. This strategy invests opportunistically in emerging markets.

Market Commentary and Fund Performance

International equity markets were influenced by the on-going sovereign debt crisis in Europe and uncertainty over China growth during the 12 month period ending March 31, 2013. The one year period was defined by two divergent markets. During the second quarter of 2012, concerns over the European crisis and the decelerating US economy resurfaced leading to the selloff of risky assets. News that the Eurozone had officially reentered a recession during the first quarter of 2012 fueled the market selloff. In addition, the French election, although the results were not a surprise, concerned investors due to the potential disruption of established austerity policies and increased tensions with Germany. In addition, the periphery countries remained in focus as Spain’s third largest bank, Bankia, was bailed out. Contributing to the global uncertainty was China’s government warning that their growth expectations for 2012 had fallen to 7.5% from the original 7.9% expectation.

However, over the subsequent 9-month period ending March 31, 2013, the markets stabilized as positive economic and fiscal news buoyed a market rally, posting a 19.8% return, after selling off -7.2% over the previous 3 months. During the third quarter of 2012, the world’s central bankers helped stem investors’ concerns about slowing economic growth and the potential of a Eurozone breakup with accommodative monetary policy. Europe rebounded during the third quarter spurred by the market’s positive reaction to the European Central Bank’s (“ECB”) bond-buying program which reduced the risk of sovereign default. Rounding out 2012, the market continued to rally into the fourth quarter supported by policy measures taken by the ECB and signs of China stabilization.

Mercer Non-US Core Equity Fund

announcements. In addition, stabilization in Europe and signs that China growth may be recovering supported global equities. Over the rest of the quarter, however, uncertainty resurfaced again regarding stability in Europe particularly the Italian election results and the voter’s failure to endorse the fiscal austerity program. In addition, the banking crisis in Cyprus, fueled an increase in volatility during the second half of the quarter. The market proved resilient and held their gains and returned 5.2% for the first quarter of 2013. The MSCI EAFE Index posted a solid gain of 11.25% for the 12-month period ending March 31, 2013.

In this environment, the Mercer Non-US Core Equity Fund outperformed the MSCI EAFE Index by 0.28% for the 12-month period ending March 31, 2013. The Fund’s bias to quality in terms of investing in companies with sustainable levels of profitability and positive exposures to defensive sectors were the primary drivers of outperformance. In addition, favorable security selection in energy, information technology and materials contributed positively to performance. From a country perspective, positive selection in China, Japan, Germany, and the United Kingdom contributed positively to performance. Somewhat offsetting positive performance was negative country, sector and selection decisions. In particular, an underweight to Australia, an overweight to Italy and an overweight to emerging markets, such as Brazil and China detracted from performance. From a sector perspective, an underweight to the outperforming financials sector and an overweight to the underperforming information technology sector were detractors from performance. In addition, security selection was negative in consumer staples and consumer discretionary.

In aggregate, performance of the Fund’s sub-advisors was positive, with three of the four sub-advisors outperforming. MFS led all sub-advisors, by outperforming the index by 5.29%, as their style of focusing on undervalued, high quality businesses did well over the past year. Performance was driven by both sector and security selection decisions. Security selection was particularly strong in information technology, industrials and materials. Sector allocations were driven by underweighting industrials and materials in favor of overweighting consumer staples. From a regional perspective, selection in the Asia Pacific and Western Europe regions contributed positively to performance. Slightly offsetting the positive performance was the decision to overweight the poor performing telecommunication sector and negative security selection in the information technology sector. Another strong contributor for the year was Arrowstreet. Arrowstreet outperformed from a sector perspective as a result of positive contributors from sector allocations and selection. Sector allocations were positive as a result of overweighting health care and underweighting energy, materials and utilities. Selection was strong in consumer discretionary, energy, health care, industrials, and telecommunication services. From a regional perspective, most of the value-add was driven by positions in Western Europe (France, Germany, Spain, Sweden, and the United Kingdom). In addition, positions in Asia Pacific, led by Australia and Japan also added value. Slightly offsetting the positive performance was the decision to overweight the information technology sector and negative security selection within the sector. Echo Point also added value over the past year driven by positive selection in financials, information technology and telecommunication services. From a regional perspective, the majority of value-add was driven by selection in Europe, particularly in Germany and the United Kingdom. Slightly offsetting the positive performance was negative selection within the industrials sector. The primary detractor for the past year was Lingohr. Lingohr detracted from performance due to sector allocation and selection decisions. Sector allocations were hurt by underweighting consumer staples, financials and health care in favor of overweighting materials and consumer discretionary. Selection was particularly difficult in telecommunication services, consumer staples and industrials. From a regional perspective, most of the underperformance was due to the Emerging Market non-benchmark exposure. Slightly offsetting the negative performance was positive selection in the industrials sector.

Risk Considerations

The Fund invests in foreign and emerging market securities which involves certain risks such as currency volatility, political and social instability and reduced market liquidity. Emerging markets may be more volatile and less liquid than more developed markets and therefore may involve greater risks. Investments made in small and mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub-advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer Non-US Core Equity Shares vs. the

MSCI EAFE Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer Non-US Core Equity Fund¹ Class Y-3 shares versus the MSCI EAFE Index from August 18, 2006, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

Mercer Core Opportunistic Fixed Income Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide total return, consisting of both current income and capital appreciation. The benchmark for the Fund is the Barclays U.S. Aggregate Bond^TM Index.

Investment Strategy

The Fund invests principally in investment grade fixed income securities, including government securities and corporate bonds. The Fund may also invest in non-investment grade bonds, non-U.S. dollar denominated bonds, bonds issued by issuers located in emerging capital markets, and certain derivative instruments.

Performance

For the fiscal year ended March 31, 2013, the Fund’s Y-3 share class performance was 6.15% compared to its benchmark return of 3.77%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed four sub-advisors, Dodge & Cox, Western Asset Management Company (WAMCO), Pacific Investment Management Company LLC (PIMCO), and MacKay Shields LLC. Dodge & Cox manages its allocated portion of the Fund with an extended investment horizon supported by fundamental research and a strict valuation discipline. Their process emphasizes security-level research and individual security and sector selection to build a high-average-quality portfolio that seeks incremental yield versus the broad market. WAMCO manages its allocated portion of the Fund using a diversified, tightly controlled, value-oriented portfolio. The firm’s management style emphasizes the use of multiple strategies and active sector rotation and issue selection, while constraining overall interest rate risk relative to the benchmark. PIMCO manages its allocated portion of the Fund using a blend of long-range macro-economic forecasts with shorter-term, bottom-up security selection focused on valuation. The firm uses sector rotation and duration targeting as primary drivers of performance within a disciplined, risk-controlled approach. MacKay Shields manages its allocated portion of the Fund using a philosophy which is centered on the belief that the best risk-adjusted returns and, ultimately, the best absolute returns, are generated by a strategy of yield capture and error avoidance. This research process is focused on avoiding securities that have uncompensated risk.

Market Commentary and Fund Performance

Although there was frequent volatility and reversals of investor sentiment during the one-year period ending March 31, 2013, the general trend over the trailing twelve months was favorable for fixed income investors. U.S. Treasury rates fell moderately for the period, with the 10-year Treasury dropping 36 basis points (2.21% at March 31, 2012 versus 1.85% at March 31, 2013) and the 30-year Treasury dropping slightly less at 25 basis points (3.35% at March 31, 2012 versus 3.10% at March 31, 2013), but with sizable moves over short time periods and a wide trading range overall (nearly 100 basis points from high to low for the 10-year Treasury). The calendar pattern in recent years — strong starts followed by mid-year sell-offs and risk aversion, migrating back towards risk seeking in the closing months — continued to hold for 2012. After a big move upwards in risk assets to start the year, the second calendar quarter brought renewed market focus on challenges in the Euro-zone as well as deteriorating U.S. economic data, to the point where 10-year Treasury rates touched below 1.40% (a measure 60 basis points lower than the lowest level seen in the 2008 Global Financial Crisis). Later, despite mixed U.S. economic data and slowing global economic activity, market sentiment improved due largely to efforts by the European Central Bank and Federal Reserve to support economic growth and foster market confidence. Notable “interventions” and actions included extending Operation Twist, announcing Quantitative Easing III, and moving away from rate/date guidance towards inflation and employment targets. This improved sentiment, in addition to strong corporate fundamentals and improving news from Europe, drove a credit sector rally to end the year. Favorable market technicals were also present, with investor appetite for new issuance offering (any) yield relative to near-zero money markets and ultra-low Treasury yields. Not even the tightly contested U.S. presidential election, fiscal cliff/sequester discussions, and headline-making in Italy and Cyprus toward the end of the period could derail non-Treasury bond spreads from moving lower. Although market performance was positive, it was somewhat of a unsettled twelve-month period for investors given a slowly improving U.S. economy that appears to be balancing support for shorter-term risks with the need to prepare for longer-term prosperity.

Mercer Core Opportunistic Fixed Income Fund

Given a downward trend in both the U.S. Treasury curve (rates lower) and credit spreads (buyers pushing up prices for riskier assets) over the twelve months ending March 31, 2013, absolute returns in fixed income were relatively strong. Spread sectors (non-Treasury) provided healthy returns for the fiscal period in absolute terms and in relation to similar-duration Treasuries (excess returns), led by a double-digit return in the high yield sector. The Fund’s return was positive in both absolute terms and in relation to the Barclays U.S. Aggregate Bond Index for the period. The Fund benefited from its strategic overweight to spread sectors including an allocation to high yield that was the top performing sub-sector for the trailing twelve months. The Fund underweight to lower yielding US Treasuries in the form of a shorter duration stance or term structure bias (favoring certain maturities over others) relative to the index was detrimental to performance at times.

The risk posture of each sub-advisor correlated with their respective performance results. PIMCO’s relatively defensive top-down positioning was particularly helpful during periods of condensed risk-aversion but not detrimental during spread rallies. WAMCO’s more aggressive spread sector allocation provided returns well ahead of the Fund’s benchmark, while Dodge & Cox’s bias towards corporate credit and avoidance of government exposure most benefited the Fund after the June/July market shift. Although MacKay slightly trailed its sector benchmark, the high yield market itself greatly outperformed broad market fixed income, prompting MacKay to easily surpass the Fund’s benchmark. Strategic and/or tactical underweights to lower yielding US Treasuries in the form of a shorter duration stance or term structure bias (favoring certain maturities over others), relative to benchmarks was detrimental to sub-advisor performance at times.

Risk Considerations

The Fund is subject to the same risks as the underlying bonds in the portfolio such as credit, prepayment, call and interest rate risk. As interest rates rise the value of bond prices will decline. The Fund may invest in more aggressive investments such as foreign securities which may expose the Fund to currency and exchange rate fluctuations, derivatives (futures, options, swaps) and high yield debt (also known as junk bonds) all of which may cause greater volatility and less liquidity. Derivatives may be more sensitive to changes in market conditions and may amplify risks. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub-advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer Core Opportunistic Fixed Income Shares vs. the

Barclays U.S. Aggregate Bond^™ Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer Core Opportunistic Fixed Income Fund¹ Class Y-3 shares versus the Barclays US Aggregate Bond^™ Index from August 15, 2005, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

Mercer Emerging Markets Equity Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide long-term total return, which includes capital appreciation and income. The benchmark for the Fund is the MSCI Emerging Markets Index.

Investment Strategy

The Fund invests principally in equity securities of large, medium and small capitalization companies, located in emerging markets, other investments that are tied economically to emerging markets, as well as in American, European and Global Depository receipts.

Performance*

Since inception of May 1, 2012, the Fund’s Y-3 share class performance was 5.64% compared to its benchmark return of 3.19%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed three sub-advisors, AQR Capital Management, LLC (AQR), Kleinwort Benson Investors International Ltd. (KBI) and Vontobel Asset Management, Inc. (Vontobel). AQR employs a quantitative investment approach focused on sourcing alpha from currency, country and security selection models. AQR’s proprietary investment process uses systematic factors, such as value, momentum, quality factors within the alpha models. AQR constructs portfolios with an integrated alpha forecast, while simultaneously estimating risk and transaction costs, to create optimized portfolios. KBI manages a systematic process focusing on quality firms growing their dividend yield. The portfolio construction process uses sector and region constraints to minimize uncompensated risks to ensure the majority of risk is associated with the alpha model. Vontobel uses a fundamental process to identify high quality, sustainable growth companies in businesses with high barrier to entry. Vontobel’s risk management process focused on capital preservation and manages risk in absolute terms.

Market Commentary and Fund Performance

Emerging equity markets were influenced by the on-going sovereign debt crisis in Europe and uncertainty over China growth during the 11 month period ending March 31, 2013. The period was defined by two divergent markets. During the second quarter of 2012, concerns over the European crisis and the decelerating US economy resurfaced leading to the selloff of risky assets. News that the Eurozone had officially reentered a recession during the first quarter fueled the market sell-off. In addition, the French election, although the results were not a surprise, concerned investors due to the potential disruption of established austerity policies and increased tensions with Germany. In addition, the periphery countries remained in focus as Spain’s third largest bank, Bankia, was bailed out. Contributing to the global uncertainty was China’s government warning that their growth expectations for 2012 had fallen to 7.5% from the original 7.9% expectation.

However, over the subsequent 9-month period ending March 31, 2013, the markets stabilized as positive economic and fiscal news buoyed a market rally, posting a 12.3% return, after selling off -6.6% over the previous 2 months. During the third quarter of 2012, the world’s central bankers helped stem investors’ concerns about slowing economic growth and the potential of a Eurozone breakup with accommodative monetary policy. Europe rebounded during the third quarter spurred by the market’s positive reaction to the European Credit Bank’s (“ECB”) bond-buying program which reduced the risk of sovereign default. Rounding out 2012, the market continued to rally into the fourth quarter supported by policy measures taken by the ECB and signs of China stabilization.

*	The Fund commenced operations on May 1, 2012.

Mercer Emerging Markets Equity Fund

strict requirements for an EU bailout fueled an increase in volatility during the second half of the quarter. The market struggled to gain a footing and returned -1.62% for the first quarter of 2013. The MSCI Emerging Market Index posted a solid gain of 3.19% for the 11-month period ending March 31, 2013.

In this environment, the Mercer Emerging Markets Equity Fund outperformed the MSCI Emerging Markets Index by +2.45% for the 11-month period ending March 31, 2013. The Fund’s bias to quality in terms of investing in companies with sustainable levels of profitability and positive exposures to defensive sectors were the primary drivers of outperformance. The primary sector allocations adding value included overweighting consumer staples and underweighting energy, financials and materials. In addition, favorable security selection in consumer discretionary, consumer staples and industrials contributed positively to performance. From a country perspective, positive selection in Mexico, Malaysia and South Korea contributed positively to performance. Offsetting some of the positives for the Fund was negative security selection in financials and information technology.

In aggregate, performance of the Fund’s sub-advisors was positive, with all three sub-advisors outperforming. Vontobel was the strongest contributor, as their style of focusing on high quality, sustainable growth businesses did well over the past year. Performance was driven by both sector and selection decisions. Security selection was particularly strong in consumer staples and industrials. Sector allocations were driven by underweighting energy and materials in favor of overweighting consumer staples. From a regional perspective, selection in the Asia Pacific and Latin America regions contributed positively to performance. Slightly offsetting some of the positives for Vontobel was negative security selection in information technology and utilities. KBI added value primarily due to selection in consumer staples, energy, information technology, and telecommunication services. From a regional perspective, regional allocations drove performance, with an overweight to Asia Pacific (China and Taiwan) adding value. Detracting from KBI’s performance was negative security selection in the consumer staples and financial sectors. AQR also contributed positively, with a combination of currency, country and security selection adding value. Positive security selection contribution was driven by consumer staples, energy, financials, and industrials.

Risk Considerations

The Fund invests in emerging market securities which involves certain risks such as currency volatility, political and social instability and reduced market liquidity. Emerging markets may be more volatile and less liquid than more developed markets and therefore may involve greater risks. Investments made in small and mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. The Fund may invest in more aggressive investments such as derivatives (futures, options, swaps) all of which may cause greater volatility and less liquidity. Derivatives are more sensitive to changes in market conditions and may amplify risks. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer Emerging Markets Equity Shares vs. the

MSCI Emerging Markets Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer Emerging Markets Equity Fund Class Y-3 shares versus the MSCI Emerging Markets Index from May 1, 2012, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

Mercer Global Low Volatility Equity Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide long-term total return, which includes capital appreciation and income. The benchmark for the Fund is the MSCI World Index.

Investment Strategy

The Fund invests principally in equity securities of U.S. and foreign issuers, of large, medium and small capitalization companies.

Performance*

Since inception of November 6, 2012, the Fund’s Y-3 share class performance was up 12.13% compared to its benchmark return of 11.00%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed three sub-advisors, Acadian Asset Management LLC (Acadian), MFG Asset Management (MFG) and First Eagle Investment Management, LLC (First Eagle). Acadian’s process uses both risk analysis and alpha forecasts to create the portfolio. The process uses a risk model to determine the systematic risk and the level of volatility of each stock in the investible universe. Once a stock’s risk is determined, the manager uses their alpha model as an overlay to determine the optimal mix of securities. The alpha model consists of five alpha categories including value, growth, risk, macroeconomic, and technical factors. MFG screens the universe of investible global stocks to identify companies which MFG believes have demonstrable and sustainable competitive advantages, which are then evaluated using MFG’s key quality criteria: economic moat; business risk; agency risk; and re-investment potential. The manager then incorporates “dual-lens” valuation using both long-term intrinsic value and three-year forecast total shareholder returns using MFG’s proprietary forecasts. Portfolio construction is determined by each stock’s ranking based on the qualitative assessment of the key criteria, the quantitative assessment driven by valuation, and detailed macroeconomic research within a robust risk management framework. From time to time, MFG may hold up to 20% in cash if warranted by their assessment of the macro environment. First Eagle can be broadly characterized as value in approach, looking to identify companies selling at a discount to intrinsic value with the goal being to avoid permanent impairment of capital (as opposed to temporary losses in share value relating to shifting investor sentiment or other normal share price volatility). The primary valuation measure is enterprise value to normalized earnings before interest and taxes, although other metrics can be applied depending on the company or industry. If stocks are deemed too expensive, based on their bottom up valuation analysis, cash or bonds will be held instead up to 20%. In addition, a gold exposure is maintained (both through gold backed exchange traded funds and the equities of gold mining companies), with the view that it is a potential portfolio hedge.

Market Commentary and Fund Performance

Global equity markets were influenced by the on-going sovereign debt crisis in Europe and uncertainty over China growth during the 5-month period ending March 31, 2013. The market rallied late in the 4^th quarter, led by Europe and Asia, supported by policy measures taken by the ECB and signs of China stabilization.

For 2013, the market forged ahead in January supported again by positive macro news. Positive news out of the U.S. sparked the market rally, particularly the news on the fiscal cliff resolution, an extension of the U.S. Debt ceiling and positive earnings announcements. In addition, stabilization in Europe and signs that China growth may be recovering supported global equities. Over the rest of the quarter, however, uncertainty resurfaced again regarding stability in Europe particularly the Italian election results and the voter’s failure to endorse the fiscal austerity program. In addition, the banking crisis in Cyprus and strict requirements for an EU bailout fueled an increase in volatility during the second half of the quarter. The market proved resilient and held their gains and returned 5.1% for the first quarter of 2013. The MSCI World Index posted a solid gain of 11.00% for the 5-month period ending March 31, 2013.

^*	The Fund commenced operations on November 6, 2012.

Mercer Global Low Volatility Equity Fund

In this environment, the Mercer Global Low Volatility Equity Fund outperformed the MSCI World Index by +1.13% for the 5-month period ending March 31, 2013. The Fund’s bias to lower market volatility with a high quality bias versus the broad index was rewarded over this time period. The majority of positive relative performance was during the first quarter of 2013, as more conservative positioning was rewarded. The defensive sector allocations such as overweight positions in consumer staples and utilities and underweighting the more cyclical areas of the market such as energy, financials, industrials, and materials added value. In addition, favorable security selection in consumer staples, financials and information technology contributed positively to performance. From a country perspective, positive selection in the United States, France and the United Kingdom contributed positively to performance. Offsetting some of the positives was a cash allocation that averaged approximately 9% in the Fund since inception.

In aggregate, performance of the Fund’s sub-advisors was positive, with two of the three sub-advisors outperforming. Acadian was a positive contributor as performance was driven by sector decisions. Sector allocations were driven by underweighting energy, information technology and materials and overweighting consumer staples. From a regional perspective, selection in the Asia Pacific region (ex-Japan), as well as North America and European regions, contributed positively to performance. Detracting from performance included the underweight to the outperforming consumer discretionary sector and negative security selection in the financials sector. MFG contributed positively to performance as performance was driven by both sector and security selection decisions. Security selection was strong in consumer discretionary and financials. Sector allocations were driven by overweighting consumer staples and underweighting materials. From a regional perspective, selection in North America and Western Europe contributed positively. First Eagle lagged since inception, with the majority of underperformance driven by a strategic allocation to gold and a tactical allocation to cash which both underperformed during the equity market rally over this time period. Offsetting some of the negative performance was positive security selection in financials and industrials.

Risk Considerations

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer Global Low Volatility Equity Shares vs. the

MSCI World Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer Global Low Volatility Equity Fund Class Y-3 shares versus the MSCI World Index from November 6, 2012, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares owned less than 30 days.

Mercer US Short Maturity Fixed Income Fund

Investment Objective and Benchmark

The investment objective of the Fund is to provide safety of principal and a moderate level of income. The benchmark for the Fund is the Barclays Government/Credit 1-3 Year Bond Index.

Investment Strategy

The Fund invests principally in investment grade fixed income securities of U.S. issuers, including government securities and corporate bonds. Generally, the Fund maintains an average dollar-weighted portfolio maturity of one to three years.

Performance

For the fiscal year ended March 31, 2013, the Fund’s Y-3 share class performance was 1.14% compared to its benchmark return of 1.10%. Performance for the Fund is reported net of operating expenses while the benchmark returns do not include expenses of any kind as indexes are unmanaged.

The Sub-Advisors

As of March 31, 2013, the Fund employed one sub-advisor, J.P. Morgan Investment Management Inc. (JP Morgan). JP Morgan manages the Fund using a bottom-up, relative value perspective, seeking to identify bonds that are high quality and offer inexpensive cash flows. The process is driven largely by security selection, seeking bonds that are undervalued.

Market Commentary and Fund Performance

Risk Considerations

The Fund is subject to the same risks as the underlying bonds in the portfolio such as credit, prepayment, call and interest rate risk. As interest rates rise the value of bond prices will decline. The Fund may experience high portfolio turnover which may result in higher costs and capital gains. The Fund’s volatility may be amplified by its ability to select sub- advisors to allocate assets.

Mercer Funds

March 31, 2013

Comparison of Change in Value of a $10,000 Investment in

Mercer US Short Maturity Fixed Income Shares vs. the

Barclays Government/Credit 1-3 Year Bond Index

As of March 31, 2013

LOGO

This graph shows the performance of the Mercer US Short Maturity Fixed Income Fund¹ Class Y-3 shares versus the Barclays Government/Credit 1-3 Year Bond Index from August 22, 2005, which is the inception date of the Fund, through March 31, 2013. The performance of other classes, when launched, will vary from the performance of the class shown based on the difference in fees and expenses paid by shareholders investing in different share classes. The Fund may charge a 2% redemption fee on shares held less than 30 days.

Mercer US Large Cap Growth Equity Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		COMMON STOCKS — 97.8%

		Aerospace & Defense — 1.0%

	25,807	Boeing Co. (The)		2,215,532
	27,050	United Technologies Corp.		2,527,281

				4,742,813


		Agriculture — 3.4%

	111,072	Monsanto Co.		11,732,535
	43,989	Philip Morris International, Inc.		4,078,220

				15,810,755


		Airlines — 0.2%

	62,000	Delta Air Lines, Inc.*		1,023,620


		Apparel — 1.7%

	33,214	Coach, Inc.		1,660,368
	70,369	NIKE, Inc. Class B		4,152,474
	11,800	Ralph Lauren Corp.		1,997,858

				7,810,700


		Auto Parts & Equipment — 0.4%

	22,700	BorgWarner, Inc.*		1,755,618


		Banks — 0.8%

	96,544	Wells Fargo & Co.		3,571,163


		Beverages — 2.1%

	26,701	Anheuser-Busch InBev NV, ADR		2,658,085
	175,566	Coca-Cola Co. (The)		7,099,889

				9,757,974


		Biotechnology — 4.6%

	32,400	Alexion Pharmaceuticals, Inc.*		2,985,336
	21,900	Amgen, Inc.		2,244,969
	38,936	Biogen Idec, Inc.*		7,511,144
	26,900	Celgene Corp.*		3,117,979
	24,997	Illumina, Inc.* ‡		1,349,838
	6,769	Regeneron Pharmaceuticals, Inc.*		1,194,051
	50,998	Vertex Pharmaceuticals, Inc.*		2,803,870

				21,207,187


		Chemicals — 2.1%

	23,412	Agrium, Inc.‡		2,282,670
	43,824	Ecolab, Inc.		3,513,808
	24,300	Praxair, Inc.		2,710,422
	8,667	Sherwin-Williams Co. (The)		1,463,770

				9,970,670


		See accompanying Notes to the Financial Statements.			27

Mercer US Large Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Commercial Services — 3.6%

	27,430	ADT Corp. (The)		1,342,424
	3,510	Mastercard, Inc. Class A		1,899,366
	79,200	Visa, Inc. Class A		13,451,328

				16,693,118


		Computers — 7.1%

	40,026	Apple, Inc.		17,716,708
	15,564	Cognizant Technology Solutions Corp. Class A*		1,192,358
	123,510	EMC Corp.*		2,950,654
	39,251	International Business Machines Corp.		8,372,238
	23,435	SanDisk Corp.*		1,288,925
	28,872	Teradata Corp.*		1,689,301

				33,210,184


		Cosmetics & Personal Care — 1.0%

	22,000	Estee Lauder Cos. (The), Inc. Class A		1,408,660
	40,615	Procter & Gamble Co. (The)		3,129,792

				4,538,452


		Distribution & Wholesale — 0.4%

	9,676	Fastenal Co.		496,863
	6,700	W.W. Grainger, Inc.		1,507,366

				2,004,229


		Diversified Financial Services — 2.4%

	20,992	American Express Co.		1,416,120
	5,700	BlackRock, Inc.		1,464,216
	23,400	Citigroup, Inc.		1,035,216
	15,000	Franklin Resources, Inc.		2,262,150
	13,025	Goldman Sachs Group, Inc. (The)		1,916,629
	12,528	IntercontinentalExchange, Inc.*		2,042,941
	16,131	T. Rowe Price Group, Inc.		1,207,728

				11,345,000


		Engineering & Construction — 0.4%

	28,200	Fluor Corp.		1,870,506


		Food — 1.2%

	33,347	Kraft Foods Group, Inc. Class A		1,718,371
	58,508	Mondelez International, Inc. Class A		1,790,930
	47,941	Unilever NV		1,965,581

				5,474,882


		Health Care - Products — 2.8%

	24,200	Covidien Plc		1,641,728
	47,215	Edwards Lifesciences Corp.*		3,879,184
	6,175	Intuitive Surgical, Inc.*		3,033,098
	38,620	Johnson & Johnson		3,148,689


28		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Health Care - Products — continued

	15,584	Varian Medical Systems, Inc.*		1,122,048

				12,824,747


		Health Care - Services — 1.0%

	6,144	DaVita HealthCare Partners, Inc.*		728,617
	24,200	HCA Holdings, Inc.		983,246
	53,127	UnitedHealth Group, Inc.		3,039,396

				4,751,259


		Home Builders — 0.3%

	31,800	Lennar Corp. Class A‡		1,319,064


		Insurance — 0.7%

	59,204	American International Group, Inc.*		2,298,299
	15,935	Aon Plc		980,003

				3,278,302


		Internet — 13.0%

	64,744	Amazon.Com, Inc.*		17,253,629
	13,100	Baidu, Inc., Sponsored ADR*		1,148,870
	60,925	eBay, Inc.*		3,303,353
	25,700	F5 Networks, Inc.*		2,289,356
	226,401	Facebook, Inc. Class A*		5,791,338
	26,485	Google, Inc. Class A*		21,029,885
	2,200	LinkedIn Corp. Class A*		387,332
	13,178	priceline.com, Inc.*		9,065,541
	12,733	Splunk, Inc.*		509,702

				60,779,006


		Iron & Steel — 0.3%

	27,067	Nucor Corp.		1,249,142


		Lodging — 0.9%

	73,800	Las Vegas Sands Corp.		4,158,630


		Machinery - Construction & Mining — 0.2%

	18,735	Joy Global, Inc.		1,115,107


		Media — 2.2%

	37,100	CBS Corp. Class B		1,732,199
	28,179	Comcast Corp. Class A		1,183,800
	22,057	Discovery Communications, Inc. Class A*		1,736,768
	51,900	News Corp. Class A		1,583,988
	494,500	Sirius XM Radio, Inc.		1,523,060
	46,175	Walt Disney Co. (The)		2,622,740

				10,382,555


		Metal Fabricate & Hardware — 1.3%

	31,422	Precision Castparts Corp.		5,958,240


		See accompanying Notes to the Financial Statements.			29

Mercer US Large Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Miscellaneous - Manufacturing — 3.8%

	130,353	Danaher Corp.		8,101,439
	54,793	Eaton Corp. Plc		3,356,071
	183,742	General Electric Co.		4,248,115
	26,976	Honeywell International, Inc.		2,032,642

				17,738,267


		Oil & Gas — 2.3%

	19,600	Cabot Oil & Gas Corp.		1,325,156
	11,128	Occidental Petroleum Corp.		872,101
	54,303	Range Resources Corp.		4,400,715
	70,200	Southwestern Energy Co.*		2,615,652
	53,576	Suncor Energy, Inc.		1,607,816

				10,821,440


		Oil & Gas Services — 3.8%

	63,772	Cameron International Corp.*		4,157,934
	71,900	FMC Technologies, Inc.*		3,910,641
	52,256	National Oilwell Varco, Inc.		3,697,112
	80,178	Schlumberger, Ltd.		6,004,531

				17,770,218


		Pharmaceuticals — 6.2%

	11,500	Abbott Laboratories		406,180
	80,494	Allergan, Inc.		8,985,545
	30,400	BioMarin Pharmaceutical, Inc.*		1,892,704
	55,288	Bristol-Myers Squibb Co.		2,277,313
	70,443	Express Scripts Holding Co.*		4,061,039
	141,935	Gilead Sciences, Inc.*		6,944,880
	30,000	GlaxoSmithKline Plc, Sponsored ADR		1,407,300
	12,910	Perrigo Co.		1,532,804
	52,427	Pfizer, Inc.		1,513,043

				29,020,808


		Pipelines — 0.8%

	92,773	Kinder Morgan, Inc.		3,588,460


		REITS — 0.4%

	24,800	American Tower Corp. REIT		1,907,616


		Retail — 8.7%

	10,842	Bed Bath & Beyond, Inc.*		698,442
	15,558	Chipotle Mexican Grill, Inc.*		5,069,885
	32,239	Costco Wholesale Corp.		3,420,880
	89,514	CVS Caremark Corp.		4,922,375
	43,500	Dollar General Corp.*		2,200,230
	34,842	Family Dollar Stores, Inc.		2,057,420
	30,000	Home Depot, Inc. (The)		2,093,400
	44,665	Lowe’s Cos., Inc.		1,693,697


30		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Retail — continued

	20,810	McDonald’s Corp.		2,074,549
	12,410	O’Reilly Automotive, Inc.*		1,272,646
	35,428	Ross Stores, Inc.		2,147,645
	164,954	Starbucks Corp.		9,395,780
	22,573	Ulta Salon Cosmetics & Fragrance, Inc.*		1,832,250
	21,300	Yum! Brands, Inc.		1,532,322

				40,411,521


		Semiconductors — 3.1%

	66,000	ARM Holdings Plc, Sponsored ADR		2,796,420
	91,246	ASML Holding NV, ADR‡		6,205,640
	54,182	Broadcom Corp. Class A		1,878,490
	54,700	NXP Semiconductor NV*		1,655,222
	48,666	Texas Instruments, Inc.		1,726,670

				14,262,442


		Software — 5.8%

	13,000	athenahealth, Inc.* ‡		1,261,520
	30,293	Automatic Data Processing, Inc.		1,969,651
	61,932	Cerner Corp.*		5,868,057
	16,812	Informatica Corp.*		579,510
	22,231	Intuit, Inc.		1,459,465
	205,284	Microsoft Corp.		5,873,175
	55,900	Salesforce.com, Inc.*		9,996,597

				27,007,975


		Telecommunications — 4.7%

	45,085	Crown Castle International Corp.*		3,139,719
	72,652	Juniper Networks, Inc.*		1,346,968
	167,163	QUALCOMM, Inc.		11,191,563
	25,300	SBA Communications Corp. Class A*		1,822,106
	87,388	Verizon Communications, Inc.		4,295,120

				21,795,476


		Transportation — 3.1%

	17,511	CH Robinson Worldwide, Inc.		1,041,204
	26,965	FedEx Corp.		2,647,963
	76,833	Union Pacific Corp.		10,941,788

				14,630,955


		TOTAL COMMON STOCKS (COST $361,823,221)		455,558,101


Par Value ($)		Description	Value ($)

		SHORT-TERM INVESTMENTS — 2.9%

		Bank Deposit — 1.1%

	5,182,872	State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		5,182,872


		See accompanying Notes to the Financial Statements.			31

Mercer US Large Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)			Description	Value ($)

			Securities Lending Collateral — 1.8%

	8,110,005		State Street Navigator Securities Lending Prime Portfolio***		8,110,005


			TOTAL SHORT-TERM INVESTMENTS (COST $13,292,877)		13,292,877


			TOTAL INVESTMENTS — 100.7% (Cost $375,116,098)		468,850,978

			Other Assets and Liabilities (net) — (0.7)%		(3,063,637	)


			NET ASSETS — 100.0%	$	465,787,341


			Notes to Schedule of Investments:

			ADR — American Depository Receipt

			REIT — Real Estate Investment Trust

		*	Non-income producing security

		***	Represents an investment of securities lending cash collateral.

		‡	All or a portion of this security is out on loan.


32		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Growth Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Asset Class Summary (Unaudited)	% of Net Assets
Common Stocks		97.8
Short-Term Investments		2.9
Other Assets and Liabilities (net)		(0.7	)

		100.0	%


		See accompanying Notes to the Financial Statements.			33

Mercer US Large Cap Value Equity Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)


		COMMON STOCKS — 98.7%

		Advertising — 0.6%

	47,679	Omnicom Group, Inc.		2,808,293


		Aerospace & Defense — 2.3%

	29,619	BAE Systems Plc, Sponsored ADR‡		715,002
	41,804	L-3 Communications Holdings, Inc.		3,382,780
	18,773	Lockheed Martin Corp.		1,811,970
	39,498	Northrop Grumman Corp.		2,770,785
	30,286	Raytheon Co.		1,780,514
	6,498	Rockwell Collins, Inc.		410,154

				10,871,205


		Agriculture — 0.0%

	4,087	Reynolds American, Inc.		181,831


		Airlines — 0.5%

	159,000	Delta Air Lines, Inc.*		2,625,090


		Auto Manufacturers — 1.0%

	87,113	General Motors Co.*		2,423,484
	23,200	Toyota Motor Corp., Sponsored ADR‡		2,381,248

				4,804,732


		Auto Parts & Equipment — 1.2%

	14,610	Delphi Automotive Plc		648,684
	99,740	Johnson Controls, Inc.		3,497,882
	26,325	Lear Corp.		1,444,453

				5,591,019


		Banks — 7.2%

	687,120	Bank of America Corp.		8,369,122
	45,775	BB&T Corp.		1,436,877
	46,875	Capital One Financial Corp.		2,575,781
	38,840	Comerica, Inc.		1,396,298
	224,255	Fifth Third Bancorp		3,657,599
	15,720	PNC Financial Services Group, Inc.		1,045,380
	22,590	State Street Corp.		1,334,843
	35,040	SunTrust Banks, Inc.		1,009,502
	40,560	US Bancorp		1,376,201
	322,212	Wells Fargo & Co.		11,918,622

				34,120,225


		Beverages — 0.8%

	73,852	Coca-Cola Enterprises, Inc.		2,726,616
	9,470	Constellation Brands, Inc. Class A*		451,151
	11,050	PepsiCo, Inc.		874,165

				4,051,932


34		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Biotechnology — 0.9%

	40,303	Amgen, Inc.		4,131,460


		Chemicals — 0.4%

	8,430	Eastman Chemical Co.		589,004
	22,820	LyondellBasell Industries NV Class A		1,444,278

				2,033,282


		Commercial Services — 2.2%

	20,396	H&R Block, Inc.		600,050
	118,960	Hertz Global Holdings, Inc.*		2,648,050
	35,215	McKesson Corp.		3,801,812
	31,520	Moody’s Corp.		1,680,646
	145,400	RR Donnelley & Sons Co.‡		1,752,070

				10,482,628


		Computers — 2.5%

	4,785	Apple, Inc.		2,117,985
	47,370	EMC Corp.*		1,131,669
	25,570	SanDisk Corp.*		1,406,350
	164,213	Seagate Technology Plc		6,003,627
	23,400	Western Digital Corp.		1,176,552

				11,836,183


		Cosmetics & Personal Care — 0.1%

	34,640	Avon Products, Inc.		718,087


		Diversified Financial Services — 10.0%

	80,462	Ameriprise Financial, Inc.		5,926,026
	1,809	BlackRock, Inc.		464,696
	50,800	Blackstone Group (The), LP		1,004,824
	212,535	Charles Schwab Corp. (The)		3,759,744
	218,998	Citigroup, Inc.		9,688,472
	42,025	Discover Financial Services		1,884,401
	5,120	Franklin Resources, Inc.		772,147
	21,675	Goldman Sachs Group, Inc. (The)		3,189,476
	20,790	Invesco, Ltd.		602,078
	289,332	JPMorgan Chase & Co.		13,731,697
	53,400	KKR & Co., LP		1,031,688
	37,250	Morgan Stanley		818,755
	165,551	SLM Corp.		3,390,485
	59,350	TD Ameritrade Holding Corp.		1,223,797

				47,488,286


		Electric — 1.2%

	56,115	AES Corp.		705,366
	22,650	American Electric Power Co., Inc.		1,101,470
	43,395	Edison International		2,183,636
	68,080	NRG Energy, Inc.		1,803,439

				5,793,911


		See accompanying Notes to the Financial Statements.			35

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Electronics — 0.2%

	20,037	TE Connectivity, Ltd.		840,151


		Food — 2.8%

	60,600	ConAgra Foods, Inc.		2,170,086
	40,860	Dean Foods Co.*		740,792
	36,511	Koninklijke Ahold NV, Sponsored ADR		560,444
	21,960	Kraft Foods Group, Inc. Class A		1,131,599
	263,376	Kroger Co. (The)		8,728,280

				13,331,201


		Forest Products & Paper — 0.5%

	53,145	International Paper Co.		2,475,494


		Health Care - Products — 2.7%

	20,040	Baxter International, Inc.		1,455,706
	1,739	Becton Dickinson and Co.		166,266
	31,695	CareFusion Corp.*		1,109,008
	23,990	Covidien Plc		1,627,482
	101,469	Johnson & Johnson		8,272,767

				12,631,229


		Health Care - Services — 1.9%

	34,754	Aetna, Inc.		1,776,624
	44,180	Humana, Inc.		3,053,280
	53,075	UnitedHealth Group, Inc.		3,036,421
	18,173	WellPoint, Inc.		1,203,598

				9,069,923


		Housewares — 0.4%

	68,740	Newell Rubbermaid, Inc.		1,794,114


		Insurance — 8.5%

	30,810	ACE, Ltd.		2,741,166
	37,140	American International Group, Inc.*		1,441,775
	18,480	Aon Plc		1,136,520
	14,140	Axis Capital Holdings, Ltd.		588,507
	81,684	Berkshire Hathaway, Inc. Class B*		8,511,473
	23,550	Chubb Corp. (The)		2,061,331
	43,810	Cigna Corp.		2,732,430
	177,554	Lincoln National Corp.		5,790,036
	214,925	MetLife, Inc.		8,171,448
	15,630	Prudential Financial, Inc.		922,014
	10,123	Reinsurance Group of America, Inc.		604,039
	55,408	Travelers Cos. (The), Inc.		4,664,799
	7,675	Unum Group		216,819
	26,430	Validus Holdings, Ltd.		987,689

				40,570,046


36		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Internet — 0.8%

	19,323	eBay, Inc.*		1,047,693
	760	Google, Inc. Class A*		603,463
	26,720	IAC/InterActiveCorp		1,193,849
	36,625	Symantec Corp.*		903,905

				3,748,910


		Iron & Steel — 0.2%

	50,800	United States Steel Corp.‡		990,600


		Leisure Time — 0.4%

	50,860	Carnival Corp.		1,744,498


		Lodging — 1.2%

	6,713	Marriott International, Inc. Class A		283,490
	28,097	Wyndham Worldwide Corp.		1,811,695
	27,925	Wynn Resorts, Ltd.		3,495,093

				5,590,278


		Machinery - Construction & Mining — 0.5%

	15,700	Caterpillar, Inc.		1,365,429
	15,300	Joy Global, Inc.		910,656

				2,276,085


		Machinery - Diversified — 1.0%

	13,230	AGCO Corp.		689,547
	25,500	Cummins, Inc.		2,953,155
	6,432	Flowserve Corp.		1,078,711

				4,721,413


		Media — 6.5%

	24,420	CBS Corp. Class B		1,140,170
	106,056	Comcast Corp. Class A		4,455,412
	69,433	DIRECTV, Class A*		3,930,602
	40,510	Gannett Co., Inc.		885,954
	10,835	Liberty Global, Inc. Series C*		743,606
	19,635	Liberty Media Corp. - Capital Series A*		2,191,855
	30,457	McGraw-Hill Cos. (The), Inc.		1,586,200
	52,360	News Corp. Class A		1,598,027
	28,311	Time Warner Cable, Inc.		2,719,555
	73,222	Time Warner, Inc.		4,219,052
	91,680	Viacom, Inc. Class B		5,644,738
	32,700	Walt Disney Co. (The)		1,857,360

				30,972,531


		Miscellaneous - Manufacturing — 4.7%

	16,830	Dover Corp.		1,226,570
	42,240	Eaton Corp. Plc		2,587,200
	524,480	General Electric Co.		12,125,978


		See accompanying Notes to the Financial Statements.			37

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Miscellaneous - Manufacturing — continued

	38,325	Honeywell International, Inc.		2,887,789
	34,202	Ingersoll-Rand Plc		1,881,452
	10,730	Parker Hannifin Corp.		982,653
	22,173	Tyco International, Ltd.		709,536

				22,401,178


		Office & Business Equipment — 0.4%

	20,030	Pitney Bowes, Inc.‡		297,646
	177,947	Xerox Corp.		1,530,344

				1,827,990


		Oil & Gas — 10.2%

	21,410	Anadarko Petroleum Corp.		1,872,304
	36,400	Apache Corp.		2,808,624
	126,475	BP Plc, Sponsored ADR		5,356,216
	40,210	Chevron Corp.		4,777,752
	63,148	ConocoPhillips		3,795,195
	49,874	ENI Spa, Sponsored ADR‡		2,238,844
	22,894	EOG Resources, Inc.		2,932,035
	55,330	Exxon Mobil Corp.		4,985,786
	21,250	Hess Corp.		1,521,713
	50,500	Marathon Oil Corp.		1,702,860
	62,912	Occidental Petroleum Corp.		4,930,413
	39,485	Phillips 66		2,762,765
	53,436	Royal Dutch Shell Plc, ADR		3,481,890
	13,650	SM Energy Co.		808,353
	30,110	Transocean, Ltd.		1,564,516
	50,850	Valero Energy Corp.		2,313,166
	64,355	Weatherford International, Ltd.*		781,270

				48,633,702


		Oil & Gas Services — 1.8%

	27,515	Cameron International Corp.*		1,793,978
	121,065	Halliburton Co.		4,892,237
	22,045	Schlumberger, Ltd.		1,650,950

				8,337,165


		Packaging & Containers — 0.4%

	14,610	Packaging Corp. of America		655,551
	12,410	Rock-Tenn Co. Class A		1,151,524

				1,807,075


		Pharmaceuticals — 7.4%

	9,615	Abbott Laboratories		339,602
	20,305	AbbVie, Inc.		828,038
	29,383	AmerisourceBergen Corp.		1,511,755
	69,425	AstraZeneca Plc, Sponsored ADR		3,469,861
	17,140	Eli Lilly & Co.		973,381


38		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Pharmaceuticals — continued

	25,855	Express Scripts Holding Co.*		1,490,541
	37,200	GlaxoSmithKline Plc, Sponsored ADR		1,745,052
	127,070	Merck & Co., Inc.		5,620,306
	37,670	Mylan, Inc.*		1,090,170
	18,700	Novartis AG, ADR		1,332,188
	33,370	Omnicare, Inc.		1,358,826
	474,273	Pfizer, Inc.		13,687,519
	31,630	Sanofi, ADR		1,615,660
	1,945	Zoetis, Inc.*		64,963

				35,127,862


		REITS — 0.3%

	53,400	Hatteras Financial Corp. REIT		1,464,762


		Retail — 5.5%

	28,950	American Eagle Outfitters, Inc.		541,365
	16,360	Bed Bath & Beyond, Inc.*		1,053,911
	62,548	Best Buy Co., Inc.		1,385,438
	58,845	CVS Caremark Corp.		3,235,887
	34,100	Family Dollar Stores, Inc.		2,013,605
	61,475	Gap, Inc. (The)		2,176,215
	84,936	Kohl’s Corp.		3,918,098
	11,803	L Brands, Inc.		527,122
	84,931	Lowe’s Cos., Inc.		3,220,583
	29,277	Macy’s, Inc.		1,224,950
	16,532	O’Reilly Automotive, Inc.*		1,695,357
	7,200	PVH Corp.		769,032
	33,245	Staples, Inc.		446,480
	21,760	Target Corp.		1,489,472
	35,400	Wal-Mart Stores, Inc.		2,648,982

				26,346,497


		Semiconductors — 1.5%

	94,105	Applied Materials, Inc.		1,268,535
	71,900	Intel Corp.		1,571,015
	89,745	NVIDIA Corp.		1,150,531
	121,100	ON Semiconductor Corp.*		1,002,708
	67,370	Texas Instruments, Inc.		2,390,288

				7,383,077


		Software — 2.8%

	90,900	Activision Blizzard, Inc.		1,324,413
	112,810	CA, Inc.		2,839,428
	18,640	Electronic Arts, Inc.*		329,928
	45,000	Fidelity National Information Services, Inc.		1,782,900
	146,020	Microsoft Corp.		4,177,632
	88,857	Oracle Corp.		2,873,635

				13,327,936


		See accompanying Notes to the Financial Statements.			39

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares			Description	Value ($)

			Telecommunications — 4.5%

	89,960		AT&T, Inc.		3,300,632
	317,525		Cisco Systems, Inc.		6,639,448
	41,210		Corning, Inc.		549,329
	326,770		France Telecom SA, Sponsored ADR		3,319,983
	55,011		Motorola Solutions, Inc.		3,522,354
	111,543		Nippon Telegraph & Telephone Corp., ADR		2,424,945
	23,270		QUALCOMM, Inc.		1,557,927
	21,373		Telefonica SA, Sponsored ADR		288,749

					21,603,367


			Transportation — 0.7%

	16,890		FedEx Corp.		1,658,598
	12,664		Norfolk Southern Corp.		976,141
	6,855		United Parcel Service, Inc. Class B		588,845

					3,223,584


			TOTAL COMMON STOCKS (COST $383,211,336)		469,778,832


			PREFERRED STOCK — 0.3%

			Auto Manufacturers — 0.3%

	31,650		General Motors Co., 4.75%‡		1,359,051


			TOTAL PREFERRED STOCK (COST $1,245,151)		1,359,051


Par Value ($)			Description	Value ($)

			SHORT-TERM INVESTMENTS — 2.0%

			Bank Deposit — 0.5%

	2,511,925		State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		2,511,925


			Securities Lending Collateral — 1.5%

	7,182,165		State Street Navigator Securities Lending Prime Portfolio***		7,182,165


			TOTAL SHORT-TERM INVESTMENTS (COST $9,694,090)		9,694,090


			TOTAL INVESTMENTS — 101.0% (Cost $394,150,577)		480,831,973

			Other Assets and Liabilities (net) — (1.0)%		(4,934,358	)


			NET ASSETS — 100.0%	$	475,897,615


			Notes to Schedule of Investments:

			ADR — American Depository Receipt

			REIT — Real Estate Investment Trust

		*	Non-income producing security

		***	Represents an investment of securities lending cash collateral.

		‡	All or a portion of this security is out on loan.


40		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

March 31, 2013

A summary of outstanding financial instruments at March 31, 2013 is as follows:

Forward Foreign Currency Contracts

Settlement
Date

Currency

Counterparty

Units of
Currency

Value

Net
Unrealized
Appreciation
(Depreciation)

Sales

06/14/13

JPY

Barclays Bank Plc

222,000,000

2,362,395

(11,423

)

Currency Abbreviations

JPY	Japanese Yen


		See accompanying Notes to the Financial Statements.			41

Mercer US Large Cap Value Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Asset Class Summary (Unaudited)	% of Net Assets
Common Stocks		98.7
Preferred Stock		0.3
Forward Foreign Currency Contracts		0.0
Short-Term Investments		2.0
Other Assets and Liabilities (net)		(1.0	)

		100.0	%


42		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		COMMON STOCKS — 97.2%

		Aerospace & Defense — 1.5%

	29,141	Aerovironment, Inc.*		528,327
	33,010	BE Aerospace, Inc.*		1,990,173
	15,130	TransDigm Group, Inc.		2,313,680
	22,660	Triumph Group, Inc.		1,778,810

				6,610,990


		Apparel — 1.3%

	71,825	Ascena Retail Group, Inc.*		1,332,354
	28,704	Carter’s, Inc.*		1,643,878
	33,260	Deckers Outdoor Corp.* ‡		1,852,249
	18,725	Under Armour, Inc. Class A*		958,720

				5,787,201


		Auto Parts & Equipment — 0.2%

	57,396	Gentherm, Inc.*		940,146


		Banks — 1.6%

	50,130	Comerica, Inc.		1,802,174
	77,239	Eagle Bancorp, Inc.*		1,690,762
	73,623	First Republic Bank		2,843,320
	24,289	Popular, Inc.*		670,619

				7,006,875


		Biotechnology — 0.8%

	104,805	Amarin Corp. Plc, ADR* ‡		776,605
	92,046	Ariad Pharmaceuticals, Inc.*		1,665,112
	49,593	Swedish Orphan Biovitrum AB, ADR* ¤		319,587
	15,535	Vertex Pharmaceuticals, Inc.*		854,115

				3,615,419


		Building Materials — 0.5%

	8,895	Martin Marietta Materials, Inc.		907,468
	31,440	Owens Corning, Inc.*		1,239,679

				2,147,147


		Chemicals — 3.3%

	15,788	Airgas, Inc.		1,565,538
	13,630	Ashland, Inc.		1,012,709
	22,510	Axiall Corp.		1,399,221
	23,910	Celanese Corp. Series A		1,053,235
	54,860	Chemtura Corp.*		1,185,525
	21,020	Cytec Industries, Inc.		1,557,161
	19,025	FMC Corp.		1,084,996
	44,820	Huntsman Corp.		833,204
	18,218	International Flavors & Fragrances, Inc.		1,396,774
	62,910	Intrepid Potash, Inc.		1,180,192


		See accompanying Notes to the Financial Statements.			43

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Chemicals — continued

	36,525	Kraton Performance Polymers, Inc.*		854,685
	20,370	Rockwood Holdings, Inc.		1,333,013

				14,456,253


		Coal — 0.3%

	33,110	Consol Energy, Inc.		1,114,152


		Commercial Services — 9.6%

	60,495	Acacia Research Corp.* ‡		1,825,134
	20,780	Alliance Data Systems Corp.*		3,364,074
	59,010	Coinstar, Inc.* ‡		3,447,364
	58,976	ExamWorks Group, Inc.* ‡		1,021,464
	58,534	FleetCor Technologies, Inc.*		4,487,802
	119,421	Genpact, Ltd.		2,172,268
	98,457	Healthcare Services Group		2,523,453
	129,243	Heartland Payment Systems, Inc.		4,261,142
	104,140	Hertz Global Holdings, Inc.*		2,318,156
	65,739	HMS Holdings Corp.*		1,784,814
	32,845	Huron Consulting Group, Inc.*		1,324,310
	144,500	K12, Inc.* ‡		3,483,895
	32,244	PAREXEL International Corp.*		1,273,961
	38,393	Quanta Services, Inc.*		1,097,272
	219,225	Ritchie Bros Auctioneers, Inc.‡		4,757,183
	109,380	Service Corp. International		1,829,927
	27,950	United Rentals, Inc.* ‡		1,536,412

				42,508,631


		Computers — 3.2%

	62,650	Cadence Design Systems, Inc.*		872,715
	138,534	Fortinet, Inc.*		3,280,485
	17,040	IHS, Inc. Class A*		1,784,429
	132,190	j2 Global, Inc.‡		5,183,170
	31,665	MICROS Systems, Inc.*		1,441,074
	68,041	RealD, Inc.* ‡		884,533
	42,530	Riverbed Technology, Inc.*		634,122

				14,080,528


		Distribution & Wholesale — 1.0%

	35,930	Beacon Roofing Supply, Inc.* ‡		1,389,054
	36,190	LKQ Corp.*		787,494
	30,990	WESCO International, Inc.*		2,250,184

				4,426,732


		Diversified Financial Services — 5.3%

	52,830	Affiliated Managers Group, Inc.*		8,113,103
	40,688	Evercore Partners, Inc. Class A		1,692,621
	25,710	Financial Engines, Inc.		931,216
	24,475	IntercontinentalExchange, Inc.*		3,991,138


44		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Diversified Financial Services — continued

	128,687	Lazard, Ltd. Class A		4,392,087
	46,050	Raymond James Financial, Inc.		2,122,905
	29,420	SLM Corp.		602,522
	61,020	WageWorks, Inc.*		1,527,331

				23,372,923


		Electrical Components & Equipment — 0.7%

	30,668	Hubbell, Inc. Class B		2,978,169


		Electronics — 1.8%

	22,896	Amphenol Corp. Class A		1,709,186
	27,456	Coherent, Inc.		1,557,853
	122,650	Gentex Corp.		2,454,227
	47,730	Jabil Circuit, Inc.		882,050
	13,565	Sensata Technologies Holding NV*		445,882
	27,650	Woodward, Inc.		1,099,364

				8,148,562


		Engineering & Construction — 0.3%

	108,490	McDermott International, Inc.*		1,192,305


		Entertainment — 1.1%

	26,545	Bally Technologies, Inc.*		1,379,544
	52,280	Cinemark Holdings, Inc.		1,539,123
	50,020	Manchester United Plc Class A* ‡		837,835
	22,415	Penn National Gaming, Inc.*		1,220,048

				4,976,550


		Environmental Control — 1.5%

	33,520	Clean Harbors, Inc.*		1,947,177
	4,764	Stericycle, Inc.*		505,841
	110,145	Waste Connections, Inc.		3,963,017

				6,416,035


		Food — 1.2%

	43,030	Chefs’ Warehouse (The), Inc.*		794,764
	55,243	Hain Celestial Group (The), Inc.* ‡		3,374,243
	15,061	TreeHouse Foods, Inc.*		981,224

				5,150,231


		Hand & Machine Tools — 0.4%

	46,085	Kennametal, Inc.		1,799,158


		Health Care - Products — 4.9%

	140,591	ABIOMED, Inc.* ‡		2,624,834
	14,700	ArthroCare Corp.*		510,972
	32,797	CareFusion Corp.*		1,147,567
	45,453	Cepheid, Inc.*		1,744,032


		See accompanying Notes to the Financial Statements.			45

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Health Care - Products — continued

	38,730	Conceptus, Inc.*		935,330
	135,116	DexCom, Inc.*		2,259,140
	102,653	Endologix, Inc.*		1,657,846
	8,999	Given Imaging, Ltd.*		147,134
	15,859	Henry Schein, Inc.*		1,467,750
	14,955	IDEXX Laboratories, Inc.*		1,381,692
	61,704	Techne Corp.		4,186,616
	44,075	Thoratec Corp.*		1,652,812
	36,335	Tornier BV*		684,915
	52,400	Volcano Corp.*		1,166,424

				21,567,064


		Health Care - Services — 3.1%

	84,571	Acadia Healthcare Co., Inc.*		2,485,542
	25,440	Community Health Systems, Inc.		1,205,602
	16,490	Covance, Inc.*		1,225,537
	123,150	Health Management Associates, Inc. Class A* ‡		1,584,940
	32,465	Magellan Health Services, Inc.*		1,544,360
	13,501	MEDNAX, Inc.* ‡		1,210,095
	14,707	Mettler-Toledo International, Inc.*		3,135,826
	25,570	WellCare Health Plans, Inc.*		1,482,037

				13,873,939


		Home Builders — 0.2%

	940	NVR, Inc.*		1,015,303


		Home Furnishings — 0.3%

	33,630	Harman International Industries, Inc.		1,500,907


		Household Products & Wares — 0.7%

	19,383	Church & Dwight Co., Inc.		1,252,723
	41,280	Jarden Corp.*		1,768,848

				3,021,571


		Insurance — 0.7%

	15,180	Everest Re Group, Ltd.		1,971,275
	89,910	Genworth Financial, Inc. Class A*		899,100

				2,870,375


		Internet — 4.2%

	34,120	BroadSoft, Inc.* ‡		903,156
	51,350	CyrusOne, Inc.‡		1,172,834
	8,373	Equinix, Inc.*		1,811,163
	95,056	ExactTarget, Inc.*		2,211,953
	45,023	Internap Network Services Corp.*		420,965
	119,548	Pandora Media, Inc.* ‡		1,692,800
	34,243	Rackspace Hosting, Inc.*		1,728,587
	40,865	Sourcefire, Inc.*		2,420,434
	84,340	TIBCO Software, Inc.*		1,705,355


46		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Internet — continued

	92,500	VeriSign, Inc.*		4,373,400

				18,440,647


		Leisure Time — 0.7%

	100,040	Interval Leisure Group, Inc.		2,174,870
	9,770	Polaris Industries, Inc.		903,627

				3,078,497


		Lodging — 0.4%

	25,610	Wyndham Worldwide Corp.		1,651,333


		Machinery - Diversified — 2.5%

	106,496	Graco, Inc.		6,179,963
	56,465	IDEX Corp.		3,016,360
	39,775	Manitowoc Co. (The), Inc.		817,774
	9,386	Roper Industries, Inc.		1,194,932

				11,209,029


		Media — 0.0%

	38,592	RLJ Entertainment, Inc.* ‡		179,839


		Metal Fabricate & Hardware — 0.3%

	25,790	Timken Co. (The)		1,459,198


		Miscellaneous - Manufacturing — 0.7%

	54,170	Hexcel Corp.*		1,571,472
	31,285	Polypore International, Inc.* ‡		1,257,031
	52,675	STR Holdings, Inc.* ‡		114,305

				2,942,808


		Oil & Gas — 4.7%

	42,541	Approach Resources, Inc.* ‡		1,046,934
	30,341	Berry Petroleum Co. Class A		1,404,485
	35,300	Bill Barrett Corp.* ‡		715,531
	100,130	Denbury Resources, Inc.*		1,867,425
	291,015	Magnum Hunter Resources Corp.* ‡		1,166,970
	35,210	Oasis Petroleum, Inc.* ‡		1,340,445
	75,565	Rex Energy Corp.*		1,245,311
	46,891	Rosetta Resources, Inc.*		2,231,074
	102,420	Rowan Cos. Plc Class A *		3,621,571
	78,890	Tesoro Corp.		4,619,009
	31,594	Whiting Petroleum Corp.*		1,606,239

				20,864,994


		Oil & Gas Services — 2.1%

	49,311	Core Laboratories NV		6,800,973
	24,304	Dril-Quip, Inc.*		2,118,580
	8,484	Lufkin Industries, Inc.		563,253

				9,482,806


		See accompanying Notes to the Financial Statements.			47

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Packaging & Containers — 1.0%

	50,170	Crown Holdings, Inc.*		2,087,573
	32,040	Packaging Corp. of America		1,437,635
	10,130	Rock-Tenn Co. Class A		939,963

				4,465,171


		Pharmaceuticals — 4.3%

	71,980	Achillion Pharmaceuticals, Inc.*		629,105
	74,030	Alkermes Plc*		1,755,251
	24,059	BioMarin Pharmaceutical, Inc.*		1,497,913
	23,047	Catamaran Corp.*		1,222,182
	37,790	Cubist Pharmaceuticals, Inc.*		1,769,328
	41,390	DENTSPLY International, Inc.		1,755,764
	38,899	Durata Therapeutics, Inc.* ‡		350,091
	40,967	Medivation, Inc.*		1,916,027
	25,111	Neurocrine Biosciences, Inc.*		304,848
	26,040	Onyx Pharmaceuticals, Inc.*		2,313,914
	21,350	Perrigo Co.		2,534,886
	63,561	Regulus Therapeutics, Inc.*		492,598
	41,039	Sagent Pharmaceuticals, Inc.* ‡		720,234
	17,485	Sirona Dental Systems, Inc.*		1,289,169
	8,803	Synageva BioPharma Corp.*		483,461
	22,222	Synta Pharmaceuticals Corp.* ‡		191,109

				19,225,880


		Real Estate — 1.2%

	79,259	CBRE Group, Inc.*		2,001,290
	33,620	Jones Lang Lasalle, Inc.		3,342,164

				5,343,454


		Retail — 10.8%

	65,970	Aeropostale, Inc.*		897,192
	38,760	American Eagle Outfitters, Inc.		724,812
	40,250	Arcos Dorados Holdings, Inc.‡		531,300
	24,490	Asbury Automotive Group, Inc.*		898,538
	68,730	Best Buy Co., Inc.		1,522,369
	32,900	Childrens Place Retail Stores (The), Inc.*		1,474,578
	38,416	Dick’s Sporting Goods, Inc.‡		1,817,077
	70,675	DineEquity, Inc.		4,861,733
	25,667	Dunkin’ Brands Group, Inc.		946,599
	66,992	Fifth & Pacific Cos., Inc.*		1,264,809
	25,355	First Cash Financial Services, Inc.*		1,479,211
	104,322	Foot Locker, Inc.		3,571,985
	18,170	GNC Holdings, Inc. Class A		713,718
	8,325	Lululemon Athletica, Inc.* ‡		519,064
	25,397	Petsmart, Inc.		1,577,154
	24,135	PVH Corp.		2,577,859
	41,490	Red Robin Gourmet Burgers, Inc.*		1,891,944
	51,087	Restoration Hardware Holdings, Inc.* ‡		1,788,045
	22,904	Rue21, Inc.*		673,149


48		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Retail — continued

	157,500	Sally Beauty Holdings, Inc.*		4,627,350
	26,770	Signet Jewelers, Ltd.		1,793,590
	45,666	Texas Roadhouse, Inc. Class A		921,996
	23,892	Tile Shop Holdings, Inc.* ‡		501,971
	10,450	Tractor Supply Co.		1,088,158
	29,577	Ulta Salon Cosmetics & Fragrance, Inc.*		2,400,765
	109,076	Urban Outfitters, Inc.*		4,225,604
	43,280	Williams-Sonoma, Inc.		2,229,786

				47,520,356


		Semiconductors — 3.5%

	170,130	Atmel Corp.*		1,184,105
	32,210	Avago Technologies, Ltd.		1,156,983
	34,830	Cavium, Inc.*		1,351,752
	74,838	Ceva, Inc.*		1,167,473
	22,919	Hittite Microwave Corp.*		1,387,975
	53,946	Intermolecular, Inc.*		550,249
	10,180	Lam Research Corp.*		422,063
	17,894	Linear Technology Corp.		686,593
	129,350	LSI Corp.*		876,993
	52,370	NXP Semiconductor NV*		1,584,716
	72,490	Skyworks Solutions, Inc.*		1,596,955
	69,835	Teradyne, Inc.*		1,132,724
	16,033	Ultratech, Inc.*		633,784
	45,231	Xilinx, Inc.		1,726,467

				15,458,832


		Software — 8.2%

	20,400	athenahealth, Inc.* ‡		1,979,616
	30,350	Autodesk, Inc.*		1,251,634
	118,617	Blackbaud, Inc.		3,514,622
	11,755	Commvault Systems, Inc.*		963,675
	8,480	Concur Technologies, Inc.* ‡		582,237
	34,580	Imperva, Inc.*		1,331,330
	49,865	Informatica Corp.*		1,718,846
	64,440	InterXion Holding NV*		1,560,737
	93,140	Jive Software, Inc.* ‡		1,415,728
	37,244	Medassets, Inc.*		716,947
	211,565	MSCI, Inc. Class A*		7,178,400
	24,478	NetSuite, Inc.*		1,959,709
	108,640	Nuance Communications, Inc.*		2,192,355
	129,845	QLIK Technologies, Inc.*		3,353,896
	52,970	SS&C Technologies Holdings, Inc.*		1,588,041
	57,888	Synchronoss Technologies, Inc.*		1,796,265
	156,975	VeriFone Systems, Inc.*		3,246,243

				36,350,281


		Telecommunications — 4.6%

	78,817	Allot Communications, Ltd.*		941,075
	56,730	Aruba Networks, Inc.*		1,403,500


		See accompanying Notes to the Financial Statements.			49

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares			Description	Value ($)

			Telecommunications — continued

	113,999		Calix, Inc.*		929,092
	21,642		IPG Photonics Corp.‡		1,437,245
	105,800		NeuStar, Inc. Class A*		4,922,874
	127,618		SBA Communications Corp. Class A*		9,191,049
	61,726		tw telecom, Inc. Class A*		1,554,878

					20,379,713


			Transportation — 2.5%

	99,125		Expeditors International of Washington, Inc.		3,539,754
	15,665		Genesee & Wyoming, Inc. Class A*		1,458,568
	43,975		HUB Group, Inc. Class A*		1,691,278
	73,600		Knight Transportation, Inc.		1,184,960
	31,340		Landstar System, Inc.		1,789,201
	67,660		Roadrunner Transportation Systems, Inc.*		1,556,180

					11,219,941


			TOTAL COMMON STOCKS (COST $358,519,787)		429,849,945


			INVESTMENT COMPANY — 0.9%

			Unaffiliated Fund — 0.9%

	34,850		iShares Russell 2000 Growth Index Fund‡		3,755,087


			TOTAL INVESTMENT COMPANY (COST $3,675,283)		3,755,087


Par Value ($)			Description	Value ($)

			SHORT-TERM INVESTMENTS — 11.3%

			Bank Deposit — 2.1%

	9,297,722		State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		9,297,722


			Securities Lending Collateral — 9.2%

	40,633,413		State Street Navigator Securities Lending Prime Portfolio***		40,633,413


			TOTAL SHORT-TERM INVESTMENTS (COST $49,931,135)		49,931,135


			TOTAL INVESTMENTS — 109.4% (Cost $412,126,205)		483,536,167

			Other Assets and Liabilities (net) — (9.4)%		(41,455,873	)


			NET ASSETS — 100.0%	$	442,080,294


			Notes to Schedule of Investments:

			ADR — American Depository Receipt

		¤	Illiquid security. The total market value of the securities at year end is $319,587 which represents 0.1% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $281,192.

		*	Non-income producing security

		***	Represents an investment of securities lending cash collateral.

		‡	All or a portion of this security is out on loan.


50		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Growth Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Asset Class Summary (Unaudited)	% of Net Assets
Common Stocks		97.2
Investment Company		0.9
Short-Term Investments		11.3
Other Assets and Liabilities (net)		(9.4	)

		100.0	%


		See accompanying Notes to the Financial Statements.			51

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		COMMON STOCKS — 98.6%

		Aerospace & Defense — 1.5%

	10,600	Alliant Techsystems, Inc.		767,758
	9,975	Esterline Technologies Corp.*		755,107
	6,500	Exelis, Inc.		70,785
	151,300	Orbital Sciences Corp.*		2,525,197
	30,300	Triumph Group, Inc.		2,378,550

				6,497,397


		Agriculture — 0.2%

	14,200	Andersons (The), Inc.		759,984
	2,100	Universal Corp.‡		117,684

				877,668


		Airlines — 0.7%

	3,800	Alaska Air Group, Inc.*		243,048
	93,200	Delta Air Lines, Inc.*		1,538,732
	24,500	Hawaiian Holdings, Inc.*		141,120
	66,700	Republic Airways Holdings, Inc.*		769,718
	6,900	SkyWest, Inc.		110,745

				2,803,363


		Apparel — 0.8%

	76,270	Ascena Retail Group, Inc.*		1,414,809
	35,100	Guess?, Inc.‡		871,533
	4,000	Maidenform Brands, Inc.*		70,120
	15,600	Perry Ellis International, Inc.		283,764
	11,000	Skechers U.S.A., Inc. Class A*		232,650
	25,910	True Religion Apparel, Inc.		676,510

				3,549,386


		Auto Manufacturers — 0.1%

	5,700	Oshkosh Corp.*		242,193


		Auto Parts & Equipment — 1.0%

	28,100	Cooper Tire & Rubber Co.		721,046
	115,600	Dana Holding Corp.		2,061,148
	10,100	Lear Corp.		554,187
	88,200	Meritor, Inc.*		417,186
	44,000	Modine Manufacturing Co.*		400,400
	7,600	Standard Motor Products, Inc.		210,672

				4,364,639


		Banks — 5.8%

	48,400	Associated Banc-Corp.		735,196
	18,900	Banco Latinoamericano de Comercio Exterior SA		467,586
	11,000	BOK Financial Corp.		685,300
	12,400	Chemical Financial Corp.		327,112


52		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Banks — continued

	3,300	Citizens Republic Bancorp, Inc.*		74,415
	18,800	City Holding Co.‡		748,052
	6,000	City National Corp.		353,460
	21,500	Columbia Banking System, Inc.		472,570
	18,611	Commerce Bancshares, Inc.		759,887
	2,000	Cullen/Frost Bankers, Inc.‡		125,060
	6,300	East-West Bancorp, Inc.		161,721
	2,200	First Citizens BancShares, Inc. Class A		401,940
	78,300	First Commonwealth Financial Corp.		584,118
	45,000	Fulton Financial Corp.		526,500
	34,700	Huntington Bancshares, Inc.		256,433
	4,700	Independent Bank Corp.‡		153,173
	41,300	International Bancshares Corp.		859,040
	255,675	KeyCorp		2,546,523
	57,800	National Penn Bancshares, Inc.		617,882
	23,000	NBT Bancorp, Inc.		509,450
	44,000	Northwest Bancshares, Inc.		558,360
	10,300	Old National Bancorp		141,625
	5,100	Oriental Financial Group, Inc.		79,101
	9,500	PacWest Bancorp‡		276,545
	12,200	Pinnacle Financial Partners, Inc.*		284,992
	25,010	Popular, Inc.*		690,526
	35,800	PrivateBancorp, Inc.		676,978
	42,200	Prosperity Bancshares, Inc.‡		1,999,858
	529,100	Regions Financial Corp.		4,333,329
	1,000	S&T Bancorp, Inc.		18,540
	36,300	Texas Capital Bancshares, Inc.*		1,468,335
	1,400	UMB Financial Corp.		68,698
	29,400	Umpqua Holdings Corp.		389,844
	12,700	Webster Financial Corp.		308,102
	115,865	Western Alliance Bancorp*		1,603,572
	98,000	Wilshire Bancorp, Inc.*		664,440

				24,928,263


		Beverages — 0.1%

	9,300	Constellation Brands, Inc. Class A*		443,052


		Biotechnology — 0.9%

	34,700	Affymetrix, Inc.* ‡		163,784
	8,400	AMAG Pharmaceuticals, Inc.*		200,340
	3,900	Charles River Laboratories International, Inc.*		172,653
	179,900	Dynavax Technologies Corp.* ‡		399,378
	16,100	NPS Pharmaceuticals, Inc.*		164,059
	237,400	PDL BioPharma, Inc.‡		1,735,394
	17,900	Vertex Pharmaceuticals, Inc.*		984,142
	21,900	Vical, Inc.*		87,162

				3,906,912


		See accompanying Notes to the Financial Statements.			53

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Building Materials — 0.4%

	40,000	Apogee Enterprises, Inc.		1,158,000
	42,400	Gibraltar Industries, Inc.*		773,800

				1,931,800


		Chemicals — 2.1%

	56,000	A. Schulman, Inc.		1,767,360
	29,675	Axiall Corp.		1,844,598
	5,600	Chemtura Corp.*		121,016
	22,700	Ferro Corp.*		153,225
	113,100	Huntsman Corp.		2,102,529
	10,170	Innophos Holdings, Inc.		554,875
	24,900	Innospec, Inc.		1,102,572
	26,170	Intrepid Potash, Inc.		490,949
	32,720	Kraton Performance Polymers, Inc.*		765,648
	7,600	Minerals Technologies, Inc.		315,476

				9,218,248


		Coal — 0.8%

	88,500	Alpha Natural Resources, Inc.*		726,585
	40,030	Cloud Peak Energy, Inc.*		751,764
	86,675	Peabody Energy Corp.		1,833,176

				3,311,525


		Commercial Services — 4.9%

	18,400	AVEO Pharmaceuticals, Inc.* ‡		135,240
	210,800	Career Education Corp.*		499,596
	3,900	Consolidated Graphics, Inc.*		152,490
	100,340	Convergys Corp.		1,708,790
	73,950	CoreLogic, Inc.*		1,912,347
	300,500	Corinthian Colleges, Inc.* ‡		631,050
	8,200	Euronet Worldwide, Inc.*		215,988
	44,866	Geo Group (The), Inc.		1,687,859
	5,700	H&E Equipment Services, Inc.		116,280
	6,100	ICF International, Inc.*		165,920
	31,740	Insperity, Inc.		900,464
	15,507	Ituran Location and Control, Ltd.		242,685
	36,400	Kforce, Inc.		595,868
	29,990	Korn/Ferry International*		535,621
	6,500	Navigant Consulting, Inc.*		85,410
	47,440	Rent-A-Center, Inc.		1,752,434
	44,600	Resources Connection, Inc.		566,420
	56,300	Service Corp. International		941,899
	35,560	Standard Parking Corp.*		736,092
	49,500	Stewart Enterprises, Inc. Class A		459,855
	9,100	TeleTech Holdings, Inc.*		193,011
	42,950	Total System Services, Inc.		1,064,301
	28,025	Towers Watson & Co. Class A		1,942,693
	35,700	TrueBlue, Inc.*		754,698


54		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Commercial Services — continued

	44,325	United Rentals, Inc.* ‡		2,436,545
	24,900	Viad Corp.		688,734

				21,122,290


		Computers — 1.3%

	111,100	Brocade Communications Systems, Inc.*		641,047
	31,510	DST Systems, Inc.		2,245,718
	9,400	j2 Global, Inc.		368,574
	12,140	Lexmark International, Inc. Class A‡		320,496
	311,000	Quantum Corp.*		398,080
	101,900	STEC, Inc.* ‡		450,398
	35,300	Sykes Enterprises, Inc.*		563,388
	24,100	Unisys Corp.*		548,275

				5,535,976


		Cosmetics & Personal Care — 1.0%

	73,580	Elizabeth Arden, Inc.*		2,961,595
	53,600	Inter Parfums, Inc.		1,309,448
	9,000	Skilled Healthcare Group, Inc. Class A*		59,130

				4,330,173


		Distribution & Wholesale — 0.9%

	6,100	Core-Mark Holding Co., Inc.		312,991
	47,340	Owens & Minor, Inc.‡		1,541,390
	5,100	Tech Data Corp.* ‡		232,611
	28,000	United Stationers, Inc.		1,082,200
	8,711	WESCO International, Inc.*		632,506

				3,801,698


		Diversified Financial Services — 1.8%

	4,100	DFC Global Corp.*		68,224
	31,500	Eaton Vance Corp.		1,317,645
	40,200	Evercore Partners, Inc. Class A		1,672,320
	67,600	Investment Technology Group, Inc.*		746,304
	8,800	Nelnet, Inc. Class A		297,440
	8,300	Ocwen Financial Corp.*		314,736
	15,900	Piper Jaffray Cos.*		545,370
	58,700	Raymond James Financial, Inc.		2,706,070

				7,668,109


		Electric — 2.8%

	22,420	Avista Corp.		614,308
	3,900	CH Energy Group, Inc.		255,021
	56,675	Cleco Corp.		2,665,425
	94,075	CMS Energy Corp.		2,628,456
	3,200	El Paso Electric Co.		107,680
	7,100	MGE Energy, Inc.		393,624
	105,125	NRG Energy, Inc.		2,784,761


		See accompanying Notes to the Financial Statements.			55

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Electric — continued

	900	OGE Energy Corp.		62,982
	23,000	Otter Tail Corp.		716,220
	14,700	Pinnacle West Capital Corp.		850,983
	17,600	PNM Resources, Inc.		409,904
	21,900	Portland General Electric Co.		664,227

				12,153,591


		Electrical Components & Equipment — 0.5%

	35,100	Advanced Energy Industries, Inc.*		642,330
	1,100	Energizer Holdings, Inc.		109,703
	18,200	EnerSys*		829,556
	133,900	Power-One, Inc.* ‡		555,685

				2,137,274


		Electronics — 2.6%

	2,800	American Science & Engineering, Inc.		170,772
	31,062	Arrow Electronics, Inc.*		1,261,738
	98,069	Avnet, Inc.*		3,550,098
	5,100	AVX Corp.		60,690
	40,404	Coherent, Inc.		2,292,523
	12,270	Cubic Corp.		524,174
	32,820	Daktronics, Inc.		344,610
	10,550	FEI Co.		681,003
	14,900	Sanmina Corp.*		169,264
	161,500	Vishay Intertechnology, Inc.*		2,198,015

				11,252,887


		Engineering & Construction — 1.7%

	73,725	AECOM Technology Corp.*		2,418,180
	19,900	Dycom Industries, Inc.*		391,831
	41,375	Emcor Group, Inc.		1,753,886
	3,500	Granite Construction, Inc.		111,440
	9,800	KBR, Inc.		314,384
	25,440	Layne Christensen Co.*		543,907
	29,800	McDermott International, Inc.*		327,502
	45,700	Mistras Group, Inc.*		1,106,397
	21,200	MYR Group, Inc.*		520,672

				7,488,199


		Entertainment — 0.8%

	28,400	Carmike Cinemas, Inc.*		514,608
	37,260	DreamWorks Animation SKG, Inc. Class A* ‡		706,450
	27,420	International Speedway Corp. Class A		896,085
	18,970	Madison Square Garden, Inc.*		1,092,672
	5,300	Marriott Vacations Worldwide Corp.*		227,423

				3,437,238


		Environmental Control — 0.1%

	18,300	Darling International, Inc.*		328,668


56		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Food — 3.9%

	110,600	Chiquita Brands International, Inc.*		858,256
	14,800	Dean Foods Co.*		268,324
	46,100	Fresh Del Monte Produce, Inc.		1,243,778
	69,830	Harris Teeter Supermarkets, Inc.		2,982,439
	32,800	Hormel Foods Corp.		1,355,296
	15,254	Industrias Bachoco, S.A.B., Sponsored ADR‡		489,806
	27,325	Ingredion, Inc.		1,976,144
	4,960	J&J Snack Foods Corp.		381,374
	12,750	JM Smucker Co. (The)		1,264,290
	33,900	Nash Finch Co.		663,762
	2,700	Pilgrim’s Pride Corp.*		24,813
	2,100	Smithfield Foods, Inc.*		55,608
	27,425	TreeHouse Foods, Inc.*		1,786,739
	104,550	Tyson Foods, Inc. Class A		2,594,931
	25,653	Village Super Market, Inc. Class A		864,250

				16,809,810


		Forest Products & Paper — 1.6%

	44,900	Boise, Inc.		388,834
	39,940	Buckeye Technologies, Inc.		1,196,203
	51,300	Clearwater Paper Corp.*		2,702,997
	21,900	Deltic Timber Corp.		1,504,968
	7,600	Domtar Corp.		589,912
	9,400	Glatfelter		219,772
	12,100	Wausau Paper Corp.		130,438

				6,733,124


		Gas — 1.6%

	8,200	Atmos Energy Corp.		350,058
	63,735	Energen Corp.		3,314,857
	21,700	Laclede Group (The), Inc.		926,590
	79,850	NiSource, Inc.		2,342,799

				6,934,304


		Health Care - Products — 2.4%

	28,600	CareFusion Corp.*		1,000,714
	29,600	CONMED Corp.		1,008,176
	4,100	Hanger, Inc.*		129,273
	48,210	Hill-Rom Holdings, Inc.		1,697,956
	35,680	ICU Medical, Inc.*		2,103,336
	32,500	Invacare Corp.		424,125
	97,850	Nordion, Inc.		646,789
	46,900	NuVasive, Inc.*		999,439
	12,000	Orthofix International NV*		430,440
	35,210	STERIS Corp.		1,465,088
	23,600	Symmetry Medical, Inc.*		270,220

				10,175,556


		See accompanying Notes to the Financial Statements.			57

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Health Care - Services — 1.4%

	31,500	Amedisys, Inc.* ‡		350,280
	4,300	Amsurg Corp.*		144,652
	10,900	Community Health Systems, Inc.		516,551
	10,400	Coventry Health Care, Inc.		489,112
	39,920	Ensign Group (The), Inc.		1,333,328
	111,500	Gentiva Health Services, Inc.*		1,206,430
	9,600	Health Net, Inc.*		274,752
	23,800	ICON Plc* ‡		768,502
	7,700	LHC Group, Inc.*		165,473
	3,700	Magellan Health Services, Inc.*		176,009
	58,100	Select Medical Holdings Corp.		522,900

				5,947,989


		Home Builders — 0.9%

	27,500	Beazer Homes USA, Inc.* ‡		435,600
	13,050	MDC Holdings, Inc.		478,282
	100	NVR, Inc.*		108,011
	52,000	PulteGroup, Inc.*		1,052,480
	46,350	Ryland Group (The), Inc.‡		1,929,087

				4,003,460


		Home Furnishings — 0.8%

	37,300	Harman International Industries, Inc.		1,664,699
	19,800	La-Z-Boy, Inc.		373,626
	18,800	VOXX International Corp.*		201,348
	9,675	Whirlpool Corp.		1,146,101

				3,385,774


		Household Products & Wares — 0.2%

	45,000	Central Garden and Pet Co. Class A*		369,900
	8,600	Helen of Troy, Ltd.*		329,896
	600	Jarden Corp.*		25,710

				725,506


		Housewares — 0.7%

	117,875	Newell Rubbermaid, Inc.		3,076,538


		Insurance — 10.4%

	4,053	Alleghany Corp.*		1,604,664
	20,650	Allied World Assurance Co. Holdings, Ltd.		1,914,668
	14,400	Alterra Capital Holdings, Ltd.		453,600
	17,200	American Financial Group, Inc.		814,936
	13,300	Arch Capital Group, Ltd.*		699,181
	8,300	Argo Group International Holdings, Ltd.		343,454
	21,100	Aspen Insurance Holdings, Ltd.		814,038
	8,200	Assurant, Inc.		369,082
	68,400	Axis Capital Holdings, Ltd.		2,846,808
	4,100	Endurance Specialty Holdings, Ltd.		196,021


58		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Insurance — continued

	17,900	Everest Re Group, Ltd.		2,324,494
	2,000	FBL Financial Group, Inc. Class A		77,720
	108,500	Fidelity National Financial, Inc. Class A		2,737,455
	71,400	Genworth Financial, Inc. Class A*		714,000
	59,300	HCC Insurance Holdings, Inc.		2,492,379
	47,600	Horace Mann Educators Corp.		992,460
	15,600	Infinity Property & Casualty Corp.¤		876,720
	139,000	Lincoln National Corp.		4,532,790
	71,600	Meadowbrook Insurance Group, Inc.		504,780
	6,600	Montpelier Re Holdings, Ltd.		171,930
	10,775	Navigators Group, Inc.*		633,031
	16,930	PartnerRe, Ltd.		1,576,352
	17,700	Platinum Underwriters Holdings, Ltd.		987,837
	13,400	Primerica, Inc.		439,252
	8,000	ProAssurance Corp.		378,640
	5,900	Protective Life Corp.		211,220
	52,390	Reinsurance Group of America, Inc.		3,126,111
	7,800	RenaissanceRe Holdings, Ltd.		717,522
	5,100	Safety Insurance Group, Inc.		250,665
	46,600	Symetra Financial Corp.		624,906
	52,803	Tower Group International, Ltd.		974,214
	101,450	Validus Holdings, Ltd.		3,791,187
	4,744	White Mountains Insurance Group, Ltd.		2,690,417
	43,400	Willis Group Holdings Plc		1,713,866
	22,340	WR Berkley Corp.		991,226

				44,587,626


		Internet — 1.0%

	30,200	AOL, Inc.		1,162,398
	40,500	Blucora, Inc.* ‡		626,940
	28,300	Digital River, Inc.*		400,162
	17,800	EarthLink, Inc.		96,476
	71,300	Limelight Networks, Inc.*		146,878
	90,400	United Online, Inc.		545,112
	46,625	ValueClick, Inc.*		1,377,769

				4,355,735


		Investment Companies — 1.3%

	105,400	American Capital, Ltd.*		1,538,313
	11,000	Apollo Investment Corp.		91,960
	35,300	Ares Capital Corp.		638,930
	60,800	BlackRock Kelso Capital Corp.‡		608,000
	6,020	Capital Southwest Corp.		692,300
	196,900	MCG Capital Corp.		941,182
	16,800	PennantPark Investment Corp.		189,672
	69,000	Prospect Capital Corp.‡		752,790
	9,400	Solar Capital, Ltd.		220,806

				5,673,953


		See accompanying Notes to the Financial Statements.			59

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Iron & Steel — 0.9%

	84,000	AK Steel Holding Corp.‡		278,040
	5,700	Reliance Steel & Aluminum Co.		405,669
	18,100	Schnitzer Steel Industries, Inc. Class A		482,546
	165,150	Steel Dynamics, Inc.		2,620,931

				3,787,186


		Lodging — 0.1%

	9,100	Ameristar Casinos, Inc.		238,693
	2,500	Orient-Express Hotels, Ltd. Class A*		24,650

				263,343


		Machinery - Construction & Mining — 0.5%

	2,100	Hyster-Yale Materials Handling, Inc.		119,889
	59,325	Terex Corp.*		2,041,967

				2,161,856


		Machinery - Diversified — 0.9%

	27,875	AGCO Corp.		1,452,845
	42,800	Albany International Corp. Class A		1,236,920
	4,000	Columbus McKinnon Corp.*		77,000
	17,300	Kadant, Inc.* ¤		432,500
	2,090	Middleby Corp.*		317,993
	8,700	NACCO Industries, Inc. Class A		464,232

				3,981,490


		Media — 0.9%

	4,800	Belo Corp. Class A		47,184
	7,300	EW Scripps Co. (The) Class A*		87,819
	121,650	Gannett Co., Inc.		2,660,485
	21,100	Scholastic Corp.		562,315
	21,970	Starz - Liberty Capital*		486,636

				3,844,439


		Metal Fabricate & Hardware — 0.3%

	4,300	CIRCOR International, Inc.		182,750
	400	Mueller Industries, Inc.		21,316
	15,700	Timken Co. (The)		888,306

				1,092,372


		Mining — 0.5%

	181,978	AuRico Gold, Inc.* ‡		1,144,642
	6,300	Coeur d’Alene Mines Corp.*		118,818
	54,750	Pan American Silver Corp.‡		896,805

				2,160,265


		Miscellaneous - Manufacturing — 2.3%

	16,460	Brink’s Co. (The)		465,160
	10,800	FreightCar America, Inc.		235,656


60		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Miscellaneous - Manufacturing — continued

	195,369	Griffon Corp.		2,328,798
	900	Harsco Corp.		22,293
	26,940	John Bean Technologies Corp.		559,005
	134,700	Orkla ASA, Sponsored ADR‡		1,092,417
	6,100	Standex International Corp.‡		336,842
	35,100	STR Holdings, Inc.*		76,167
	70,140	Trimas Corp.*		2,277,446
	53,250	Trinity Industries, Inc.		2,413,822

				9,807,606


		Office & Business Equipment — 0.4%

	36,050	Avery Dennison Corp.		1,552,674


		Office Furnishings — 0.1%

	40,400	Steelcase, Inc. Class A		595,092


		Oil & Gas — 4.2%

	74,400	Callon Petroleum Co.*		275,280
	67,100	Carrizo Oil & Gas, Inc.* ‡		1,729,167
	1,400	Contango Oil & Gas Co.		56,126
	16,200	Delek US Holdings, Inc.		639,252
	89,214	Denbury Resources, Inc.*		1,663,841
	1,300	Energy XXI Bermuda, Ltd.		35,386
	30,200	EPL Oil & Gas, Inc.*		809,662
	51,300	HollyFrontier Corp.		2,639,385
	78,880	Miller Energy Resources, Inc.* ‡		292,645
	25,200	Nabors Industries, Ltd.		408,744
	33,840	Ocean Rig UDW, Inc.*		545,162
	155,900	Parker Drilling Co.*		667,252
	75,000	Patterson-UTI Energy, Inc.‡		1,788,000
	208,700	Penn Virginia Corp.‡		843,148
	18,700	PetroQuest Energy, Inc.*		83,028
	10,500	Plains Exploration & Production Co.*		498,435
	47,770	Resolute Energy Corp.*		549,833
	16,000	Stone Energy Corp.*		348,000
	27,400	Swift Energy Co.*		405,794
	1,200	Tesoro Corp.		70,260
	50,790	Vaalco Energy, Inc.*		385,496
	12,700	W&T Offshore, Inc.‡		180,340
	21,600	Western Refining, Inc.‡		764,856
	49,000	Whiting Petroleum Corp.*		2,491,160

				18,170,252


		Oil & Gas Services — 1.1%

	21,800	Helix Energy Solutions Group, Inc.*		498,784
	20,800	Mitcham Industries, Inc.*		351,936
	93,450	RPC, Inc.‡		1,417,636
	62,600	Tesco Corp.*		838,214


		See accompanying Notes to the Financial Statements.			61

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Oil & Gas Services — continued

	53,480	TETRA Technologies, Inc.*		548,705
	91,400	Willbros Group, Inc.*		897,548

				4,552,823


		Packaging & Containers — 0.8%

	41,025	Bemis Co., Inc.		1,655,769
	19,200	Rock-Tenn Co. Class A		1,781,568

				3,437,337


		Pharmaceuticals — 1.8%

	34,900	Allos Therapeutics, Inc.****		—
	29,300	BioScrip, Inc.*		372,403
	15,800	Hi-Tech Pharmacal Co., Inc.		523,138
	27,775	Jazz Pharmaceuticals Plc*		1,552,900
	67,800	Omnicare, Inc.		2,760,816
	33,100	PharMerica Corp.*		463,400
	26,500	Sirona Dental Systems, Inc.*		1,953,845

				7,626,502


		Pipelines — 0.2%

	14,360	National Fuel Gas Co.		880,986


		Real Estate — 1.3%

	12,340	FirstService Corp.*		410,181
	136,850	Forestar Group, Inc.*		2,991,541
	43,930	Hilltop Holdings, Inc.*		592,616
	15,175	Jones Lang Lasalle, Inc.		1,508,547

				5,502,885


		REITS — 6.8%

	4,200	Alexandria Real Estate Equities, Inc. REIT		298,116
	2,300	American Assets Trust, Inc. REIT		73,623
	10,000	Ashford Hospitality Trust, Inc. REIT		123,600
	29,500	Associated Estates Realty Corp. REIT		549,880
	131,700	BioMed Realty Trust, Inc. REIT		2,844,720
	226,075	Brandywine Realty Trust REIT		3,357,214
	5,100	Camden Property Trust REIT		350,268
	19,200	Campus Crest Communities, Inc. REIT		266,880
	49,300	CBL & Associates Properties, Inc. REIT		1,163,480
	26,000	Chesapeake Lodging Trust REIT		596,440
	66,100	Chimera Investment Corp. REIT		210,859
	25,000	Coresite Realty Corp. REIT		874,500
	8,000	Cousins Properties, Inc. REIT		85,520
	6,600	CubeSmart REIT		104,280
	2,900	Douglas Emmett, Inc. REIT		72,297
	61,150	DuPont Fabros Technology, Inc. REIT‡		1,484,110
	1,000	EastGroup Properties, Inc. REIT		58,200
	7,900	EPR Properties REIT		411,195
	2,200	Federal Realty Investment Trust REIT		237,688


62		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		REITS — continued

	4,500	First Industrial Realty Trust, Inc. REIT		77,085
	11,100	Getty Realty Corp. REIT		224,331
	15,700	Government Properties Income Trust REIT		403,961
	3,600	Hatteras Financial Corp. REIT		98,748
	14,100	Hersha Hospitality Trust REIT		82,344
	2,200	Home Properties, Inc. REIT		139,524
	6,600	Hospitality Properties Trust REIT		181,104
	88,000	Inland Real Estate Corp. REIT		887,920
	4,500	Investors Real Estate Trust REIT		44,415
	58,400	Kilroy Realty Corp. REIT		3,060,160
	12,500	Liberty Property Trust REIT		496,875
	17,700	LTC Properties, Inc. REIT		720,921
	9,000	Mack-Cali Realty Corp. REIT		257,490
	8,200	National Retail Properties, Inc. REIT‡		296,594
	121,000	NorthStar Realty Finance Corp. REIT		1,147,080
	29,100	Parkway Properties, Inc. REIT		539,805
	31,500	Pennsylvania Real Estate Investment Trust REIT		610,785
	23,400	Piedmont Office Realty Trust, Inc. REIT		458,406
	8,800	Post Properties, Inc. REIT		414,480
	13,200	Potlatch Corp. REIT		605,352
	3,200	PS Business Parks, Inc. REIT		252,544
	74,800	Ramco-Gershenson Properties Trust REIT		1,256,640
	14,100	Rayonier, Inc. REIT‡		841,347
	6,300	Realty Income Corp. REIT‡		285,705
	21,600	Retail Opportunity Investments Corp. REIT‡		302,616
	13,400	RLJ Lodging Trust REIT		304,984
	33,000	Sabra Healthcare, Inc. REIT		957,330
	15,900	Senior Housing Properties Trust REIT		426,597
	2,100	Sovran Self Storage, Inc. REIT		135,429
	15,700	Sunstone Hotel Investors, Inc. REIT*		193,267
	4,800	Taubman Centers, Inc. REIT		372,768
	3,800	Washington Real Estate Investment Trust REIT		105,792
	700	Weingarten Realty Investors REIT		22,085

				29,367,354


		Retail — 5.8%

	53,870	Abercrombie & Fitch Co. Class A		2,488,794
	59,940	Big Lots, Inc.*		2,114,084
	660	Biglari Holdings, Inc.*		246,305
	42,700	Bloomin’ Brands, Inc.*		763,049
	108,280	Bob Evans Farms, Inc.		4,614,894
	45,500	Brown Shoe Co., Inc.		728,000
	11,000	Chico’s FAS, Inc.		184,800
	7,800	Childrens Place Retail Stores (The), Inc.*		349,596
	102,100	Denny’s Corp.*		589,117
	1,700	Dillard’s, Inc. Class A		133,535
	44,050	Foot Locker, Inc.		1,508,272
	87,780	Fred’s, Inc. Class A		1,200,830
	9,500	GameStop Corp. Class A‡		265,715


		See accompanying Notes to the Financial Statements.			63

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Retail — continued

	55,175	GNC Holdings, Inc. Class A		2,167,274
	38,500	hhgregg, Inc.* ‡		425,425
	51,900	Insight Enterprises, Inc.*		1,070,178
	16,310	JOS A Bank Clothiers, Inc.*		650,769
	19,800	Kirkland’s, Inc.*		226,908
	18,500	Movado Group, Inc.		620,120
	23,200	Office Depot, Inc.* ‡		91,176
	7,300	OfficeMax, Inc.‡		84,753
	58,050	Pep Boys - Manny, Moe & Jack (The)*		684,409
	6,300	Red Robin Gourmet Burgers, Inc.*		287,280
	39,140	Regis Corp.‡		711,957
	55,500	Rite Aid Corp.*		105,450
	15,400	Signet Jewelers, Ltd.		1,031,800
	3,400	Stage Stores, Inc.		87,992
	27,310	Texas Roadhouse, Inc. Class A		551,389
	349,700	Wet Seal (The), Inc. Class A*		1,056,094

				25,039,965


		Savings & Loans — 1.4%

	44,800	Capitol Federal Financial, Inc.		540,736
	21,500	Dime Community Bancshares		308,740
	146,000	EverBank Financial Corp.‡		2,248,400
	40,800	Hudson City Bancorp, Inc.		352,512
	34,500	Oritani Financial Corp.		534,405
	27,300	Provident Financial Services, Inc.		416,871
	29,900	ViewPoint Financial Group, Inc.		601,289
	49,300	Washington Federal, Inc.		862,750

				5,865,703


		Semiconductors — 3.0%

	3,500	ATMI, Inc.*		78,505
	23,600	Emulex Corp.*		154,108
	16,100	Entegris, Inc.*		158,746
	69,600	Formfactor, Inc.* ‡		327,120
	23,200	GT Advanced Technologies, Inc.* ‡		76,328
	11,700	Inphi Corp.*		122,265
	288,900	LSI Corp.*		1,958,742
	34,000	LTX-Credence Corp.*		205,360
	26,500	Microsemi Corp.*		614,005
	51,100	MKS Instruments, Inc.		1,389,920
	82,375	NXP Semiconductor NV*		2,492,667
	46,400	Photronics, Inc.*		309,952
	143,200	PMC-Sierra, Inc.*		972,328
	107,500	Skyworks Solutions, Inc.*		2,368,225
	103,900	Teradyne, Inc.*		1,685,258

				12,913,529


64		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Software — 1.7%

	2,200	Acxiom Corp.*		44,880
	48,700	Allscripts Healthcare Solutions, Inc.*		661,833
	85,400	AVG Technologies NV* ‡		1,188,768
	84,200	CSG Systems International, Inc.*		1,784,198
	52,500	Fidelity National Information Services, Inc.		2,080,050
	32,380	Quality Systems, Inc.		591,906
	87,800	Schawk, Inc.¤		964,922

				7,316,557


		Telecommunications — 1.5%

	74,100	Arris Group, Inc.*		1,272,297
	17,890	Atlantic Tele-Network, Inc.		867,844
	3,300	Black Box Corp.		71,973
	42,500	Calix, Inc.*		346,375
	8,100	Comtech Telecommunications Corp.		196,668
	71,800	Harmonic, Inc.*		415,722
	1,100	IDT Corp. Class B		13,266
	38,320	NeuStar, Inc. Class A*		1,783,029
	32,700	Oplink Communications, Inc.*		536,280
	6,200	Premiere Global Services, Inc.*		68,138
	33,700	Sycamore Networks, Inc.		12,469
	32,240	Telephone & Data Systems, Inc.		679,297
	97,700	Vonage Holdings Corp.*		282,353

				6,545,711


		Textiles — 0.8%

	7,700	G&K Services, Inc. Class A		350,427
	11,800	Mohawk Industries, Inc.*		1,334,816
	16,975	UniFirst Corp.		1,536,238

				3,221,481


		Toys, Games & Hobbies — 0.0%

	10,615	JAKKS Pacific, Inc.‡		111,351


		Transportation — 1.4%

	6,700	Arkansas Best Corp.		78,256
	4,100	Bristow Group, Inc.		270,354
	55,620	Heartland Express, Inc.		741,971
	16,200	Knightsbridge Tankers, Ltd.‡		132,840
	43,925	Ryder System, Inc.		2,624,519
	33,300	Saia, Inc.*		1,204,461
	1,900	Ship Finance International, Ltd.‡		33,516
	76,500	Swift Transportation Co.*		1,084,770

				6,170,687


		Trucking & Leasing — 0.4%

	112,230	Aircastle, Ltd.		1,535,306
	1,100	Amerco, Inc.		190,894

				1,726,200


		See accompanying Notes to the Financial Statements.			65

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares			Description	Value ($)

			Water — 0.5%

	20,300		American States Water Co.		1,168,671
	16,700		California Water Service Group		332,330
	31,730		PICO Holdings, Inc.*		704,406

					2,205,407


			TOTAL COMMON STOCKS (COST $359,325,197)		423,640,977


Par Value ($)			Description	Value ($)

			SHORT-TERM INVESTMENTS — 6.3%

			Bank Deposit — 0.7%

	2,978,549		State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		2,978,549


			Securities Lending Collateral — 5.6%

	23,990,680		State Street Navigator Securities Lending Prime Portfolio***		23,990,680


			TOTAL SHORT-TERM INVESTMENTS (COST $26,969,229)		26,969,229


			TOTAL INVESTMENTS — 104.9% (Cost $386,294,426)		450,610,206

			Other Assets and Liabilities (net) — (4.9)%		(21,198,556	)


			NET ASSETS — 100.0%	$	429,411,650


			Notes to Schedule of Investments:

			ADR — American Depository Receipt

			REIT — Real Estate Investment Trust

		¤	Illiquid security. The total market value of the securities at year end is $2,274,142 which represents 0.5% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $2,420,504.

		*	Non-income producing security

		***	Represents an investment of securities lending cash collateral.

		****	Securities fair valued by the Valuation Committee as approved by the Board of Trustees. The total market value of the securities at period end is $0 which represents 0.0% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $0.

		‡	All or a portion of this security is out on loan.


66		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Asset Class Summary (Unaudited)	% of Net Assets
Common Stocks		98.6
Short-Term Investments		6.3
Other Assets and Liabilities (net)		(4.9	)

		100.0	%


		See accompanying Notes to the Financial Statements.			67

Mercer Non-US Core Equity Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		COMMON STOCKS — 94.7%

		Australia — 3.1%

	64,696	Austria & New Zealand Banking Group, Ltd.		1,924,314
	294,129	BGP Holdings Plc¤ ****		—
	318,917	BHP Billiton, Ltd.		10,892,267
	3,317,643	Boart Longyear Group		4,427,273
	217,796	Brambles, Ltd.		1,923,225
	87,873	Caltex Australia, Ltd.		1,955,915
	325,988	carsales.com, Ltd.		3,194,671
	112,547	Coca-Cola Amatil, Ltd.		1,710,756
	260,318	Computershare, Ltd.‡		2,768,223
	84,874	CSL, Ltd.		5,240,988
	346,842	Downer EDI, Ltd.		1,793,536
	56,559	Flight Centre, Ltd.‡		1,981,243
	1,051,599	Fortescue Metals Group, Ltd.‡		4,319,596
	98,334	iiNET, Ltd.		533,094
	49,723	Macquarie Group, Ltd.		1,925,808
	171,316	Mineral Resources, Ltd.		1,891,432
	77,614	Monadelphous Group, Ltd.‡		1,836,803
	60,956	National Australia Bank, Ltd.		1,959,871
	147,976	Origin Energy, Ltd.		2,048,736
	568,367	Sigma Pharmaceuticals, Ltd.		438,488
	431,844	Suncorp-Metway, Ltd.		5,321,586
	1,291,573	Telstra Corp., Ltd.		6,072,845
	71,962	Woolworths, Ltd.		2,535,059

		Total Australia		66,695,729


		Austria — 0.3%

	14,610	Austriamicrosystems AG		1,652,390
	41,098	Erste Group Bank AG*		1,146,777
	54,930	OMV AG		2,340,018
	73,931	Voestalpine AG		2,274,162

		Total Austria		7,413,347


		Belgium — 0.5%

	29,295	Ageas		992,543
	92,795	Belgacom SA		2,311,069
	51,378	Delhaize Group		2,807,543
	10,563	Groupe Bruxelles Lambert SA		809,089
	21,455	ThromboGenics NV*		1,035,617
	28,619	UCB SA		1,830,132

		Total Belgium		9,785,993


		Bermuda — 1.0%

	789,683	Catlin Group, Ltd.		6,247,283
	1,249,000	Digital China Holdings, Ltd.		1,686,218
	1,573,133	Esprit Holdings, Ltd.		1,888,737
	604,000	First Pacific Co., Ltd.		818,545
	401,956	Hiscox, Ltd.		3,356,927


68		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Bermuda — continued

	257,000	Hongkong Land Holdings, Ltd.		1,904,370
	29,200	Jardine Matheson Holdings, Ltd.		1,900,920
	2,025,000	Noble Group, Ltd.		1,983,214
	550,500	Yue Yuen Industrial Holdings		1,797,733

		Total Bermuda		21,583,947


		Brazil — 0.4%

	79,155	Banco do Brasil SA		1,077,593
	80,200	Ez Tec Empreendimentos e Participacoes SA		1,079,091
	292,690	Itau Unibanco Holding SA, ADR		5,209,882
	112,900	Light SA		1,119,845
	82,700	Porto Seguro SA		1,159,486

		Total Brazil		9,645,897


		Canada — 1.0%

	286,371	Cameco Corp.‡		5,941,927
	167,748	Gildan Activewear, Inc.		6,692,088
	164,902	Potash Corp. of Saskatchewan (Toronto Exchange)		6,476,293
	121,143	Research In Motion, Ltd. (NYSE)* ‡		1,799,348

		Total Canada		20,909,656


		Cayman Islands — 0.8%

	1,671,000	Dongyue Group		968,677
	1,664,478	Sands China, Ltd.		8,630,460
	204,950	Tencent Holdings, Ltd.		6,516,030

		Total Cayman Islands		16,115,167


		China — 0.2%

	1,155,000	China Communications Construction Co., Ltd. Class H		1,075,747
	948,000	China Petroleum & Chemical Corp. Class H		1,116,207
	808,000	PetroChina Co., Ltd. Class H		1,061,699
	3,218,000	Zijin Mining Group Co., Ltd.		1,065,391

		Total China		4,319,044


		Denmark — 1.9%

	275	AP Moeller - Maersk AS Class B		2,150,547
	45,376	Carlsberg AS Class B		4,423,877
	253,151	GN Store Nord AS		4,513,156
	24,733	Jyske Bank AS*		843,534
	61,490	NKT Holding AS‡		2,283,566
	88,010	Novo Nordisk AS Class B		14,325,975
	92,713	Pandora AS‡		2,555,177
	40,304	Sydbank AS*		826,838
	762,770	TDC AS		5,871,706
	62,020	Topdanmark AS*		1,487,070
	166,856	Vestas Wind Systems AS* ‡		1,336,457

		Total Denmark		40,617,903


		See accompanying Notes to the Financial Statements.			69

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Finland — 1.3%

	84,957	Elisa OYJ‡		1,580,761
	490,475	Fortum OYJ		9,900,748
	1,998,633	Nokia OYJ‡		6,477,703
	1,130,446	Nokia OYJ, Sponsored ADR		3,707,863
	20,031	Sampo OYJ Class A		771,654
	267,809	Stora Enso OYJ		1,731,503
	79,197	Tieto OYJ‡		1,677,997
	155,496	UPM-Kymmene OYJ		1,738,147

		Total Finland		27,586,376


		France — 8.2%

	1,032,423	Alcatel-Lucent*		1,393,346
	52,804	Alstom		2,152,827
	12,325	AtoS		849,726
	578,922	AXA SA		9,968,904
	230,659	BNP Paribas		11,859,410
	80,578	Bouygues SA		2,189,428
	49,169	Cap Gemini SA		2,241,395
	73,770	Casino Guichard Perrachon SA		7,765,802
	6,298	Christian Dior SA		1,046,491
	251,472	Cie Generale de Geophysique-Veritas*		5,673,617
	47,075	Cie Generale des Etablissements Michelin		3,944,295
	209,646	CNP Assurances		2,881,853
	505,569	Credit Agricole SA*		4,171,764
	233,499	Danone SA		16,275,092
	62,354	Dassault Systemes SA		7,220,598
	18,370	Eiffage SA		778,670
	16,863	Essilor International		1,878,464
	15,938	Euler Hermes SA		1,470,890
	12,717	Eurazeo		645,847
	49,513	Faurecia‡		788,387
	229,206	France Telecom SA		2,322,210
	40,312	Iliad SA		8,590,337
	126,889	Legrand SA		5,543,153
	42,803	LVMH Moet Hennessy Louis Vuitton SA		7,359,586
	142,798	Metropole Television SA		2,223,323
	709,248	Natixis		2,697,626
	63,738	Neopost SA‡		3,825,069
	68,859	Pernod-Ricard SA		8,595,482
	21,567	Renault SA		1,353,553
	88,356	Sanofi, ADR		4,513,224
	57,687	Schneider Electric SA		4,222,323
	322,285	SCOR SE		9,270,149
	190,799	Societe Generale*		6,279,474
	17,255	Teleperformance		736,614
	58,768	Thales SA		2,489,933
	46,141	Total SA		2,213,270
	153,331	UBISOFT Entertainment*		1,659,801
	14,676	Unibail-Rodamco REIT		3,424,217


70		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		France — continued

	41,154	Valeo SA		2,230,886
	50,230	Vinci SA		2,266,863
	286,255	Vivendi SA		5,923,549
	20,431	Zodiac Aerospace‡		2,384,801

		Total France		175,322,249


		Germany — 8.7%

	24,246	Adidas AG		2,520,008
	17,822	Allianz AG		2,424,689
	71,479	Aurubis AG		4,550,756
	25,935	BASF SE		2,275,269
	251,791	Bayer AG		26,017,934
	79,578	Bayerische Motoren Werke AG		6,878,143
	25,581	Beiersdorf AG		2,366,409
	21,620	Brenntag AG		3,381,439
	130,806	Continental AG		15,666,365
	195,646	DaimlerChrysler AG		10,663,410
	647,265	Deutsche Post AG		14,939,966
	428,761	Deutsche Telekom AG		4,540,014
	256,067	Deutsche Wohnen AG		4,662,603
	121,531	Deutz AG*		639,837
	21,722	Duerr AG		2,371,201
	79,854	Fresenius SE		9,873,621
	267,338	GEA Group AG		8,825,948
	93,807	GSW Immobilien AG		3,717,318
	46,078	Hannover Rueckversicherung AG		3,620,534
	36,379	HeidelbergCement AG		2,618,801
	15,344	Henkel AG & Co. KGaA		1,213,718
	22,885	Kabel Deutschland Holding AG		2,115,248
	79,136	Kloeckner & Co. SE*		1,122,884
	87,241	Leoni AG		3,384,309
	59,989	Linde AG		11,173,467
	12,190	Merck KGaA		1,842,378
	47,549	Muenchener Rueckver AG		8,908,309
	353,043	Premiere AG*		1,949,825
	83,489	Rheinmetall AG		3,868,607
	67,963	Siemens AG		7,333,402
	54,432	Suedzucker AG		2,303,076
	88,570	Symrise AG		3,515,477
	232,270	TAG Immobilien AG		2,663,442
	103,145	TUI AG*		1,108,726
	10,991	Volkswagen AG		2,071,161

		Total Germany		187,128,294


		Gibraltar — 0.0%

	65,908	Bwin.Party Digital Entertainment Plc		143,712


		Greece — 0.1%

	263,541	Hellenic Telecommunications Organization SA*		1,597,308


		See accompanying Notes to the Financial Statements.			71

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Greece — continued

	72,007	OPAP SA		569,579
	116,330	Public Power Corp. SA*		830,549

		Total Greece		2,997,436


		Hong Kong — 1.9%

	424,400	AIA Group, Ltd.		1,853,383
	2,783,000	Champion REIT		1,444,802
	2,469,010	China Overseas Land & Investment, Ltd.		6,822,446
	2,601,300	China Resources Power Holdings Co., Ltd.		7,807,938
	791,830	China Unicom Hong Kong, Ltd.		1,056,773
	496,000	Hutchison Whampoa, Ltd.		5,172,357
	77,000	Hysan Development Co., Ltd.		390,324
	5,304,061	Lenovo Group, Ltd.		5,261,254
	164,000	Link (The) REIT		895,777
	265,500	MTR Corp., Ltd.		1,055,139
	1,045,000	New World Development, Ltd.		1,771,586
	3,961,000	PCCW, Ltd.		1,826,745
	240,500	Swire Pacific, Ltd. Class A		3,068,736
	49,000	Television Broadcasts, Ltd.		370,846
	198,000	Wharf Holdings, Ltd.		1,768,893

		Total Hong Kong		40,566,999


		India — 0.5%

	3,094,890	Power Grid Corp. of India, Ltd.		6,021,796
	787,555	Sun TV Network, Ltd.		5,649,095

		Total India		11,670,891


		Indonesia — 0.5%

	6,813,250	Bank Rakyat Indonesia Persero Tbk PT		6,134,905
	254,000	Indo Tambangraya Megah Tbk PT		927,914
	5,113,500	Perusahaan Perkebunan London Sumatra Indonesia Tbk PT		1,015,596
	717,000	Tambang Batubara Bukit Asam Persero Tbk PT		1,062,495
	547,000	United Tractors Tbk PT		1,024,482
	3,996,000	Vale Indonesia Tbk PT		976,640

		Total Indonesia		11,142,032


		Ireland — 0.3%

	14,025,066	Governor & Co. of the Bank of Ireland (The)*		2,773,475
	32,673	Paddy Power Plc		2,946,107
	19,886	Smurfit Kappa Group Plc		329,409

		Total Ireland		6,048,991


		Israel — 0.4%

	195,828	Teva Pharmaceutical Industries, Ltd., Sponsored ADR		7,770,455


		Italy — 2.5%

	240,952	Assicurazioni Generali Spa		3,756,192
	109,963	Azimut Holding Spa		1,781,987


72		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Italy — continued

	72,734	Banca Generali Spa		1,382,286
	209,697	Banca Popolare dell’Emilia Romagna Scarl		1,483,687
	1,422,398	Banca Popolare di Milano Scarl*		872,154
	675,596	Beni Stabili Spa REIT		403,489
	152,219	Buzzi Unicem Spa‡		2,343,617
	36,421	Danieli & C. Officine Meccaniche Spa-RSP		605,648
	662,813	Enel Spa		2,166,946
	402,951	ENI Spa		9,070,532
	32,677	Exor Spa		914,320
	313,465	Fiat Spa (MIL Exchange)*		1,670,459
	658,790	Gemina Spa*		1,107,351
	2,012,603	Intesa Sanpaolo Spa		2,951,364
	89,025	Lottomatica Spa		2,095,429
	577,096	Mediaset Spa		1,180,490
	274,917	Mediolanum Spa		1,513,047
	968,187	Milano Assicurazioni Spa*		513,461
	207,692	Pirelli & C. Spa		2,182,916
	42,734	Societa Iniziative Autostradali e Servizi Spa		400,860
	3,209,588	Telecom Italia Spa		2,270,908
	4,642,815	Telecom Italia Spa-RNC		2,861,681
	2,093,325	UniCredit Spa*		8,951,163
	132,349	Unione di Banche Italiane SCPA		488,434

		Total Italy		52,968,421


		Japan — 22.5%

	12,700	3-D Matrix, Ltd.*		969,857
	97,700	Advantest Corp.		1,371,666
	328,500	Aeon Credit Service Co., Ltd.		9,300,861
	38,700	Aica Kogyo Co., Ltd.		709,623
	189,350	Aiful Corp.*		1,260,722
	88,500	Aisin Seiki Co., Ltd.		3,242,741
	16,300	Alfresa Holdings Corp.		885,907
	92,300	Alpine Electronics, Inc.		883,535
	116,400	Alps Electric Co., Ltd.		762,629
	38,000	Asahi Breweries, Ltd.		908,977
	242,000	Asahi Glass Co., Ltd.		1,675,622
	130,200	Astellas Pharma, Inc.		7,007,147
	42,200	Bridgestone Corp.		1,413,848
	55,100	Brother Industries, Ltd.		566,706
	279,000	Calsonic Kansei Corp.		1,228,526
	207,100	Canon, Inc.		7,599,394
	65,465	Canon, Inc., Sponsored ADR		2,401,911
	222,000	Central Glass Co., Ltd.		769,751
	27,700	Central Japan Railway Co.		2,922,612
	252,294	Chiba Bank, Ltd. (The)		1,813,984
	98,000	Chiyoda Corp.		1,094,448
	75,200	Chugai Pharmaceutical Co., Ltd.		1,673,244
	225,400	Citizen Holdings Co., Ltd.		1,148,336
	53,700	Coca-Cola Central Co., Ltd.		708,232


		See accompanying Notes to the Financial Statements.			73

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Japan — continued

	33,100	Coca-Cola West Co., Ltd.		576,662
	100,900	COMSYS Holdings Corp.		1,223,421
	2,643	Dai-ichi Life Insurance Co., Ltd. (The)		3,525,124
	73,000	Daicel Corp.		569,124
	65,500	Daifuku Co., Ltd.		532,945
	67,000	Daihatsu Motor Co., Ltd.		1,388,173
	196,300	Daiichi Sanyko Co., Ltd.		3,779,015
	181,660	Daikin Industries, Ltd.		7,119,944
	75,000	Dainippon Sumitomo Pharma Co., Ltd.		1,325,782
	439,130	Daiwa House Industry Co., Ltd.		8,570,555
	666,246	Daiwa Securities Group, Inc.		4,691,075
	153,950	Dena Co., Ltd.		4,191,789
	6,400	Denso Corp.		270,581
	56,500	East Japan Railway Co.		4,645,235
	33,500	Eisai Co., Ltd.		1,498,272
	49,400	FamilyMart Co., Ltd.		2,256,679
	239,000	Fuji Electric Holdings Co., Ltd.		699,053
	98,000	Fuji Heavy Industries, Ltd.		1,546,820
	2,920	Fuji Media Holdings, Inc.		5,062,327
	292,400	FUJIFILM Holdings Corp.		5,765,897
	431,000	Fujikura, Ltd.		1,361,487
	199,000	Fujitsu General, Ltd.		1,682,674
	577,000	Fujitsu, Ltd.		2,399,564
	466,000	Fukuoka Financial Group, Inc.		2,329,504
	74,097	Glory, Ltd.		1,774,797
	247,294	Hachijuni Bank, Ltd. (The)		1,475,558
	272,000	Hankyu Hanshin Holdings, Inc.		1,640,332
	212,000	Hino Motors, Ltd.		2,290,917
	27,600	Hirose Electric Co., Ltd.		3,631,270
	16,700	Hisamitsu Pharmaceutical Co., Inc.		902,319
	61,400	Hitachi Construction Machinery Co., Ltd.		1,312,636
	34,300	Hitachi High-Technologies Corp.		715,769
	499,000	Hitachi, Ltd.		2,897,830
	7,900	Hogy Medical Co., Ltd.		426,005
	51,600	Ibiden Co., Ltd.		804,569
	13,100	Idemitsu Kosan Co., Ltd.		1,138,343
	398,000	IHI Corp.		1,206,445
	1,584	Inpex Holdings, Inc.		8,491,130
	409,000	Isuzu Motors, Ltd.		2,466,528
	86,600	Ito En, Ltd.		2,090,853
	248,300	Itochu Corp.		3,034,426
	44,000	Japan Airlines Co., Ltd.		2,052,117
	63,000	Japan Aviation Electronics Industry, Ltd.		479,770
	83,000	Japan Securities Finance Co., Ltd.		637,375
	552,500	Japan Tobacco, Inc.		17,658,610
	72,000	JGC Corp.		1,842,502
	355,714	Joyo Bank, Ltd. (The)		1,978,711
	79,800	JTEKT Corp.		751,149
	228,200	JX Holdings, Inc.		1,279,104


74		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Japan — continued

	27,300	Kagome Co., Ltd.		518,880
	41,000	Kaken Pharmaceutical Co., Ltd.		744,384
	236,000	Kaneka Corp.		1,360,476
	415,308	Kao Corp.		13,428,380
	300,000	Kawasaki Heavy Industries, Ltd.		944,480
	389,000	Kawasaki Kisen Kaisha, Ltd.*		827,483
	676,180	KDDI Corp.		28,228,106
	188,000	Kirin Holdings Co., Ltd.		3,021,357
	14,900	Kissei Pharmaceutical Co., Ltd.		315,528
	63,500	Kobayashi Pharmaceutical Co., Ltd.		3,086,524
	249,750	Komatsu, Ltd.		5,931,629
	510,000	Konica Minolta Holdings, Inc.		3,715,699
	69,986	Kose Corp.		1,627,945
	100	Kyocera Corp.		9,136
	42,500	KYORIN Holdings, Inc.		1,031,536
	40,000	Kyowa Hakko Kirin Co., Ltd.		452,670
	78,373	Lawson, Inc.		6,018,433
	338	M3, Inc.		658,960
	517,000	Marubeni Corp.		3,937,162
	244,000	Mazda Motor Corp.*		713,678
	76,600	Medipal Holdings Corp.		1,072,987
	48,800	Megmilk Snow Brand Co., Ltd.		773,367
	397,000	Mitsubishi Chemical Holdings Corp.		1,883,238
	109,200	Mitsubishi Co.		2,044,161
	636,000	Mitsubishi Heavy Industries, Ltd.		3,666,369
	894,000	Mitsubishi Materials Corp.		2,519,783
	74,600	Mitsubishi Tanabe Pharma Corp.		1,142,565
	433,200	Mitsubishi UFJ Lease & Finance Co., Ltd.		2,262,297
	192,800	Mitsui & Co., Ltd.		2,702,727
	598,000	Mitsui Chemicals, Inc.		1,297,511
	558,000	Mitsui Engineering & Shipbuilding Co., Ltd.		1,008,934
	318,000	Morinaga Milk Industry Co., Ltd.		980,855
	63,300	MS&AD Insurance Group Holdings		1,402,403
	63,500	Namco Bandai Holdings, Inc.		1,121,144
	875,000	NEC Corp.		2,326,633
	130,430	Nidec Corp.		7,796,390
	129,900	Nihon Kohden Corp.		4,580,073
	19,600	Nintendo Co., Ltd.		2,115,933
	156,000	Nippon Express Co., Ltd.		746,650
	44,900	Nippon Konpo Unyu Soko Co., Ltd.		712,039
	72,000	Nippon Shokubai Co., Ltd.		633,312
	39,100	Nippon Telegraph & Telephone Corp.		1,705,063
	34,821	Nippon Telegraph & Telephone Corp., ADR		757,009
	224,200	Nippon Television Network Corp.		3,319,362
	400,000	Nishimatsu Construction Co., Ltd.		676,452
	130,700	Nissan Motor Company, Ltd.		1,260,848
	34,000	Nisshin Seifun Group, Inc.		448,415
	74,600	Nisshin Steel Holdings Co., Ltd.*		587,945
	71,000	Nisshinbo Holdings, Inc.		493,118


		See accompanying Notes to the Financial Statements.			75

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Japan — continued

	25,500	Nitto Denko Corp.		1,526,962
	60,800	NKSJ Holdings, Inc.		1,273,295
	218,200	Nomura Holdings, Inc.		1,346,054
	211,941	Nomura Research Institute, Ltd.		5,473,226
	370,941	North Pacific Bank, Ltd.		1,250,673
	3,384	NTT DoCoMo, Inc.		5,024,531
	13,760	Obic Co., Ltd.		3,186,080
	771,000	Oki Electric Industry Co., Ltd.*		885,641
	67,800	Olympus Corp.*		1,603,778
	29,600	Ono Pharmaceutical Co., Ltd.		1,829,143
	31,100	Oracle Corp. Japan		1,400,856
	946,200	Orix Corp.*		12,036,324
	162,000	Otsuka Holdings Co., Ltd.		5,625,718
	53,000	Pacific Metals Co., Ltd.		272,836
	13,600	Paramount Bed Holdings Co., Ltd.		507,722
	6,600	Pigeon Corp.		462,604
	314,300	Pioneer Corp.*		571,637
	36,900	Pola Orbis Holdings, Inc.		1,177,409
	210,000	Press Kogyo Co., Ltd.		1,083,280
	803,690	Rakuten, Inc.		8,214,700
	343,000	Ricoh Company, Ltd.		3,713,827
	98,900	Round One Corp.		730,021
	28,334	Sankyo Co., Ltd.		1,325,990
	87,833	Santen Pharmaceutical Co., Ltd.		4,068,419
	101,400	SBI Holdings, Inc.		895,150
	120,340	Shin-Etsu Chemical Co., Ltd.		7,948,430
	137,000	Shinko Electric Industries Co., Ltd.		1,135,110
	107,200	Shionogi & Co., Ltd.		2,167,488
	142,700	Showa Corp.		1,528,386
	249,800	Showa Shell Sekiyu KK		1,766,826
	1,368	SKY Perfect JSAT Holdings, Inc.		646,752
	87,500	Sodick Co., Ltd.		540,709
	56,500	Sony Corp.		976,521
	25,601	Sony Corp., Sponsored ADR		445,457
	204,500	Sony Financial Holdings, Inc.		3,045,097
	916,000	Sumitomo Chemical Co., Ltd.		2,864,327
	107,700	Sumitomo Corp.		1,355,128
	221,900	Sumitomo Electric Industries, Ltd.		2,711,796
	37,600	Sumitomo Forestry Co., Ltd.		416,711
	60,000	Sumitomo Metal Mining Co., Ltd.		847,479
	151,541	Sumitomo Mitsui Financial Group		6,189,294
	56,700	Suzuki Motor Corp.		1,265,830
	69,900	T&D Holdings, Inc.		831,930
	73,800	Tachi-S Co., Ltd.		1,308,494
	39,900	Taiyo Yuden Co., Ltd.		505,010
	51,300	Takara Bio, Inc.		753,513
	112,400	Takeda Pharmaceutical Co., Ltd.		6,144,820
	45,700	Terumo Corp.		1,956,419
	325,000	Toagosei Co., Ltd.		1,420,708


76		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Japan — continued

	272,180	Tokio Marine Holdings, Inc.		7,827,853
	27,100	Tokyo Electron, Ltd.		1,150,064
	41,300	Tokyo Ohka Kogyo Co., Ltd.		877,658
	198,000	Toppan Printing Co., Ltd.		1,423,612
	246,000	Toyo Ink SC Holdings Co., Ltd.		1,169,560
	26,600	Toyoda Gosei Co., Ltd.		636,850
	58,100	Toyota Industries Corp.		2,128,850
	358,320	Toyota Motor Corp.		18,388,577
	154	Toyota Motor Corp., Sponsored ADR		15,807
	64,800	Toyota Tsusho Corp.		1,652,738
	10,600	Tsumura & Co.		387,269
	28,057	USS Co., Ltd.		3,222,884
	41,800	West Japan Railway Co.		2,009,530
	15,100	Yakult Honsha Co., Ltd.		608,690
	452,962	Yamato Holdings Co., Ltd.		8,199,759
	735,720	Yokogawa Electric Corp.		7,355,635

		Total Japan		482,234,522


		Luxembourg — 0.4%

	378,644	Tenaris SA‡		7,706,531


		Malaysia — 0.2%

	929,300	Genting Malaysia Bhd		1,101,415
	427,900	RHB Capital Bhd		1,192,565
	365,400	Sime Darby Bhd		1,092,719

		Total Malaysia		3,386,699


		Malta — 0.1%

	31,613	Unibet Group Plc, ADR		1,106,115


		Mauritius — 0.1%

	3,828,000	Golden Agri-Resources, Ltd.‡		1,789,650


		Mexico — 0.4%

	443,800	Alfa SAB de CV Class A		1,084,040
	1,757,700	Fibra Uno Administracion SA de CV REIT		5,804,798
	271,600	Grupo Mexico SAB de CV Series B		1,094,839

		Total Mexico		7,983,677


		Netherlands — 2.3%

	462,925	Aegon NV		2,788,526
	93,018	Aegon NV, ADR		559,038
	38,665	ASM International NV		1,286,175
	50,736	CSM		1,074,976
	139,980	Delta Lloyd NV		2,405,031
	6,990	Heineken Holding NV		448,703
	149,960	Heineken NV		11,322,735
	1,437,225	ING Groep NV, ADR*		10,218,752
	266,074	Koninklijke Ahold NV		4,084,610


		See accompanying Notes to the Financial Statements.			77

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Netherlands — continued

	56,347	Koninklijke Boskalis Westminster NV		2,242,286
	41,480	Koninklijke DSM NV		2,418,738
	154,632	Koninklijke KPN NV‡		521,029
	94,631	Koninklijke Philips Electronics NV		2,805,188
	65,943	Koninklijke Philips Electronics NV, ADR		1,948,616
	288,425	STMicroelectronics NV		2,222,198
	87,398	Unilever NV		3,583,318

		Total Netherlands		49,929,919


		New Zealand — 0.1%

	222,913	Ryman Healthcare, Ltd.		941,478
	182,075	Sky City Entertainment Group, Ltd.		672,873
	154,950	Trade Me, Ltd.		614,182

		Total New Zealand		2,228,533


		Norway — 1.1%

	884,292	DnB NOR ASA		12,985,788
	40,919	Fred Olsen Energy ASA		1,753,922
	2,375,444	Marine Harvest ASA*		2,205,406
	73,768	Statoil ASA		1,785,862
	352,190	Storebrand ASA*		1,368,907
	47,897	TGS Nopec Geophysical Co. ASA		1,806,659
	37,662	Yara International ASA		1,708,592

		Total Norway		23,615,136


		Portugal — 0.1%

	1,329,014	Sonae		1,194,610


		Russia — 0.3%

	37,336	Magnit OJSC****		7,206,702


		Singapore — 0.5%

	1,239,000	First Resources, Ltd.		1,827,640
	344,000	Frasers Commercial Trust REIT		390,972
	201,000	Keppel Corp., Ltd.		1,814,606
	230,000	Oversea-Chinese Banking Corp., Ltd.		1,974,448
	174,000	Parkway Life Real Estate Investment Trust REIT‡		354,844
	233,230	Venture Corp., Ltd.		1,628,061
	2,477,000	Yangzijiang Shipbuilding Holdings, Ltd.‡		1,936,716

		Total Singapore		9,927,287


		South Africa — 0.3%

	17,401	Kumba Iron Ore, Ltd.		933,110
	131,917	Sasol, Ltd.		5,857,034

		Total South Africa		6,790,144


		South Korea — 0.8%

	120,653	Celltrion, Inc.		5,769,135


78		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		South Korea — continued

	28,160	Hana Financial Group, Inc.		992,155
	5,606	Hyundai Heavy Industries Co., Ltd.		1,078,271
	3,740	Hyundai Mobis		1,045,425
	29,209	Hyundai Motor Co.		5,867,528
	30,100	KB Financial Group, Inc.		1,000,989
	17,962	LG Corp.		1,042,913
	763	Samsung Electronics Co., Ltd.		1,035,529

		Total South Korea		17,831,945


		Spain — 2.1%

	9,469	Acciona SA		517,128
	20,496	Almirall SA		256,609
	253,058	Amadeus IT Holding SA‡		6,848,355
	474,403	Banco Bilbao Vizcaya Argentaria SA		4,119,888
	6,440	Corp. Financiera Alba SA		282,324
	97,309	Endesa SA		2,059,873
	44,493	Fomento de Construcciones y Contratas SA‡		425,073
	94,349	Gas Natural SDG SA		1,673,130
	469,932	Iberdrola SA		2,192,295
	108,175	Inditex SA		14,363,029
	189,954	Indra Sistemas SA‡		2,268,454
	716,857	Mapfre SA‡		2,219,363
	419,542	Repsol VPF SA		8,538,927

		Total Spain		45,764,448


		Sweden — 3.6%

	25,388	Betsson AB		818,023
	105,584	Boliden AB		1,703,439
	112,914	Castellum AB‡		1,611,569
	1,551	Fabege AB‡		15,887
	58,425	Holmen AB		1,741,428
	206,057	Hufvudstaden AB‡		2,592,350
	38,259	Industrivarden AB		697,865
	98,758	Intrum Justitia AB		1,913,797
	67,570	Investment AB Oresund*		1,091,180
	164,640	Investor AB Class B		4,765,495
	77,770	JM AB‡		1,847,964
	1,463,517	Nordea Bank AB		16,611,436
	85,445	Ratos AB		904,781
	82,228	Saab AB		1,783,166
	485,183	Skandinaviska Enskilda Banken AB‡		4,883,917
	6,757	SkiStar AB		80,539
	321,226	Svenska Cellulosa AB Class B		8,299,903
	160,309	Svenska Handelsbanken AB Series A‡		6,866,511
	110,939	Tele2 AB		1,934,864
	1,070,086	Telefonaktiebolaget LM Ericsson		13,363,732
	82,110	Telefonaktiebolaget LM Ericsson Class B, Sponsored ADR		1,034,586
	259,739	TeliaSonera AB		1,858,760

		Total Sweden		76,421,192


		See accompanying Notes to the Financial Statements.			79

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Switzerland — 7.3%

	29,896	Actelion, Ltd.		1,627,476
	196,804	Aryzta AG		11,648,835
	20,010	Baloise-Holding AG		1,878,546
	8,303	Bucher Industries AG		1,926,362
	22,819	Cie Financiere Richemont SA		1,795,254
	5,736	Flughafen Zuerich AG		2,675,831
	13,747	Geberit AG		3,392,654
	4,053	Georg Fischer AG		1,720,583
	4,567	Givaudan SA		5,623,446
	4,487	Helvetia Holding AG		1,812,427
	59,829	Julius Baer Group, Ltd.		2,332,001
	229	Lindt & Spruengli AG		883,401
	21	Lindt & Spruengli AG (Registered Shares)		950,039
	441,788	Nestle SA		32,027,822
	34,913	Nestle SA, Sponsored ADR		2,530,145
	98,800	Novartis AG		7,037,394
	77,490	OC Oerlikon Corp. AG Class R		920,600
	106,234	Roche Holding AG		24,792,982
	25,193	Roche Holding AG, Sponsored ADR		1,476,310
	13,991	Schindler Holding AG		2,055,175
	4,750	SGS SA		11,677,491
	6,645	Swatch Group AG (The)		3,873,531
	16,584	Swiss Life Holding		2,464,089
	138,675	Swiss Re, Ltd.		11,305,465
	27,075	Syngenta AG		11,322,351
	21,860	Zurich Insurance Group AG		6,098,962

		Total Switzerland		155,849,172


		Taiwan — 0.3%

	356,087	Taiwan Semiconductor Manufacturing Co., Ltd., Sponsored ADR		6,121,136


		Thailand — 0.4%

	936,670	Advanced Info Service PCL (Registered Shares)		7,548,374
	1,218,150	Krung Thai Bank PCL		1,031,590
	93,902	PTT PCL		1,038,902

		Total Thailand		9,618,866


		United Kingdom — 18.2%

	2,311,718	Aberdeen Asset Management Plc		15,065,906
	711,929	Alent Plc*		4,081,966
	52,048	Amec Plc		834,581
	224,154	Amlin Plc		1,441,453
	21,949	ARM Holdings Plc, Sponsored ADR		929,979
	422,887	Ashmore Group Plc		2,247,466
	346,727	Ashtead Group Plc		3,087,851
	185,831	AstraZeneca Plc, Sponsored ADR		9,287,833
	50,479	AstraZeneca Plc		2,529,063
	166,541	BAE Systems Plc		997,123
	533,004	Balfour Beatty Plc		1,900,331


80		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		United Kingdom — continued

	2,727,753	Barclays Plc		12,059,312
	1,292,163	Barratt Developments Plc*		5,378,077
	112,728	BBA Aviation Plc		440,768
	74,059	Bellway Plc		1,458,541
	51,705	Berendsen Plc		616,315
	80,668	Bodycote Plc		656,548
	1,398,487	BP Plc		9,766,131
	319,801	British American Tobacco Plc		17,127,184
	70,914	British American Tobacco Plc, Sponsored ADR		7,591,344
	537,213	BT Group Plc		2,267,733
	24,694	BT Group Plc, Sponsored ADR		1,037,889
	332,169	Bunzl Plc		6,531,750
	76,514	Burberry Group Plc		1,544,069
	726,154	Cairn Energy Plc*		3,015,690
	1,881,562	Cobham Plc		6,942,654
	756,990	Compass Group Plc		9,661,144
	32,959	Diageo Plc, Sponsored ADR		4,147,561
	1,566,148	DSG International Plc*		803,566
	179,146	easyJet Plc‡		2,937,863
	59,244	Experian Plc		1,025,534
	393,276	GlaxoSmithKline Plc, Sponsored ADR		18,448,577
	600,818	GlaxoSmithKline Plc		14,035,928
	416,692	Halma Plc		3,277,522
	84,222	Hargreaves Lansdown Plc		1,110,059
	1,045,303	Hays Plc		1,530,894
	784,101	Henderson Group Plc, ADR		1,912,866
	228,395	Home Retail Group		538,244
	171,200	HSBC Holdings Plc		1,808,455
	1,308	HSBC Holdings Plc, Sponsored ADR		69,769
	2,367,373	HSBC Holdings Plc (Ordinary Shares)		25,253,043
	457,561	ICAP Plc		2,017,652
	133,638	IG Group Holdings Plc		1,083,607
	62,738	Imperial Tobacco Group Plc		2,190,132
	116,115	Inchcape Plc		885,982
	75,948	Informa Plc		607,177
	46,061	InterContinental Hotels Group Plc		1,403,723
	391,103	Intermediate Capital Group Plc		2,512,667
	1,159,814	ITV Plc		2,278,890
	153,012	J Sainsbury Plc		879,411
	149,800	Jardine Lloyd Thompson Group Plc		1,935,718
	425,681	Kingfisher Plc		1,860,269
	921,174	Legal & General Group Plc		2,415,654
	5,982,099	Lloyds TSB Group Plc*		4,422,767
	110,698	London Stock Exchange Group Plc		2,195,248
	333,351	Meggitt Plc		2,485,329
	590,531	Melrose Industries Plc		2,380,718
	213,391	Mitchells & Butlers Plc*		1,056,317
	179,106	Mondi Plc		2,431,355
	62,900	Next Plc		4,169,991


		See accompanying Notes to the Financial Statements.			81

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		United Kingdom — continued

	1,849,292	Old Mutual Plc		5,691,935
	263,470	Pearson Plc		4,736,784
	192,813	Persimmon Plc		3,129,787
	106,612	Petrofac, Ltd.		2,319,813
	1,118,207	Prudential Plc		18,083,084
	1,012,577	QinetiQ Group Plc		3,188,875
	181,592	Reckitt Benckiser Group Plc		13,009,342
	185,047	Reed Elsevier Plc		2,194,491
	564,525	Resolution, Ltd.		2,335,879
	83,055	Restaurant Group Plc (The)		590,092
	19,072	Rightmove Plc		515,776
	223,332	Rolls-Royce Holdings Plc		3,832,041
	72,816	Royal Dutch Shell Plc Class A (Amsterdam Exchange)		2,355,340
	340,229	Royal Dutch Shell Plc Class A (London Exchange)		10,998,860
	1,282,907	RSA Insurance Group Plc		2,267,508
	175,638	SABMiller Plc		9,238,406
	144,600	Shire Plc		4,400,142
	103,729	Spectris Plc		3,868,381
	368,515	Stagecoach Group Plc		1,738,030
	407,981	Standard Chartered Plc		10,553,166
	601,107	Standard Life Plc		3,334,281
	3,790,137	Taylor Wimpey Plc		5,231,419
	94,498	Telecity Group Plc		1,296,437
	80,054	The Berkeley Group Holdings Unit Plc		2,481,000
	235,686	Thomas Cook Group Plc*		402,254
	204,322	TUI Travel Plc		1,010,183
	90,625	Ultra Electronics Holdings Plc		2,366,885
	128,615	United Business Media, Ltd.		1,375,857
	711,930	Vesuvius Plc		3,811,714
	3,074,456	Vodafone Group Plc		8,711,253
	416,405	WH Smith Plc‡		4,720,048
	723,130	William Hill Plc		4,061,640

		Total United Kingdom		388,461,892


		TOTAL COMMON STOCKS (COST $1,794,002,285)		2,025,600,715


		INVESTMENT COMPANIES — 1.3%

		United States — 1.3%

	352,682	iShares MSCI EAFE Index Fund		20,801,184
	452,666	iShares MSCI Taiwan Index Fund		6,038,565

		Total United States		26,839,749


		TOTAL INVESTMENT COMPANIES (COST $25,701,211)		26,839,749


		PREFERRED STOCKS — 1.3%

		Brazil — 0.1%

	75,500	Bradespar SA, 7.09%		985,898
	188,000	Eletropaulo Metropolitana Eletricidade de Sao Paulo SA, 39.62%		922,121

		Total Brazil		1,908,019


82		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Germany — 1.2%

	137,765	Henkel AG & Co. KGaA, 1.09%		13,283,717
	28,409	Porsche Automobil Holding SE, 1.33%		2,080,088
	14,790	ProSiebenSat.1 Media AG, 4.29%		528,922
	45,941	Volkswagen AG, 1.96%		9,143,885

		Total Germany		25,036,612


		TOTAL PREFERRED STOCKS (COST $23,804,193)		26,944,631


		RIGHTS — 0.0%

		United Kingdom — 0.0%

	160,696	William Hill Plc, Strike Price $0.00, Expires 04/04/2013*		302,570


		TOTAL RIGHTS (COST $—)		302,570


Notional		Description	Value ($)

		OPTIONS PURCHASED — 0.0%

		Put Options — 0.0%

	353,205,535	OTC Japanese Yen versus U.S. Dollar with Deutsche Bank Securities, Strike Price $85.70, Expires 07/23/13		379,844
	1,126,158,133	OTC Japanese Yen versus U.S. Dollar with JP Morgan Securities, Inc., Strike Price $0.01, Expires 01/20/14		259,800


		TOTAL PUT OPTIONS PURCHASED (COST $240,898)		639,644


Par Value ($)		Description	Value ($)

		SHORT-TERM INVESTMENTS — 5.3%

		Bank Deposit — 2.3%

	49,795,728	State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		49,795,728


		Securities Lending Collateral — 3.0%

	65,114,408	State Street Navigator Securities Lending Prime Portfolio***		65,114,408


		TOTAL SHORT-TERM INVESTMENTS (COST $114,910,136)		114,910,136


		TOTAL INVESTMENTS — 102.6% (Cost $1,958,658,723)		2,195,237,445

		Other Assets and Liabilities (net) — (2.6)%		(56,307,618	)


		NET ASSETS — 100.0%	$	2,138,929,827


		See accompanying Notes to the Financial Statements.			83

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


				Notes to Schedule of Investments:

				ADR — American Depository Receipt

				REIT — Real Estate Investment Trust

		¤		Illiquid security. The total market value of the securities at year end is $0 which represents 0.0% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $0.

		*		Non-income producing security

		***		Represents an investment of securities lending cash collateral.

		****		Securities fair valued by the Valuation Committee as approved by the Board of Trustees. The total market value of the securities at period end is $7,206,702 which represents 0.3% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $7,251,839.

		‡		All or a portion of this security is out on loan.


84		See accompanying Notes to the Financial Statements.

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Industry Sector Summary (Unaudited)	% of Net Assets
Banks		8.4
Pharmaceuticals		7.6
Insurance		7.2
Telecommunications		6.0
Chemicals		4.6
Food		4.5
Diversified Financial Services		3.6
Oil & Gas		3.6
Auto Manufacturers		3.5
Retail		2.5
Agriculture		2.3
Auto Parts & Equipment		2.2
Beverages		2.0
Electronics		1.9
Transportation		1.9
Media		1.8
Commercial Services		1.7
Holding Companies — Diversified		1.6
Miscellaneous — Manufacturing		1.6
Electric		1.5
Engineering & Construction		1.5
Internet		1.5
Household Products & Wares		1.3
Real Estate		1.3
Home Builders		1.2
Machinery — Diversified		1.2
Mining		1.2
Software		1.1
Aerospace & Defense		1.0
Health Care — Products		1.0
Unaffiliated Fund		1.0
Computers		0.9
Cosmetics & Personal Care		0.9
Electrical Components & Equipment		0.9
Building Materials		0.8
Distribution & Wholesale		0.8
Forest Products & Paper		0.8
Semiconductors		0.8
Apparel		0.7
Entertainment		0.7
Lodging		0.6
Metal Fabricate & Hardware		0.6
Oil & Gas Services		0.6
Biotechnology		0.5
Food Service		0.5
Machinery — Construction & Mining		0.5
Office & Business Equipment		0.5
REITS		0.5
Investment Companies		0.4
Iron & Steel		0.4
Equity Fund		0.3


		See accompanying Notes to the Financial Statements.			85

Mercer Non-US Core Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Industry Sector Summary (Unaudited)	% of Net Assets
Leisure Time		0.3
Airlines		0.2
Shipbuilding		0.2
Coal		0.1
Energy — Alternate Sources		0.1
Gas		0.1
Hand & Machine Tools		0.1
Health Care — Services		0.1
Toys, Games & Hobbies		0.1
Advertising		0.0
Home Furnishings		0.0
Textiles		0.0
Short-Term Investments and Other Assets and Liabilities (net)		2.7

		100.0	%


86		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		DEBT OBLIGATIONS — 104.6%

		Asset Backed Securities — 3.4%

	38,352	ACE Securities Corp., Series 2005-SD3, Class A, 0.60%, due 08/25/45†		37,723
	31,657	American Airlines Pass Through Trust, Series 2001-1, Class A, 6.98%, due 11/23/22†††		31,737
	344,652	Ameriquest Mortgage Securities, Inc., Series 2004-R2, Class A1A, 0.89%, due 04/25/34†		329,847
	284,355	Asset Backed Securities Corp. Home Equity, Series 2003-HE7, Class M1, 1.18%, due 12/15/33†		268,696
	210,000	Avis Budget Rental Car Funding AESOP LLC, Series 2010-5A, Class A, 3.15%, due 03/20/17 144A		220,909
	250,000	Avis Budget Rental Car Funding AESOP LLC, Series 2012-2A, Class A, 2.80%, due 05/20/18 144A		263,030
	200,000	Avis Budget Rental Car Funding AESOP LLC, Series 2012-3A, Class A, 2.10%, due 03/20/19 144A		204,340
	220,000	Avis Budget Rental Car Funding AESOP LLC, Series 2013-1A, Class A, 1.92%, due 09/20/19 144A		221,754
	29,249	Bayview Financial Acquisition Trust, Series 2004-A, Class A, 0.88%, due 02/28/44†		28,732
	52,512	Bayview Financial Acquisition Trust, Series 2004-C, Class A1, 0.83%, due 05/28/44†		51,806
	156,032	Bear Stearns Asset Backed Securities Trust, Series 2004-SD3, Class A3, 0.77%, due 09/25/34†		151,807
	271,020	Bear Stearns Asset Backed Securities, Inc., Series 2005-AQ2, Class A3, 0.56%, due 09/25/35†		261,078
	40,229	Bear Stearns Asset Backed Securities, Inc., Series 2005-SD4, Class 2A1, 0.60%, due 12/25/42†		39,204
	24,661	Bear Stearns Asset Backed Securities, Inc., Series 2006-HE10, Class 1A1, 0.31%, due 12/25/36†		24,618
	1,465,976	BNSF Railway Co. 2007-1 Pass Through Trust, 6.00%, due 04/01/24		1,715,192
	776,242	Burlington Northern and Santa Fe Railway Co. 2006-1 Pass Through Trust, 5.72%, due 01/15/24		913,624
	2,700,000	Chase Issuance Trust, Series 2012-A8, Class A8, 0.54%, due 10/16/17		2,696,967
	293,244	Citigroup Mortgage Loan Trust, Inc., Series 2006-SHL1, Class A, 0.40%, due 11/25/45† 144A		280,668
	66,427	Citigroup Mortgage Loan Trust, Inc., Series 2007-AHL2, Class A3A, 0.27%, due 05/25/37†		50,032
	93,257	Continental Airlines Pass Through Trust, Series 1998-1, Class A, 6.65%, due 03/15/19		99,551
	30,208	Continental Airlines Pass Through Trust, Series 2003-ERJ1, Class A, 7.88%, due 01/02/20		32,020
	209,825	Continental Airlines Pass Through Trust, Series 2004-ERJ1, Class A, 9.56%, due 03/01/21		230,807
	300,615	Continental Airlines Pass Through Trust, Series 2005-ERJ1, 9.80%, due 10/01/22		339,695
	41,663	Countrywide Home Equity Loan Trust, Series 2005-G, Class 2A, 0.43%, due 12/15/35†		24,664
	96,285	CVS Pass-Through Trust, 5.88%, due 01/10/28		111,889
	224,982	CVS Pass-Through Trust, 6.04%, due 12/10/28		264,642
	52,820	CVS Pass-Through Trust, 6.94%, due 01/10/30		65,854
	206,422	Delta Air Lines Pass Through Trust, Series 2007-1, Class A, 6.82%, due 02/10/24		233,773
	425,000	Greenpoint Manufactured Housing, Series 1999-2, Class A2, 2.96%, due 03/18/29†		374,471
	250,000	Greenpoint Manufactured Housing, Series 1999-3, Class 2A2, 3.60%, due 06/19/29†		223,575
	250,000	Greenpoint Manufactured Housing, Series 1999-4, Class A2, 3.70%, due 02/20/30†		220,440


		See accompanying Notes to the Financial Statements.			87

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Asset Backed Securities — continued

	375,000	Greenpoint Manufactured Housing, Series 2001-2, Class IA2, 3.70%, due 02/20/32†		320,348
	500,000	Greenpoint Manufactured Housing, Series 2001-2, Class IIA2, 3.70%, due 03/13/32†		420,290
	23,351	Greenpoint Mortgage Funding Trust, Series 2005-HE4, Class 2A1, 0.64%, due 07/25/30†		23,147
	218,472	GSAA Trust, Series 2006-14, Class A1, 0.25%, due 09/25/36†		109,622
	306,554	GSAMP Trust, Series 2004-SEA2, Class A2B, 0.75%, due 03/25/34†		305,356
	156,261	GSAMP Trust, Series 2006-S4, Class A1, 0.29%, due 05/25/36†		23,611
	280,000	Hertz Vehicle Financing LLC, Series 2009-2A, Class A2, 5.29%, due 03/25/16 144A		302,417
	320,000	Hertz Vehicle Financing LLC, Series 2013-1A, Class A2, 1.83%, due 08/25/19 144A		321,547
	467,151	Home Equity Asset Trust, Series 2003-8, Class M1, 1.28%, due 04/25/34†		433,445
	791,430	Keycorp Student Loan Trust, Series 2003-A, Class 1A2, 0.56%, due 10/25/32†		788,915
	153,283	Merrill Lynch Mortgage Investors, Inc., Series 2007-MLN1, Class A2A, 0.31%, due 03/25/37†		105,804
	421,435	Morgan Stanley ABS Capital I, Series 2003-NC10, Class M1, 1.22%, due 10/25/33†		391,996
	390,504	Morgan Stanley ABS Capital I, Series 2003-NC6, Class M1, 1.40%, due 06/25/33†		383,078
	295,197	Morgan Stanley ABS Capital I, Series 2003-NC7, Class M1, 1.25%, due 06/25/33†		292,879
	115,845	Morgan Stanley ABS Capital I, Series 2007-NC2, Class A2FP, 0.35%, due 02/25/37†		63,455
	1,100,000	Nelnet Student Loan Trust, Series 2005-4, Class A4R2, 0.58%, due 03/22/32†		952,051
	241,266	Novastar Home Equity Loan, Series 2003-3, Class A3, 1.10%, due 12/25/33†		220,999
	248,099	NovaStar Mortgage Funding Trust, Series 2003-3, Class A2C, 1.26%, due 12/25/33†		233,223
	1,666,794	Origen Manufactured Housing, Series 2006-A, Class A2, 2.81%, due 10/15/37†		1,129,374
	1,467,392	Origen Manufactured Housing, Series 2007-A, Class A2, 2.59%, due 04/15/37†		1,187,909
	3,600,000	RASC Trust, Series 2005-EMX4, Class M1, 0.63%, due 11/25/35†		3,505,286
	154,774	Renaissance Home Equity Loan Trust, Series 2007-2, Class AF1, 5.89%, due 06/25/37††		91,883
	7,225	SACO I, Inc., Series 2005-7, Class A, 0.76%, due 09/25/35†		7,132
	314,921	SACO I, Inc., Series 2006-5, Class 1A, 0.50%, due 04/25/36†		215,340
	119,215	SACO I, Inc., Series 2006-6, Class A, 0.46%, due 06/25/36†		66,725
	607,660	Saxon Asset Securities Trust, Series 2005-1, Class M1, 0.89%, due 05/25/35†		572,980
	1,100,000	SLM Student Loan Trust, Series 2002-5, Class B, 0.71%, due 09/16/24†		1,013,011
	500,000	SLM Student Loan Trust, Series 2003-11, Class A6, 0.57%, due 12/15/25† 144A		484,928
	530,000	SLM Student Loan Trust, Series 2008-5, Class A3, 1.60%, due 01/25/18†		539,174
	1,492,646	SLM Student Loan Trust, Series 2008-9, Class A, 1.80%, due 04/25/23†		1,554,457
	492,460	SLM Student Loan Trust, Series 2009-CT, Class 1A, 2.35%, due 04/15/39¤ † 144A		495,179
	2,117,971	SLM Student Loan Trust, Series 2009-D, Class A, 3.50%, due 08/17/43¤ † 144A		2,032,130
	767,378	SLM Student Loan Trust, Series 2010-1, Class A, 0.60%, due 03/25/25†		770,123
	3,199,294	SLM Student Loan Trust, Series 2010-A, Class 2A, 3.45%, due 05/16/44† 144A		3,393,309
	2,000,000	SLM Student Loan Trust, Series 2012-B, Class A2, 3.48%, due 10/15/30 144A		2,143,409
	447,856	Small Business Administration Participation Certificates, Series 2008-20L, Class 1, 6.22%, due 12/01/28		524,240
	72,603	Soundview Home Equity Loan Trust, Series 2006-EQ2, Class A2, 0.31%, due 01/25/37†		46,589
	54,156	Soundview Home Equity Loan Trust, Series 2007-OPT1, Class 2A1, 0.28%, due 06/25/37†		51,554
	34,879	Structured Asset Securities Corp., Series 2002-AL1, Class A3, 3.45%, due 02/25/32		34,614
	618,794	Structured Asset Securities Corp., Series 2006-ARS1, Class A1, 0.42%, due 02/25/36† 144A		48,623
	38,146	UAL Pass Through Trust, Series 2009-1, 10.40%, due 05/01/18		43,868
	89,096	UAL Pass Through Trust, Series 2009-2A, 9.75%, due 07/15/18		103,352


88		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Asset Backed Securities — continued

	1,521,789	Washington Mutual Alternative Mortgage Pass Through Certificates, Series 2006-AR3, Class A1A, 1.15%, due 05/25/46†		991,178
	46,500	Washington Mutual, Inc., Series 2005-AR8, Class 2A1A, 0.49%, due 07/25/45†		43,595

				36,795,290


		Bank Loans — 0.9%

	496,250	Bausch & Lomb, Inc., 7 Year Term Loan, 5.25%, due 05/17/19¤		501,610
	510,000	Brickman Group Holdings, Inc., Term Loan B, 5.50%, due 10/14/16¤		520,200
	447,938	Capsugel Holdings U.S., Inc., Term Loan, 4.75%, due 08/01/18¤		455,964
	187,081	Charter Communications, Term Loan C, 3.46%, due 09/06/16¤		188,185
	748,125	Del Monte Foods Company, Term Loan B, 4.00%, due 03/08/18¤		755,528
	600,000	Delos Aircraft, Inc., Term Loan B, 4.75%, due 04/12/16		604,500
	495,960	Dunkin’ Finance Corp., Term Loan B, 4.00%, due 11/23/17¤		502,470
	404,955	Emergency Medical Services Corp., Term Loan, 4.00%, due 05/25/18¤		410,523
	461,775	Exopack, LLC, Term Loan, 6.50%, due 05/31/17¤		466,970
	995,000	Fotesque Metal Group, Ltd., Term Loan, 5.25%, due 10/18/17¤		1,007,971
	389,248	Frac Tech International, LLC, Term Loan B, 8.50%, due 05/06/16¤		370,922
	471,321	Gymboree Corp., New Term Loan, 5.00%, due 02/23/18¤		458,831
	490,787	Hanger Orthopedic Group, Inc., Term Loan C, 4.00%, due 12/01/16¤		495,695
	450,000	Harrahs Operating Company, Inc., Term Loan B, 5.45%, due 01/28/18¤		418,050
	351,455	Las Vegas Sands, LLC, Extended Delayed Draw Term Loan, 2.71%, due 11/23/16¤		352,836
	70,637	Las Vegas Sands, LLC, Extended Term Loan B, 2.71%, due 11/23/16¤		70,915
	356,996	Sunguard Data Systems, Inc., Tranch B Term Loan, 3.86%, due 02/28/16¤		357,978
	399,727	Univision Communications, Inc., Extended Term Loan, 4.45%, due 03/31/17¤		402,254
	350,225	Walter Energy, Inc., Term Loan B, 5.75%, due 04/02/18¤		352,764
	537,300	Wendy’s International, Inc., Term Loan B, 4.75%, due 05/15/19¤		543,822

				9,237,988


		Corporate Debt — 34.6%

	690,000	AbbVie, Inc., 1.75%, due 11/06/17 144A		699,160
	420,000	AbbVie, Inc., 2.90%, due 11/06/22 144A		421,254
	300,000	Access Midstream Partners LP/ACMP Finance Corp., 4.88%, due 05/15/23		296,625
	230,000	Access Midstream Partners LP/ACMP Finance Corp., 5.88%, due 04/15/21		244,950
	680,000	AES Corp. (The), Senior Note, 8.00%, due 06/01/20		809,200
	350,000	AK Steel Corp., 7.63%, due 05/15/20‡		308,000
	300,000	Alcatel-Lucent USA, Inc., 6.45%, due 03/15/29		232,500
	105,000	Alere, Inc., 7.25%, due 07/01/18 144A		112,088
	280,000	Alere, Inc., 8.63%, due 10/01/18		298,900
	5,000	Alere, Inc., 9.00%, due 05/15/16		5,266
	275,000	Aleris International, Inc., 7.63%, due 02/15/18		292,875
	200,000	Aleris International, Inc., 7.88%, due 11/01/20		214,000
	170,000	Aleris International, Inc., Senior Note, (PIK), 9.00%, due 12/15/14**** †††		—
	425,000	Alliant Techsystems, Inc., 6.88%, due 09/15/20		460,062
	3,875,000	Ally Financial, Inc., 4.50%, due 02/11/14		3,967,031
	580,000	Ally Financial, Inc., 7.50%, due 09/15/20		709,775
	225,000	Ally Financial, Inc., 8.00%, due 11/01/31		285,750
	50,000	Ally Financial, Inc., Senior Note, 8.00%, due 11/01/31‡		63,250
	265,000	Alpha Natural Resources, Inc., 6.00%, due 06/01/19		245,788
	35,000	Alpha Natural Resources, Inc., 6.25%, due 06/01/21‡		31,675


		See accompanying Notes to the Financial Statements.			89

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	440,000	Altria Group, Inc., 2.85%, due 08/09/22		433,442
	390,000	Altria Group, Inc., 4.75%, due 05/05/21		442,161
	270,000	Altria Group, Inc., 8.50%, due 11/10/13		282,924
	490,000	Altria Group, Inc., 9.25%, due 08/06/19		683,877
	620,000	America Movil SAB de CV, 5.00%, due 03/30/20		700,410
	150,000	America Movil SAB de CV, Guaranteed Senior Note, 5.63%, due 11/15/17		175,829
	276,000	American Express Co., 2.65%, due 12/02/22		271,039
	580,000	American Express Co., Subordinated Note, 6.80%, due 09/01/66†		627,125
	1,900,000	American Express Credit Corp., 5.88%, due 05/02/13		1,908,312
	230,000	American General Finance Corp., (MTN), 5.40%, due 12/01/15		237,475
	540,000	American Honda Finance Corp., 1.00%, due 08/11/15 144A		542,249
	110,000	American International Group, Inc., 3.75%, due 11/30/13 144A		112,263
	525,000	American International Group, Inc., 4.25%, due 09/15/14		550,309
	900,000	American International Group, Inc., 5.85%, due 01/16/18		1,055,796
	3,750,000	American International Group, Inc., 8.25%, due 08/15/18		4,869,169
	460,000	American International Group, Inc., Junior Subordinated Note, Series A, 6.25%, due 03/15/87		511,796
	200,000	AmeriGas Finance LLC/AmeriGas Finance Corp., 7.00%, due 05/20/22		218,500
	301,000	AmeriGas Partners LP/AmeriGas Finance Corp., 6.50%, due 05/20/21		322,070
	310,000	Amsted Industries, Inc., 8.13%, due 03/15/18 144A		334,800
	430,000	Anadarko Finance Co., Senior Note, 7.50%, due 05/01/31		571,432
	180,000	Anadarko Petroleum Corp., 6.38%, due 09/15/17		215,063
	740,000	Anglo American Capital Plc, 4.45%, due 09/27/20 144A		793,272
	290,000	Anheuser-Busch InBev Worldwide, Inc., 2.50%, due 07/15/22		285,635
	570,000	Anheuser-Busch InBev Worldwide, Inc., 5.00%, due 04/15/20		676,981
	340,000	Anheuser-Busch InBev Worldwide, Inc., 5.38%, due 01/15/20		410,667
	250,000	ANZ National Int’l Ltd/London, 1.85%, due 10/15/15 144A		255,145
	570,000	Apache Corp., 3.25%, due 04/15/22		592,384
	590,000	Apache Corp., 5.25%, due 04/15/13		590,925
	150,000	APERAM, 7.38%, due 04/01/16 144A		151,875
	265,000	ARAMARK Corp., 5.75%, due 03/15/20 144A		272,287
	160,000	ArcelorMittal, 5.00%, due 02/25/17		167,588
	300,000	ArcelorMittal, 6.75%, due 02/25/22‡		328,413
	125,000	ArcelorMittal, 7.25%, due 03/01/41		124,745
	255,000	ArcelorMittal, 7.50%, due 10/15/39		262,776
	785,000	Arch Coal, Inc., 7.00%, due 06/15/19‡		712,387
	65,000	Arch Coal, Inc., 7.25%, due 10/01/20‡		58,825
	60,000	Arch Coal, Inc., 7.25%, due 06/15/21‡		54,150
	250,000	Ardagh Packaging Finance Plc, 9.13%, due 10/15/20 144A		278,125
	135,000	Ashtead Capital, Inc. Co., 6.50%, due 07/15/22 144A		147,319
	305,000	Associated Materials LLC, 9.13%, due 11/01/17‡		327,112
	300,000	AT&T, Inc., 2.63%, due 12/01/22		290,276
	120,000	AT&T, Inc., 3.88%, due 08/15/21		129,988
	201,000	AT&T, Inc., 4.35%, due 06/15/45 144A		187,638
	110,000	AT&T, Inc., 4.45%, due 05/15/21		123,995
	140,000	AT&T, Inc., 5.55%, due 08/15/41		154,892
	660,000	AT&T, Inc., Global Note, 5.50%, due 02/01/18		776,762
	780,000	AT&T, Inc., Global Note, 6.30%, due 01/15/38		938,821
	1,250,000	AT&T, Inc., Global Note, 6.55%, due 02/15/39		1,549,425


90		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	35,000	Atlas Pipeline Partners, LP/Atlas Pipeline Finance Corp., 5.88%, due 08/01/23 144A		35,000
	250,000	Atlas Pipeline Partners, LP/Atlas Pipeline Finance Corp., 6.63%, due 10/01/20 144A		261,875
	145,000	Avis Budget Car Rental LLC/Avis Budget Finance, Inc., 5.50%, due 04/01/23 144A††††		145,363
	275,000	Avis Budget Car Rental LLC/Avis Budget Finance, Inc., 8.25%, due 01/15/19		306,281
	165,000	Avis Budget Car Rental LLC/Avis Budget Finance, Inc., 9.63%, due 03/15/18		187,070
	1,125,000	BAC Capital Trust XI, 6.63%, due 05/23/36		1,333,125
	410,000	Baker Hughes, Inc., Senior Note, 7.50%, due 11/15/18		538,662
	610,000	Ball Corp., 5.75%, due 05/15/21		661,850
	270,000	Ball Corp., 7.38%, due 09/01/19		300,375
	350,000	Bank of America Corp., 3.30%, due 01/11/23		345,836
	140,000	Bank of America Corp., 3.88%, due 03/22/17		150,746
	400,000	Bank of America Corp., 4.50%, due 04/01/15		424,053
	910,000	Bank of America Corp., 5.00%, due 05/13/21		1,021,751
	5,230,000	Bank of America Corp., 7.63%, due 06/01/19		6,652,042
	70,000	Bank of America Corp., 8.00%, due 12/31/49†		79,027
	500,000	Bank of America Corp., (MTN), Series L, 5.65%, due 05/01/18		579,052
	410,000	Bank of America Corp., Senior Note, 5.75%, due 12/01/17		474,723
	180,000	Bank of Tokyo-Mitsubishi UFJ, Ltd., 3.85%, due 01/22/15 144A		189,771
	100,000	Bank One Capital III, 8.75%, due 09/01/30		142,881
	200,000	Barclays Bank Plc, 7.70%, due 12/31/49¤ † 144A		215,402
	400,000	Barclays Bank Plc, 10.18%, due 06/12/21¤ 144A		537,938
	120,000	Barclays Bank Plc, Subordinated Note, 6.05%, due 12/04/17 144A		134,304
	310,000	Barrick Gold Corp., 3.85%, due 04/01/22		317,491
	480,000	Barrick Gold Corp., 6.95%, due 04/01/19		593,404
	120,000	Barrick North America Finance LLC, 4.40%, due 05/30/21		128,359
	330,000	Basic Energy Services, Inc., 7.75%, due 10/15/22		341,550
	530,000	BBVA US Senior SAU, 3.25%, due 05/16/14		533,352
	820,000	BBVA US Senior SAU, 4.66%, due 10/09/15		841,385
	315,000	Beazer Homes USA, Inc., 8.13%, due 06/15/16		342,562
	40,000	Berkshire Hathaway, Inc., 3.20%, due 02/11/15		41,999
	370,000	Berry Petroleum Co., 6.38%, due 09/15/22		394,975
	30,000	BHP Billiton Finance USA, Ltd., 3.25%, due 11/21/21		31,751
	900,000	BHP Billiton Finance USA, Ltd., 6.50%, due 04/01/19		1,139,929
	390,000	BNP Paribas SA, 2.38%, due 09/14/17		396,192
	210,000	Boart Longyear Management Pty, Ltd., 7.00%, due 04/01/21 144A		217,875
	260,000	Boeing Capital Corp., 4.70%, due 10/27/19		305,091
	160,000	Boeing Co. (The), 4.88%, due 02/15/20		190,119
	95,000	Boise Paper Holdings LLC/Boise Finance Co., 9.00%, due 11/01/17		102,838
	90,000	Bombardier, Inc., 7.50%, due 03/15/18 144A		103,163
	315,000	Bombardier, Inc., 7.75%, due 03/15/20 144A		363,825
	1,950,000	Boston Properties, LP REIT, 4.13%, due 05/15/21		2,120,280
	250,000	Boston Properties, LP REIT, 5.63%, due 11/15/20		296,926
	250,000	Boston Properties, LP REIT, 5.88%, due 10/15/19		301,234
	1,625,000	Boston Scientific Corp., 6.00%, due 01/15/20		1,902,106
	425,000	Boston Scientific Corp., 6.40%, due 06/15/16		485,813
	30,000	Boyd Gaming Corp., 9.00%, due 07/01/20‡ 144A		31,350
	270,000	BP Capital Markets Plc, 3.13%, due 10/01/15		285,260
	240,000	BP Capital Markets Plc, 3.25%, due 05/06/22		248,438
	50,000	BP Capital Markets Plc, 3.56%, due 11/01/21		53,181


		See accompanying Notes to the Financial Statements.			91

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**			Description	Value ($)

			Corporate Debt — continued

	390,000		BP Capital Markets Plc, 5.25%, due 11/07/13		400,947
	160,000		BP Capital Markets Plc, Guaranteed Note, 3.88%, due 03/10/15		169,716
	1,100,000		Burlington Northern Santa Fe LLC, 3.05%, due 09/01/22		1,126,211
	90,000		Caesars Entertainment Operating Co., Inc., 9.00%, due 02/15/20 144A		91,013
	85,000		Caesars Entertainment Operating Co., Inc., 12.75%, due 04/15/18		66,725
	120,000		Caesars Operating Escrow LLC/Caesars Escrow Corp., 9.00%, due 02/15/20 144A		121,350
	650,000		Caesars Operating Escrow LLC/Caesars Escrow Corp., 9.00%, due 02/15/20 144A		657,312
	195,000		Calpine Construction Finance Co., LP/CCFC Finance Corp., 8.00%, due 06/01/16 144A		205,481
	216,000		Calpine Corp., 7.88%, due 07/31/20 144A		237,600
	180,000		Calpine Corp., 7.88%, due 01/15/23 144A		200,700
	200,000	GBP	Canada Square Operations, Ltd., 7.50%, due 12/31/49†		303,671
	775,000		Capital One Financial Corp., 4.75%, due 07/15/21		875,972
	1,500,000		Capital One Financial Corp., 6.75%, due 09/15/17		1,813,996
	310,000		Case New Holland, Inc., 7.88%, due 12/01/17		364,250
	735,000		CCO Holdings LLC/CCO Holdings Capital Corp., 7.00%, due 01/15/19		795,637
	730,000		Cellco Partnership/Verizon Wireless Capital LLC, 8.50%, due 11/15/18		972,624
	470,000		Celulosa Arauco y Constitucion SA, Reg S, 4.75%, due 01/11/22‡‡‡		491,161
	144,300		Century Aluminum Co., 8.00%, due 05/15/14		145,202
	465,000		CHC Helicopter SA, 9.25%, due 10/15/20		496,678
	220,000		Chesapeake Energy Corp., 5.38%, due 06/15/21		221,375
	40,000		Chesapeake Energy Corp., 5.75%, due 03/15/23		40,650
	160,000		Chesapeake Energy Corp., 6.13%, due 02/15/21‡		171,000
	95,000		Chesapeake Energy Corp., 6.50%, due 08/15/17‡		105,213
	490,000		Chesapeake Energy Corp., 6.63%, due 08/15/20‡		537,775
	190,000		Chesapeake Energy Corp., 6.88%, due 08/15/18		204,013
	140,000		Chesapeake Energy Corp., Senior Note, 7.25%, due 12/15/18		159,600
	425,000		Chrysler Group LLC/CG Co-Issuer, Inc., 8.25%, due 06/15/21‡		476,531
	285,000		CHS/Community Health Systems, Inc., 5.13%, due 08/15/18		299,250
	4,000,000		Cie de Financement Foncier SA, 2.13%, due 04/22/13¤ 144A		4,003,252
	630,000		Cie Generale de Geophysique - Veritas, 6.50%, due 06/01/21		664,650
	120,000		Cie Generale de Geophysique - Veritas SA, Senior Note, 7.75%, due 05/15/17		124,200
	525,000		Cigna Corp., 4.00%, due 02/15/22		568,170
	385,000		Cigna Corp., 5.38%, due 03/15/17		440,096
	475,000		Cigna Corp., 5.38%, due 02/15/42		539,123
	1,100,000		Cigna Corp., 6.15%, due 11/15/36		1,334,044
	375,000		Cigna Corp., 8.50%, due 05/01/19		487,247
	190,000		CIT Group, Inc., 4.25%, due 08/15/17		199,500
	100,000	EUR	Citigroup, Inc., 0.37%, due 06/28/13†		128,427
	4,300,000		Citigroup, Inc., 1.08%, due 04/01/16†		4,305,672
	560,000		Citigroup, Inc., 3.95%, due 06/15/16		603,866
	690,000		Citigroup, Inc., 4.05%, due 07/30/22		714,169
	20,000		Citigroup, Inc., 5.38%, due 08/09/20		23,451
	160,000		Citigroup, Inc., 5.90%, due 12/31/49†		166,778
	250,000		Citigroup, Inc., 5.95%, due 12/31/49†		259,688
	830,000		Citigroup, Inc., 6.00%, due 12/13/13		860,092
	1,110,000		Citigroup, Inc., 6.01%, due 01/15/15		1,202,452
	3,220,000		Citigroup, Inc., Global Senior Note, 6.13%, due 11/21/17		3,811,153
	540,000		Citigroup, Inc., Global Senior Note, 6.50%, due 08/19/13		552,179


92		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	340,000	Citigroup, Inc., Senior Note, 6.88%, due 03/05/38		447,587
	140,000	CityCenter Holdings LLC/CityCenter Finance Corp., 7.63%, due 01/15/16		151,025
	80,000	Clear Channel Communications, Inc., 5.50%, due 12/15/16		53,400
	130,000	Clear Channel Communications, Inc., 6.88%, due 06/15/18		86,775
	65,000	Clear Channel Communications, Inc., 7.25%, due 10/15/27		35,425
	145,000	Clear Channel Communications, Inc., 9.00%, due 03/01/21		136,119
	21,000	Clear Channel Worldwide Holdings, Inc., 7.63%, due 03/15/20		21,814
	289,000	Clear Channel Worldwide Holdings, Inc., 7.63%, due 03/15/20		303,089
	520,000	Cliffs Natural Resources, Inc., 3.95%, due 01/15/18‡		522,660
	210,000	Cliffs Natural Resources, Inc., 4.80%, due 10/01/20‡		209,555
	70,000	Cliffs Natural Resources, Inc., 4.88%, due 04/01/21‡		69,094
	195,000	Cloud Peak Energy Resources LLC/Cloud Peak Energy Finance Corp., 8.25%, due 12/15/17		209,625
	65,000	Cloud Peak Energy Resources LLC/Cloud Peak Energy Finance Corp., 8.50%, due 12/15/19		70,850
	320,000	Comcast Corp., 5.65%, due 06/15/35		372,046
	350,000	Comcast Corp., 5.70%, due 05/15/18		421,368
	1,775,000	Comcast Corp., 5.88%, due 02/15/18		2,143,678
	100,000	Comcast Corp., 6.30%, due 11/15/17		122,081
	640,000	Comcast Corp., 6.50%, due 01/15/15		706,255
	130,000	Comcast Corp., 6.50%, due 01/15/17		155,514
	225,000	Commercial Vehicle Group, Inc., 7.88%, due 04/15/19		229,500
	640,000	Commonwealth Bank of Australia, 1.25%, due 09/18/15		646,734
	310,000	Commonwealth Bank of Australia, 3.75%, due 10/15/14 144A		325,109
	130,000	Commonwealth Bank of Australia, 5.00%, due 10/15/19 144A		152,210
	365,000	CommScope, Inc., 8.25%, due 01/15/19 144A		397,850
	105,000	Concho Resources, Inc., 5.50%, due 10/01/22		109,725
	553,000	Concho Resources, Inc., 6.50%, due 01/15/22		605,535
	490,000	ConocoPhillips Holding Co., 6.95%, due 04/15/29		663,722
	90,000	Consol Energy, Inc., 6.38%, due 03/01/21		93,375
	220,000	CONSOL Energy, Inc., 8.25%, due 04/01/20		244,750
	152,135	Continental Airlines 2000-2 Class A-1 Pass Through Trust, 7.71%, due 10/02/22		171,152
	390,000	Continental Airlines, Inc., 6.75%, due 09/15/15 144A		410,475
	30,000	Cooperatieve Centrale Raiffeisen-Boerenleenbank BA/Netherlands, 3.88%, due 02/08/22		31,705
	210,000	Countrywide Financial Corp., Subordinated Note, 6.25%, due 05/15/16		234,072
	77,000	COX Communications, Inc., 5.45%, due 12/15/14		83,195
	2,150,000	COX Communications, Inc., 5.88%, due 12/01/16 144A		2,509,011
	875,000	COX Communications, Inc., 9.38%, due 01/15/19 144A		1,209,534
	760,000	Credit Agricole SA, 8.38%, due 12/31/49‡ † 144A		835,050
	550,000	CSX Corp., 7.38%, due 02/01/19		702,089
	1,160,000	CVS Caremark Corp., 2.75%, due 12/01/22		1,145,984
	250,000	Daimler Finance North America LLC, 1.30%, due 07/31/15 144A		251,828
	550,000	Daimler Finance North America LLC, 2.63%, due 09/15/16 144A		573,956
	700,000	Daimler Finance North America LLC, Senior Note, 6.50%, due 11/15/13		725,952
	430,000	DaVita, Inc., 5.75%, due 08/15/22		448,812
	235,000	Delta Air Lines 2010-1 Class B Pass Through Trust, 6.38%, due 07/02/17		244,988
	255,000	Denbury Resources, Inc., 6.38%, due 08/15/21		279,225
	95,000	Denbury Resources, Inc., 8.25%, due 02/15/20		106,875


		See accompanying Notes to the Financial Statements.			93

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	500,000	Deutsche Bank AG/London, 4.88%, due 05/20/13		502,848
	310,000	Deutsche Telekom International Finance BV, 5.75%, due 03/23/16		350,294
	650,000	Devon Energy Corp., 7.95%, due 04/15/32		895,056
	730,000	Diageo Capital Plc, 4.83%, due 07/15/20		855,003
	200,000	Diageo Investment Corp., 2.88%, due 05/11/22		202,579
	190,000	DISH DBS Corp., 6.75%, due 06/01/21		211,850
	115,000	DISH DBS Corp., 7.88%, due 09/01/19		136,850
	500,000	Dominion Resources, Inc., 5.20%, due 08/15/19		596,178
	1,250,000	Dow Chemical Co. (The), 5.70%, due 05/15/18		1,475,181
	1,185,000	Dow Chemical Co. (The), 8.55%, due 05/15/19		1,594,841
	575,000	Dow Chemical Co. (The), 9.40%, due 05/15/39		917,257
	200,000	Dr Pepper Snapple Group, Inc., 2.90%, due 01/15/16		211,031
	10,000	Echostar DBS Corp., Senior Note, 6.63%, due 10/01/14		10,663
	690,000	Echostar DBS Corp., Senior Note, 7.13%, due 02/01/16		770,212
	110,000	Echostar DBS Corp., Senior Note, 7.75%, due 05/31/15		122,650
	150,000	Ecolab, Inc., 4.35%, due 12/08/21		165,804
	78,000	El Paso Corp., 7.75%, due 01/15/32		87,684
	480,000	El Paso Corp., Senior Note, 7.00%, due 06/15/17		551,389
	190,000	El Paso Natural Gas Co. LLC, 8.38%, due 06/15/32		271,577
	725,000	Enel Finance International SA, 6.00%, due 10/07/39 144A		692,205
	625,000	Enel Finance International SA, Guaranteed Note, 6.80%, due 09/15/37 144A		647,387
	1,433,000	Energy Future Intermediate Holding Co. LLC/EFIH Finance, Inc., 10.00%, due 12/01/20		1,631,829
	345,000	Energy Transfer Equity, LP, 7.50%, due 10/15/20		399,337
	650,000	Enterprise Products Operating LLC, 3.35%, due 03/15/23		663,315
	80,000	Enterprise Products Operating LLC, 4.85%, due 03/15/44		81,997
	620,000	Enterprise Products Operating LLC, 5.25%, due 01/31/20		727,028
	60,000	Enterprise Products Operating LLC, 5.95%, due 02/01/41		69,763
	190,000	Enterprise Products Operating LLC, 6.13%, due 10/15/39		224,190
	330,000	EP Energy LLC/EP Energy Finance, Inc., 9.38%, due 05/01/20		382,800
	2,045,000	Escrow GCB General Motors, 8.38%, due 07/15/49**** †††		—
	2,800,000	Export-Import Bank of Korea, 1.43%, due 09/21/13¤ † 144A		2,800,701
	1,450,000	Export-Import Bank of Korea, 4.00%, due 01/11/17		1,586,622
	1,200,000	Express Scripts Holding Co., 3.50%, due 11/15/16		1,293,890
	175,000	Ferrellgas, LP/Ferrellgas Finance Corp., 6.50%, due 05/01/21		181,563
	250,000	Fifth Third Capital Trust IV, 6.50%, due 04/15/67†		251,563
	580,000	First Data Corp., 7.38%, due 06/15/19 144A		619,875
	200,000	First Data Corp., 10.63%, due 06/15/21 144A††††		203,250
	150,000	FirstEnergy Corp., 2.75%, due 03/15/18		151,873
	530,000	FirstEnergy Corp., 4.25%, due 03/15/23		537,113
	985,000	FirstEnergy Corp., Series C, 7.38%, due 11/15/31		1,157,010
	70,000	FMG Resources August 2006 Pty, Ltd., 6.38%, due 02/01/16‡ 144A		72,363
	400,000	FMG Resources August 2006 Pty, Ltd., 7.00%, due 11/01/15‡ 144A		421,000
	170,000	FMG Resources August 2006 Pty, Ltd., 8.25%, due 11/01/19‡ 144A		184,238
	205,000	Ford Holdings LLC, 9.30%, due 03/01/30		288,789
	580,000	Ford Motor Co., 4.75%, due 01/15/43		542,708
	750,000	Ford Motor Co., 6.63%, due 10/01/28		868,239
	110,000	Ford Motor Co., 7.13%, due 11/15/25		130,979
	350,000	Ford Motor Credit Co., 8.00%, due 12/15/16		420,486


94		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	900,000	Ford Motor Credit Co. LLC, 1.38%, due 08/28/14†		900,057
	350,000	Ford Motor Credit Co. LLC, 4.25%, due 09/20/22		362,586
	1,500,000	Ford Motor Credit Co. LLC, 5.63%, due 09/15/15		1,637,022
	2,600,000	Ford Motor Credit Co. LLC, 5.75%, due 02/01/21		2,954,575
	580,000	Ford Motor Credit Co. LLC, 8.13%, due 01/15/20		734,491
	440,000	Ford Motor Credit Co. LLC, 12.00%, due 05/15/15		534,885
	210,000	Freeport-McMoRan Copper & Gold, Inc., 2.38%, due 03/15/18 144A		211,123
	240,000	Freeport-McMoRan Copper & Gold, Inc., 3.10%, due 03/15/20 144A		241,176
	560,000	Freeport-McMoRan Copper & Gold, Inc., 3.55%, due 03/01/22		557,700
	575,000	Freescale Semiconductor, Inc., Series 1, 9.25%, due 04/15/18 144A		633,937
	130,000	Fresenius Medical Care US Finance, Inc., 6.88%, due 07/15/17		149,500
	90,000	Frontier Communications Corp., 7.00%, due 11/01/25		88,200
	3,000,000	Gazprom Via Gaz Capital SA, 6.51%, due 03/07/22 144A		3,480,000
	2,600,000	General Electric Capital Corp., 0.58%, due 06/20/14†		2,603,221
	3,800,000	General Electric Capital Corp., 0.88%, due 12/11/15†		3,834,189
	210,000	General Electric Capital Corp., 1.63%, due 07/02/15		213,704
	2,205,000	General Electric Capital Corp., 4.38%, due 09/16/20		2,466,376
	1,165,000	General Electric Capital Corp., 4.63%, due 01/07/21		1,313,731
	1,275,000	General Electric Capital Corp., 5.50%, due 01/08/20		1,513,013
	310,000	General Electric Capital Corp., 5.88%, due 01/14/38		362,712
	380,000	General Electric Capital Corp., 6.00%, due 08/07/19		461,969
	860,000	General Electric Capital Corp., 6.38%, due 11/15/67†		913,750
	120,000	General Electric Capital Corp., 6.88%, due 01/10/39		157,768
	270,000	General Electric Co., 0.85%, due 10/09/15		271,069
	170,000	GenOn Americas Generation LLC, 9.13%, due 05/01/31		190,825
	390,000	GlaxoSmithKline Capital Plc, 2.85%, due 05/08/22		398,675
	490,000	GlaxoSmithKline Capital, Inc., Guaranteed Note, 5.65%, due 05/15/18		593,013
	320,000	Glitnir Banki HF, Subordinated Note, 6.69%, due 06/15/16††† 144A		5,600
	30,000	Goldman Sachs Capital II, Guaranteed Note, 4.00%, due 06/01/43†		25,313
	30,000	Goldman Sachs Group (The), Inc., 4.75%, due 07/15/13		30,362
	140,000	Goldman Sachs Group (The), Inc., 5.25%, due 07/27/21		158,901
	1,380,000	Goldman Sachs Group (The), Inc., 5.95%, due 01/18/18		1,610,653
	100,000	Goldman Sachs Group (The), Inc., 6.00%, due 05/01/14		105,434
	400,000	Goldman Sachs Group (The), Inc., 6.15%, due 04/01/18		471,863
	1,660,000	Goldman Sachs Group (The), Inc., 6.25%, due 02/01/41		1,979,741
	480,000	Goldman Sachs Group (The), Inc., 7.50%, due 02/15/19		601,249
	130,000	Goldman Sachs Group (The), Inc., Global Note, 5.25%, due 10/15/13		133,204
	2,600,000	Goldman Sachs Group (The), Inc., Senior Note, 6.25%, due 09/01/17		3,057,054
	50,000	Goodyear Tire & Rubber Co. (The), 6.50%, due 03/01/21		51,813
	160,000	Goodyear Tire & Rubber Co. (The), 7.00%, due 05/15/22‡		169,400
	230,000	Goodyear Tire & Rubber Co. (The), 8.25%, due 08/15/20‡		255,588
	230,000	Hapag-Lloyd AG, 9.75%, due 10/15/17 144A‡		244,375
	165,000	Hartford Financial Services Group, Inc., 6.00%, due 01/15/19		197,087
	20,000	HCA, Inc., 5.75%, due 03/15/14		20,775
	250,000	HCA, Inc., 5.88%, due 05/01/23		260,625
	1,475,000	HCA, Inc., 6.38%, due 01/15/15		1,583,781
	1,000,000	HCA, Inc., 6.50%, due 02/15/16		1,097,500
	3,250,000	HCA, Inc., 6.75%, due 07/15/13		3,304,844
	230,000	HCA, Inc., 7.25%, due 09/15/20		255,013


		See accompanying Notes to the Financial Statements.			95

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	525,000	HCA, Inc., 7.50%, due 02/15/22		605,062
	200,000	HCA, Inc., 8.00%, due 10/01/18‡		234,500
	600,000	Health Net, Inc., 6.38%, due 06/01/17		645,000
	190,000	Heineken NV, 1.40%, due 10/01/17 144A		189,341
	124,000	Helix Energy Solutions Group, Inc., Senior Note, 9.50%, due 01/15/16 144A		127,643
	120,000	Hertz Corp. (The), 5.88%, due 10/15/20		127,200
	280,000	Hertz Corp. (The), 6.75%, due 04/15/19		306,950
	190,000	Hertz Corp. (The), 7.50%, due 10/15/18		210,663
	40,000	Hess Corp., 7.88%, due 10/01/29		51,727
	570,000	Hess Corp., 8.13%, due 02/15/19		737,066
	1,250,000	Hewlett-Packard Co., 3.30%, due 12/09/16		1,302,921
	285,000	Hexion US Finance Corp./Hexion Nova Scotia Finance ULC, 8.88%, due 02/01/18‡		296,400
	325,000	Hilcorp Energy I LP/Hilcorp Finance Co., 7.63%, due 04/15/21 144A		359,125
	220,000	Hornbeck Offshore Services, Inc., 5.00%, due 03/01/21 144A		218,900
	190,000	Hornbeck Offshore Services, Inc., 5.88%, due 04/01/20		197,600
	300,000	HSBC Finance Capital Trust IX, 5.91%, due 11/30/35†		303,750
	1,240,000	HSBC Finance Corp., 6.68%, due 01/15/21		1,469,622
	350,000	HSBC Holdings Plc, 5.10%, due 04/05/21		405,091
	575,000	HSBC Holdings Plc, Subordinated Note, 6.50%, due 05/02/36		707,243
	2,075,000	HSBC Holdings Plc, Subordinated Note, 6.50%, due 09/15/37		2,550,142
	365,000	Hughes Satellite Systems Corp., 7.63%, due 06/15/21		419,294
	150,000	Humana, Inc., 3.15%, due 12/01/22		148,467
	395,000	Huntsman International LLC, 8.63%, due 03/15/20‡		443,387
	100,000	Huntsman International LLC, 8.63%, due 03/15/21‡		113,000
	150,000	Hyundai Capital America, 2.13%, due 10/02/17 144A		151,383
	75,000	Icahn Enterprises, LP/Icahn Enterprises Finance Corp., 7.75%, due 01/15/16		78,188
	365,000	Icahn Enterprises, LP/Icahn Enterprises Finance Corp., 8.00%, due 01/15/18		391,462
	650,000	Imperial Tobacco Finance Plc, 2.05%, due 02/11/18 144A		654,835
	1,700,000	Industrial Bank of Korea, 2.38%, due 07/17/17 144A		1,744,047
	90,000	ING US, Inc., 2.90%, due 02/15/18 144A		91,390
	350,000	Intelsat Jackson Holdings SA, 7.25%, due 10/15/20		385,875
	355,000	Intelsat Luxembourg SA, 7.75%, due 06/01/21 144A††††		362,100
	240,000	Intelsat Luxembourg SA, 8.13%, due 06/01/23 144A††††		244,800
	595,000	Intelsat Luxembourg SA, 11.50%, due 02/04/17		632,187
	285,000	Interface, Inc., 7.63%, due 12/01/18		309,937
	220,000	International Lease Finance Corp., 6.50%, due 09/01/14 144A		235,400
	250,000	Intesa Sanpaolo Spa, 3.13%, due 01/15/16		244,547
	250,000	Intesa Sanpaolo Spa, 3.63%, due 08/12/15 144A		249,963
	345,000	Iron Mountain, Inc., 8.38%, due 08/15/21		380,794
	425,000	Isle of Capri Casinos, Inc., 8.88%, due 06/15/20		463,250
	310,000	Jarden Corp., 7.50%, due 01/15/20		339,062
	285,000	JBS USA LLC/JBS USA Finance, Inc., 8.25%, due 02/01/20 144A		312,787
	320,000	John Deere Capital Corp., 2.25%, due 04/17/19		331,365
	3,400,000	JPMorgan Chase & Co., 0.91%, due 02/26/16†		3,404,410
	990,000	JPMorgan Chase & Co., 1.10%, due 10/15/15		992,024
	300,000	JPMorgan Chase & Co., 3.25%, due 09/23/22		300,144
	2,100,000	JPMorgan Chase & Co., 4.25%, due 10/15/20		2,307,898
	90,000	JPMorgan Chase & Co., 4.35%, due 08/15/21		99,462
	860,000	JPMorgan Chase & Co., 4.40%, due 07/22/20		954,837


96		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**			Description	Value ($)

			Corporate Debt — continued

	200,000		JPMorgan Chase & Co., 4.50%, due 01/24/22		219,586
	1,325,000		JPMorgan Chase & Co., 4.95%, due 03/25/20		1,521,248
	1,030,000		JPMorgan Chase & Co., Global Subordinated Note, 5.15%, due 10/01/15		1,128,326
	1,250,000		JPMorgan Chase & Co., Subordinated Note, 6.13%, due 06/27/17		1,468,254
	300,000		JPMorgan Chase Bank NA, 0.61%, due 06/13/16†		295,454
	235,000		K Hovnanian Enterprises, Inc., 7.25%, due 10/15/20 144A		261,438
	115,000		K Hovnanian Enterprises, Inc., Guaranteed Senior Note, 6.50%, due 01/15/14		119,025
	310,000		Kansas City Southern de Mexico SA de CV, 6.13%, due 06/15/21		351,850
	100,000		Kaupthing Bank HF, 7.13%, due 05/19/16††† 144A		1,750
	310,000		KB Home, 7.50%, due 09/15/22‡		349,525
	640,000		Kerr-McGee Corp., 7.88%, due 09/15/31		841,055
	270,000		Key Energy Services, Inc., 6.75%, due 03/01/21		282,825
	60,000		Kinder Morgan Energy Partners, LP, Senior Note, 5.00%, due 12/15/13		61,875
	770,000		Kinder Morgan Energy Partners, LP, Senior Note, 6.00%, due 02/01/17		895,911
	2,300,000		Kinder Morgan Finance Co. ULC, Guaranteed Note, 5.70%, due 01/05/16		2,512,361
	285,000		Kinetic Concepts, Inc./KCI USA, Inc., 10.50%, due 11/01/18		309,937
	600,000		Koninklijke Philips Electronics NV, 5.75%, due 03/11/18		716,211
	440,000		Kraft Foods Group, Inc., 3.50%, due 06/06/22		460,977
	539,000		Kraft Foods Group, Inc., 5.38%, due 02/10/20		644,114
	691,000		Kraft Foods, Inc., 5.38%, due 02/10/20		823,340
	400,000		Kroger Co. (The), Senior Note, 6.15%, due 01/15/20		487,378
	775,000		Lafarge SA, 6.20%, due 07/09/15 144A		833,125
	2,350,000		Lafarge SA, 6.50%, due 07/15/16		2,629,062
	225,000		Lamar Media Corp., 5.88%, due 02/01/22		244,688
	600,000		LBG Capital No.1 Plc, 7.88%, due 11/01/20¤ 144A		659,400
	600,000		LBG Capital No.1 Plc, 8.00%, due 12/31/49† 144A		644,387
	1,325,000		Legg Mason, Inc., 5.50%, due 05/21/19		1,439,590
	470,000		Lehman Brothers Holdings Capital Trust VII, (MTN), 5.86%, due 12/31/49†††		165
	270,000		Lehman Brothers Holdings, Inc., (MTN), Series I, 6.75%, due 12/28/17†††		95
	890,000		Lehman Brothers Holdings, Inc., Subordinated Note, 6.50%, due 07/19/17†††		312
	375,000		Liberty Mutual Group, Inc., Junior Subordinated Note, Series A, 7.80%, due 03/07/87 144A		438,750
	180,000		Linn Energy LLC/Linn Energy Finance Corp., 6.25%, due 11/01/19 144A		184,950
	410,000		Linn Energy LLC/Linn Energy Finance Corp., 8.63%, due 04/15/20		454,075
	300,000		Lloyds TSB Bank Plc, 6.50%, due 09/14/20 144A		336,916
	10,000		Lorillard Tobacco Co., 8.13%, due 06/23/19		12,739
	990,000		M&T Bank Corp., 6.88%, due 12/31/49 144A		1,059,331
	2,765,000		Macy’s Retail Holdings, Inc., 6.65%, due 07/15/24		3,432,333
	600,000		Macy’s Retail Holdings, Inc., 7.00%, due 02/15/28		748,307
	150,000		MarkWest Energy Partners, LP/MarkWest Energy Finance Corp., 5.50%, due 02/15/23		157,875
	78,000		MarkWest Energy Partners, LP/MarkWest Energy Finance Corp., 6.25%, due 06/15/22		84,435
	237,000		MarkWest Energy Partners, LP/MarkWest Energy Finance Corp., 6.50%, due 08/15/21		257,145
	230,000		Mcron Finance Sub LLC/Mcron Finance Corp., 8.38%, due 05/15/19 144A		255,300
	250,000		Mead Products LLC/ACCO Brands Corp., 6.75%, due 04/30/20‡ 144A		268,125
	70,000		Medtronic, Inc., 3.13%, due 03/15/22		73,380
	240,000		Medtronic, Inc., 4.45%, due 03/15/20		276,226
	700,000	EUR	Merrill Lynch & Co., Inc., 0.51%, due 05/30/14†		896,104
	7,720,000		Merrill Lynch & Co., Inc., 6.88%, due 04/25/18		9,328,400
	840,000		Merrill Lynch & Co., Inc., Subordinated Note, 5.70%, due 05/02/17		938,452


		See accompanying Notes to the Financial Statements.			97

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	250,000	MetLife, Inc., 4.75%, due 02/08/21		286,511
	420,000	MetLife, Inc., Subordinated Note, 6.40%, due 12/15/66		461,475
	160,000	MetroPCS Wireless, Inc., 6.63%, due 11/15/20		167,800
	135,000	MetroPCS Wireless, Inc., 7.88%, due 09/01/18‡		148,163
	459,000	MGM Resorts International, 6.75%, due 10/01/20‡ 144A		487,687
	325,000	MGM Resorts International, 8.63%, due 02/01/19		380,250
	80,000	MGM Resorts International, 11.38%, due 03/01/18		102,200
	80,000	MidAmerican Energy Holdings Co., Senior Note, 6.50%, due 09/15/37		104,216
	210,000	Mizuho Capital Investment USD 2, Ltd., 14.95%, due 12/31/49† 144A		243,600
	265,000	Mohegan Tribal Gaming Authority, 10.50%, due 12/15/16 144A		262,350
	40,000	Mohegan Tribal Gaming Authority, 11.50%, due 11/01/17 144A		43,600
	50,000	Molson Coors Brewing Co., 3.50%, due 05/01/22		52,119
	115,000	Momentive Performance Materials, Inc., 9.00%, due 01/15/21‡		86,825
	175,000	Momentive Performance Materials, Inc., 10.00%, due 10/15/20‡		175,875
	75,000	Moog, Inc., 7.25%, due 06/15/18		78,656
	70,000	Morgan Stanley, 4.75%, due 03/22/17		77,282
	5,000,000	Morgan Stanley, 7.30%, due 05/13/19		6,195,275
	130,000	Morgan Stanley, (MTN), Series F, 0.75%, due 10/18/16†		126,760
	1,000,000	Morgan Stanley, (MTN), Series F, 6.63%, due 04/01/18		1,196,701
	120,000	Mueller Water Products, Inc., 8.75%, due 09/01/20		137,100
	260,000	Mueller Water Products, Inc., Senior Subordinated Note, 7.38%, due 06/01/17		268,775
	600,000	Murray Street Investment Trust I, 4.65%, due 03/09/17††		656,693
	50,000	National Semiconductor Corp., Senior Note, 6.60%, due 06/15/17		60,728
	389,000	Navistar International Corp., 8.25%, due 11/01/21‡		398,239
	360,000	NBCUniversal Enterprise, Inc., 1.97%, due 04/15/19 144A		361,508
	375,000	NCR Corp., 5.00%, due 07/15/22 144A		377,812
	110,000	News America, Inc., 4.50%, due 02/15/21		124,245
	525,000	News America, Inc., 5.65%, due 08/15/20		628,048
	475,000	News America, Inc., 6.20%, due 12/15/34		563,646
	30,000	News America, Inc., Senior Note, 6.65%, due 11/15/37		37,184
	780,000	Noble Energy, Inc., 4.15%, due 12/15/21		859,114
	330,000	Nordea Bank AB, 3.70%, due 11/13/14 144A		345,717
	1,000,000	Nordstrom, Inc., 6.25%, due 01/15/18		1,197,966
	250,000	Norske Skogindustrier ASA, 7.13%, due 10/15/33 144A		141,250
	225,000	Novelis, Inc., 8.38%, due 12/15/17		247,500
	175,000	Novelis, Inc., 8.75%, due 12/15/20		198,188
	125,000	NRG Energy, Inc., 7.63%, due 05/15/19		135,625
	335,000	NRG Energy, Inc., 8.25%, due 09/01/20		379,806
	470,000	Occidental Petroleum Corp., 2.70%, due 02/15/23		471,427
	370,000	Occidental Petroleum Corp., 3.13%, due 02/15/22		389,766
	265,000	OGX Austria GmbH, Series 1, 8.50%, due 06/01/18 144A		208,025
	580,000	Oracle Corp., 1.20%, due 10/15/17		581,277
	340,000	Owens-Illinois, Inc., 7.80%, due 05/15/18		399,500
	920,000	Pacific Gas & Electric Co., 6.05%, due 03/01/34		1,154,538
	10,000	Pacific Gas & Electric Co., 8.25%, due 10/15/18		13,426
	10,000	Pacific Gas & Electric Co., Senior Note, 5.63%, due 11/30/17		11,959
	205,000	Packaging Dynamics Corp., 8.75%, due 02/01/16 144A		214,994
	175,000	Peabody Energy Corp., 6.00%, due 11/15/18		186,594
	220,000	Peabody Energy Corp., 6.50%, due 09/15/20‡		235,400


98		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	606,000	Pemex Project Funding Master Trust, 6.63%, due 06/15/35		728,715
	580,000	PepsiCo, Inc., 0.70%, due 08/13/15		581,208
	171,000	PepsiCo, Inc., Senior Note, 7.90%, due 11/01/18		227,940
	240,000	Pernod-Ricard SA, 2.95%, due 01/15/17 144A		252,297
	510,000	Pernod-Ricard SA, 4.45%, due 01/15/22 144A		561,163
	400,000	Petrobras International Finance Co., 3.88%, due 01/27/16		420,594
	3,820,000	Petrobras International Finance Co., 5.38%, due 01/27/21		4,140,853
	196,000	Petrobras International Finance Co., 5.75%, due 01/20/20		216,850
	160,000	Petrobras International Finance Co., 6.13%, due 10/06/16		179,680
	992,000	Petroleos Mexicanos, 3.50%, due 01/30/23 144A		992,000
	430,000	Petroleos Mexicanos, 5.50%, due 01/21/21		495,575
	205,000	PHI, Inc., 8.63%, due 10/15/18		223,963
	240,000	Philip Morris International, Inc., 2.50%, due 08/22/22		237,338
	480,000	Philip Morris International, Inc., 2.90%, due 11/15/21		496,151
	250,000	Philip Morris International, Inc., 4.50%, due 03/20/42		258,022
	460,000	Pinnacle Entertainment, Inc., 7.75%, due 04/01/22‡		496,225
	465,000	Plains Exploration & Production Co., 6.13%, due 06/15/19		511,500
	50,000	Plains Exploration & Production Co., 6.50%, due 11/15/20		55,500
	200,000	Polypore International, Inc., 7.50%, due 11/15/17‡		215,500
	325,000	Post Holdings, Inc., 7.38%, due 02/15/22		357,094
	90,000	Potash Corp. of Saskatchewan, Inc., 4.88%, due 03/30/20		103,422
	265,000	Precision Drilling Corp., 6.50%, due 12/15/21		284,212
	60,000	Precision Drilling Corp., 6.63%, due 11/15/20		64,350
	60,000	QEP Resources, Inc., 5.25%, due 05/01/23		61,800
	70,000	QEP Resources, Inc., 6.88%, due 03/01/21		79,975
	200,000	QVC, Inc., 7.38%, due 10/15/20 144A		221,570
	100,000	Qwest Corp., 6.88%, due 09/15/33		99,898
	45,000	Qwest Corp., 7.50%, due 10/01/14		49,066
	215,000	Rabobank Nederland NV, 11.00%, due 12/29/49† 144A		289,353
	500,000	Range Resources Corp., 6.75%, due 08/01/20		552,500
	487,000	Range Resources Corp., 8.00%, due 05/15/19		535,700
	73,098	RathGibson, Inc., Senior Note, 11.25%, due 02/15/14**** †††		—
	220,000	Raytheon Co., 3.13%, due 10/15/20		232,737
	1,428,000	Reed Elsevier Capital, Inc., 3.13%, due 10/15/22 144A		1,381,064
	316,000	Reed Elsevier Capital, Inc., Guaranteed Note, 8.63%, due 01/15/19		411,076
	385,000	Regency Energy Partners, LP/Regency Energy Finance Corp., 5.50%, due 04/15/23		413,875
	329,000	Regency Energy Partners, LP/Regency Energy Finance Corp., 6.50%, due 07/15/21		363,545
	225,000	Rexel SA, 6.13%, due 12/15/19 144A		237,938
	190,000	Reynolds American, Inc., 3.25%, due 11/01/22		188,236
	755,000	Reynolds American, Inc., Senior Note, 6.75%, due 06/15/17		909,577
	410,000	Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer, 7.13%, due 04/15/19		442,287
	310,000	Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer, 8.50%, due 05/15/18		327,437
	325,000	Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer, 9.00%, due 04/15/19		345,312
	220,000	Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer, 9.88%, due 08/15/19		241,725
	920,000	Rio Tinto Finance USA, Ltd., 9.00%, due 05/01/19		1,268,997


		See accompanying Notes to the Financial Statements.			99

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	380,000	Roche Holdings, Inc., Guaranteed Note, 6.00%, due 03/01/19 144A		473,211
	170,000	Rock-Tenn Co., 3.50%, due 03/01/20		174,049
	90,000	Rock-Tenn Co., 4.00%, due 03/01/23		91,197
	310,000	Rockwood Specialties Group, Inc., 4.63%, due 10/15/20		318,912
	40,000	Rogers Cable, Inc., 6.25%, due 06/15/13		40,446
	20,000	Rogers Communications, Inc., Senior Note, 6.80%, due 08/15/18		25,187
	330,000	Royal Bank of Scotland Group Plc, 2.55%, due 09/18/15		339,373
	250,000	Royal Bank of Scotland Group Plc, 5.00%, due 10/01/14		257,593
	1,225,000	Royal Bank of Scotland Group Plc, 6.13%, due 12/15/22		1,271,647
	200,000	Royal Bank of Scotland Group Plc, 6.99%, due 12/31/49¤ † 144A		193,000
	70,000	Royal Bank of Scotland Group Plc, 7.65%, due 12/31/49†		73,500
	775,000	Royal Bank of Scotland Plc (The), 4.38%, due 03/16/16		844,070
	600,000	Royal Bank of Scotland Plc (The), 5.63%, due 08/24/20		698,575
	325,000	Royal Bank of Scotland Plc (The), 6.13%, due 01/11/21		392,822
	70,000	Safeway, Inc., 3.95%, due 08/15/20		71,644
	350,000	Samson Investment Co., 9.75%, due 02/15/20 144A		373,625
	300,000	Santander US Debt SA Unipersonal, Series 1, 3.72%, due 01/20/15 144A		303,392
	400,000	Santander US Debt SA Unipersonal, 3.78%, due 10/07/15 144A		408,255
	385,000	SBA Communications Corp., 5.63%, due 10/01/19 144A		397,512
	75,000	Sealed Air Corp., 5.25%, due 04/01/23 144A		75,469
	200,000	Sealed Air Corp., Series 1, 8.13%, due 09/15/19 144A		227,250
	110,000	Service Corp. International, Senior Note, 7.50%, due 04/01/27		122,650
	10,000	Service Corp. International, Senior Note, 7.63%, due 10/01/18		11,788
	110,000	SESI LLC, 7.13%, due 12/15/21		123,613
	335,000	Shea Homes, LP/Shea Homes Funding Corp., 8.63%, due 05/15/19		377,712
	580,000	Shell International Finance BV, 4.38%, due 03/25/20		673,229
	260,000	Sinopec Group Overseas Development 2012, Ltd., 2.75%, due 05/17/17 144A		271,735
	1,270,000	SLM Corp., 3.88%, due 09/10/15		1,323,205
	10,000	SLM Corp., 5.00%, due 04/15/15		10,600
	2,675,000	SLM Corp., 6.00%, due 01/25/17		2,922,437
	475,000	SLM Corp., 6.25%, due 01/25/16		521,302
	55,000	SLM Corp., 7.25%, due 01/25/22		61,738
	950,000	SLM Corp., 8.00%, due 03/25/20		1,105,562
	325,000	Smithfield Foods, Inc., 6.63%, due 08/15/22		355,062
	880,000	Southern Copper Corp., 5.25%, due 11/08/42		837,647
	255,000	Springleaf Finance Corp., 6.90%, due 12/15/17		257,550
	660,000	Sprint Capital Corp., 8.75%, due 03/15/32		790,350
	1,895,000	Sprint Capital Corp., Guaranteed Note, 6.90%, due 05/01/19		2,089,237
	375,000	Sprint Nextel Corp., 6.00%, due 12/01/16		407,812
	200,000	Sprint Nextel Corp., 6.00%, due 11/15/22		206,500
	740,000	Sprint Nextel Corp., 7.00%, due 08/15/20		817,700
	75,000	Sprint Nextel Corp., 8.38%, due 08/15/17		87,656
	100,000	Sprint Nextel Corp., 9.13%, due 03/01/17		118,750
	225,000	SPX Corp., 6.88%, due 09/01/17		251,438
	395,000	Standard Pacific Corp., 8.38%, due 05/15/18		467,087
	850,000	State Street Corp., 4.96%, due 03/15/18		966,691
	190,000	Steel Dynamics, Inc., 7.63%, due 03/15/20‡		211,850
	105,000	Stora Enso Oyj, 7.25%, due 04/15/36 144A		99,750
	75,000	Suburban Propane Partners LP/Suburban Energy Finance Corp., 7.38%, due 08/01/21		83,063


100		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	50,000	Suburban Propane Partners LP/Suburban Energy Finance Corp., 7.50%, due 10/01/18		54,500
	330,000	SunGard Data Systems, Inc., 7.63%, due 11/15/20		359,287
	99,000	SunTrust Preferred Capital I, 4.00%, due 12/31/49†		85,635
	100,000	Swift Energy Co., 7.88%, due 03/01/22 144A		105,000
	325,000	Swift Energy Co., 8.88%, due 01/15/20		354,656
	175,000	Targa Resources Partners, LP/Targa Resources Partners Finance Corp., 5.25%, due 05/01/23 144A		182,875
	1,381,000	Targa Resources Partners, LP/Targa Resources Partners Finance Corp., 6.88%, due 02/01/21		1,519,100
	95,000	Targa Resources Partners, LP/Targa Resources Partners Finance Corp., 7.88%, due 10/15/18		104,500
	380,000	Teachers Insurance & Annuity Association of America, 6.85%, due 12/16/39 144A		508,854
	35,000	Teekay Corp., 8.50%, due 01/15/20		38,019
	550,000	Telecom Italia Capital SA, 4.95%, due 09/30/14		570,329
	1,025,000	Telecom Italia Capital SA, 6.18%, due 06/18/14		1,073,605
	1,250,000	Telecom Italia Capital SA, 7.00%, due 06/04/18		1,416,907
	950,000	Telecom Italia Capital SA, 7.18%, due 06/18/19		1,085,196
	280,000	Telefonica Emisiones SAU, 5.13%, due 04/27/20		295,507
	10,000	Telefonica Emisiones SAU, 5.46%, due 02/16/21		10,787
	30,000	Telefonica Emisiones SAU, 5.88%, due 07/15/19		33,078
	50,000	Telefonica Emisiones SAU, 6.22%, due 07/03/17		56,069
	360,000	Temasek Financial I, Ltd., 2.38%, due 01/23/23 144A		348,483
	90,000	Tenet Healthcare Corp., 4.50%, due 04/01/21 144A		88,425
	355,000	Terex Corp., 6.00%, due 05/15/21		375,412
	120,000	Teva Pharmaceutical Finance Co. BV, 3.65%, due 11/10/21		127,941
	610,000	Teva Pharmaceutical Finance IV BV, 3.65%, due 11/10/21		650,364
	130,000	Texas Competitive Electric Holdings Co. LLC/TCEH Finance, Inc., Series 1, 11.50%, due 10/01/20 144A		97,825
	295,000	Texas Industries, Inc., 9.25%, due 08/15/20‡		323,762
	220,000	Thermo Fisher Scientific, Inc., 3.60%, due 08/15/21		227,981
	100,000	Time Warner Cable, Inc., 4.13%, due 02/15/21		107,509
	740,000	Time Warner Cable, Inc., 5.85%, due 05/01/17		860,163
	290,000	Time Warner Cable, Inc., 5.88%, due 11/15/40		310,285
	10,000	Time Warner Cable, Inc., 6.75%, due 07/01/18		12,320
	160,000	Time Warner Cable, Inc., 7.30%, due 07/01/38		199,674
	1,480,000	Time Warner Cable, Inc., 8.25%, due 04/01/19		1,928,931
	2,150,000	Time Warner Cable, Inc., 8.75%, due 02/14/19		2,846,828
	260,000	Time Warner, Inc., 4.70%, due 01/15/21		293,664
	200,000	Time Warner, Inc., 4.75%, due 03/29/21		226,764
	50,000	Time Warner, Inc., 6.25%, due 03/29/41		59,319
	200,000	Time Warner, Inc., 7.63%, due 04/15/31		271,351
	2,700,000	Time Warner, Inc., 7.70%, due 05/01/32		3,689,836
	1,100,000	TNK-BP Finance SA, 7.50%, due 07/18/16 144A		1,265,880
	3,200,000	TNK-BP Finance SA, Reg S, 7.88%, due 03/13/18‡‡‡		3,856,000
	54,000	Tomkins LLC/Tomkins, Inc., 9.00%, due 10/01/18		60,413
	670,000	Toyota Motor Credit Corp., 1.25%, due 10/05/17		670,000
	325,000	TransDigm, Inc., 7.75%, due 12/15/18		358,312
	130,000	Transocean, Inc., 5.05%, due 12/15/16		144,566
	160,000	Transocean, Inc., 6.38%, due 12/15/21		186,603


		See accompanying Notes to the Financial Statements.			101

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	1,025,000	Travelers Cos. (The), Inc., 5.80%, due 05/15/18		1,253,735
	150,000	Triumph Group, Inc., 4.88%, due 04/01/21 144A		151,875
	240,000	Triumph Group, Inc., 8.63%, due 07/15/18		267,900
	490,000	Turlock Corp., 1.50%, due 11/02/17 144A		491,948
	1,360,000	Turlock Corp., 2.75%, due 11/02/22 144A		1,354,987
	250,000	Turlock Corp., 4.15%, due 11/02/42 144A		244,776
	370,000	UBS AG/Stamford Branch, 2.25%, due 01/28/14		375,009
	244,000	UBS AG/Stamford Branch, 5.75%, due 04/25/18		289,381
	3,087,000	Union Pacific Corp., 4.16%, due 07/15/22		3,482,753
	300,000	United Business Media, Ltd., 5.75%, due 11/03/20 144A		318,237
	45,000	United Rentals North America, Inc., 7.38%, due 05/15/20		50,175
	45,000	United Rentals North America, Inc., 7.63%, due 04/15/22		50,513
	500,000	United Rentals North America, Inc., 8.38%, due 09/15/20‡		560,000
	150,000	United States Steel Corp., 7.38%, due 04/01/20‡		157,875
	50,000	United States Steel Corp., 7.50%, due 03/15/22‡		52,625
	95,000	United States Steel Corp., Senior Note, 7.00%, due 02/01/18‡		102,600
	30,000	United Technologies Corp., 3.10%, due 06/01/22		31,505
	270,000	United Technologies Corp., 4.50%, due 06/01/42		288,981
	40,000	UnitedHealth Group, Inc., 1.63%, due 03/15/19		40,170
	90,000	UnitedHealth Group, Inc., 3.38%, due 11/15/21		95,187
	520,000	UnitedHealth Group, Inc., Senior Note, 6.00%, due 02/15/18		629,416
	500,000	US Airways 2012-1 Class B Pass Through Trust, 8.00%, due 04/01/21		551,250
	245,000	USG Corp., 6.30%, due 11/15/16		260,925
	105,000	USG Corp., 8.38%, due 10/15/18 144A		116,550
	1,532,000	Vale Overseas, Ltd., 4.38%, due 01/11/22		1,579,562
	390,000	Vale Overseas, Ltd., Guaranteed Note, 6.88%, due 11/21/36		444,934
	320,000	Vedanta Resources Plc, 8.25%, due 06/07/21 144A		368,000
	220,000	Vedanta Resources Plc, Senior Global Note, 8.75%, due 01/15/14 144A		229,900
	40,000	Verizon Communications, Inc., 2.45%, due 11/01/22		37,910
	220,000	Verizon Communications, Inc., 3.50%, due 11/01/21		229,040
	130,000	Verizon Communications, Inc., 8.75%, due 11/01/18		175,031
	190,000	Vesey Street Investment Trust I, 4.40%, due 09/01/16††		206,697
	225,000	ViaSat, Inc., 6.88%, due 06/15/20		242,438
	225,000	Vulcan Materials Co., 6.50%, due 12/01/16		253,125
	1,400,000	Vulcan Materials Co., 7.50%, due 06/15/21		1,655,500
	970,000	Wachovia Capital Trust III, Secured Note, 5.57%, due 12/31/49†		974,607
	570,000	Wachovia Corp., Senior Note, 5.63%, due 10/15/16		651,061
	640,000	Wachovia Corp., Subordinated Note, 5.25%, due 08/01/14		677,348
	460,000	Wal-Mart Stores, Inc., 5.63%, due 04/15/41		577,591
	190,000	Waste Management, Inc., 7.38%, due 05/15/29		246,850
	180,000	Watson Pharmaceuticals, Inc., 1.88%, due 10/01/17		182,295
	130,000	WellPoint, Inc., 1.25%, due 09/10/15		131,153
	30,000	WellPoint, Inc., 3.70%, due 08/15/21		31,738
	730,000	WellPoint, Inc., 5.88%, due 06/15/17		860,163
	1,750,000	WellPoint, Inc., 7.00%, due 02/15/19		2,191,276
	190,000	Wells Fargo & Co., 1.50%, due 01/16/18		189,823
	70,000	Wells Fargo & Co., 2.10%, due 05/08/17		72,255
	360,000	Wells Fargo & Co., 3.45%, due 02/13/23		363,173
	420,000	Wells Fargo & Co., 3.68%, due 06/15/16††		454,497


102		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Corporate Debt — continued

	90,000	Wells Fargo & Co., 4.60%, due 04/01/21		102,959
	350,000	Wells Fargo Capital X, 5.95%, due 12/01/86		355,059
	270,000	Williams Cos. (The), Inc., Series A, 7.50%, due 01/15/31		332,317
	124,000	Williams Cos. (The), Inc., 7.88%, due 09/01/21		158,701
	80,000	Williams Cos. (The), Inc., 8.75%, due 03/15/32		107,990
	290,000	Williams Partners, LP/Williams Partners Finance Corp., Senior Note, 7.25%, due 02/01/17		349,153
	130,000	Windstream Corp., 7.75%, due 10/15/20		141,700
	120,000	WPP Finance UK, 8.00%, due 09/15/14		131,784
	30,000	WPX Energy, Inc., 6.00%, due 01/15/22		31,575
	510,000	Wyeth LLC, 5.95%, due 04/01/37		653,678
	110,000	Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp., 7.88%, due 05/01/20		123,475
	430,000	Wynn Las Vegas, LLC, 7.75%, due 08/15/20		484,287
	1,525,000	Xerox Corp., 4.50%, due 05/15/21		1,633,671
	300,000	Xerox Corp., 5.63%, due 12/15/19		343,349
	2,500,000	Xerox Corp., 6.35%, due 05/15/18		2,933,262
	520,000	Xstrata Finance Canada, Ltd., 1.80%, due 10/23/15 144A		526,237
	470,000	Xstrata Finance Canada, Ltd., 2.45%, due 10/25/17 144A		476,911
	100,000	Xstrata Finance Canada, Ltd., 5.80%, due 11/15/16 144A		113,947
	90,000	Zoetis, Inc., 3.25%, due 02/01/23 144A		91,455

				378,263,281


		Mortgage Backed Securities - Private Issuers — 2.0%

	400,000	Americold LLC Trust, Series 2010-ARTA, Class A2FX, 4.95%, due 01/14/29 144A		461,662
	550,000	Banc of America Commercial Mortgage Trust, Series 2008-1, Class A4, 6.19%, due 02/10/51†		661,495
	158,441	Banc of America Funding Corp., Series 2005-E, Class 8A1, 2.50%, due 06/20/35†		98,639
	136,000	Banc of America Merrill Lynch Commercial Mortgage, Inc., Series 2006-1, Class AM, 5.42%, due 09/10/45†		150,613
	90,000	Bear Stearns Commercial Mortgage Securities Trust, Series 2007-PW16, Class AM, 5.72%, due 06/11/40†		103,306
	150,000	Bear Stearns Commercial Mortgage Securities Trust, Series 2007-PW17, Class AM, 5.89%, due 06/11/50†		174,104
	80,000	CD Commercial Mortgage Trust, Series 2006-CD2, Class AM, 5.35%, due 01/15/46†		87,425
	210,000	CGRBS Commercial Mortgage Trust, Series 2010-3, Class 4A1, 1.00%, due 03/13/23		216,240
	419,844	Citigroup Mortgage Loan Trust, Inc., Series 2010-3, Class 4A1, 2.43%, due 02/25/36† 144A		418,573
	349,000	Commercial Mortgage Pass-Through Certificates, Series 2007-C2, Class AM, 5.55%, due 01/15/49†		390,361
	70,251	Countrywide Alternative Loan Trust, Series 2005-61, Class 1A1, 0.46%, due 12/25/35†		59,475
	69,649	Countrywide Home Loan Mortgage Pass Through Trust, Series 2005-R3, Class AF, 0.60%, due 09/25/35† 144A		58,848
	301,859	Credit Suisse First Boston Mortgage Securities Corp., Series 2003-AR30, Class 2A1, 2.83%, due 01/25/34†		297,544
	448,932	Downey Savings & Loan Association Mortgage Loan Trust, Series 2004-AR1, Class A2A, 1.02%, due 09/19/44†		400,455
	130,000	Extended Stay America Trust, Series 2013-ESH7, Class A27, 2.96%, due 12/05/31 144A		132,367


		See accompanying Notes to the Financial Statements.			103

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Mortgage Backed Securities - Private Issuers — continued

	250,050	First Horizon Alternative Mortgage Securities, Series 2006-FA1, Class 1A6, 0.95%, due 04/25/36†		248,853
	290,000	Fremont Home Loan Trust, Series 2004-B, Class M1, 1.07%, due 05/25/34†		257,109
	117,986	Granite Mortgages Plc, Series 2004-3, Class 2A1, 0.56%, due 09/20/44†		116,995
	179,930	Granite Mortgages Plc, Reg S, Series 2003-2, Class 1A3, 0.80%, due 07/20/43† ‡‡‡		178,418
	194,000	Greenwich Capital Commercial Funding Corp., Series 2006-GG7, Class AM, 5.87%, due 07/10/38†		217,750
	256,476	GSMPS Mortgage Loan Trust, Series 2005-RP2, Class 1AF, 0.55%, due 03/25/35† 144A		215,600
	158,000	GSMS 2012-ALOHA, 3.55%, due 04/10/34 144A		167,247
	99,037	GSR Mortgage Loan Trust, Series 2004-7, Class 4A1, 4.88%, due 06/25/34†		100,557
	73,987	Harborview Mortgage Loan Trust, Series 2005-9, Class 2A1A, 0.54%, due 06/20/35†		70,101
	1,018,014	Harborview Mortgage Loan Trust, Series 2007-4, Class 2A1, 0.42%, due 07/19/47†		818,466
	600,000	JP Morgan Chase Commercial Mortgage Securities Corp., Series 2006-LDP9, Class A3, 5.34%, due 05/15/47		678,712
	185,000	JPMorgan Chase Commercial Mortgage Securities Corp., Series 2006-LDP8, Class AM, 5.44%, due 05/15/45		207,196
	30,000	JPMorgan Chase Commercial Mortgage Securities Corp., Series 2007-CB20, Class AM, 5.88%, due 02/12/51†		35,478
	470,000	LB-UBS Commercial Mortgage Trust, Series 2007-C7, Class AM, 6.18%, due 09/15/45†		554,494
	95,742	Lehman XS Trust, Series 2005-7N, Class 1A1B, 1.00%, due 12/25/35†		40,613
	119,710	MASTR Adjustable Rate Mortgages Trust, Series 2006-2, Class 3A1, 2.99%, due 01/25/36†		114,772
	75,993	Merrill Lynch Mortgage Investors, Inc., Series 2005-A3, Class A1, 0.47%, due 04/25/35†		71,811
	80,000	Merrill Lynch/Countrywide Commercial Mortgage Trust, Series 2006-4, Class AM, 5.20%, due 12/12/49†		89,525
	410,000	Merrill Lynch/Countrywide Commercial Mortgage Trust, Series 2007-9, Class A4, 5.70%, due 09/12/49		477,445
	184,636	MLCC Mortgage Investors, Inc., Series 2007-1, Class 4A3, 5.63%, due 01/25/37†		189,507
	162,000	Morgan Stanley Bank of America Merrill Lynch Trust, 3.21%, due 02/15/46		164,875
	150,000	Morgan Stanley Bank of America Merrill Lynch Trust, Series 2013-C7, Class A4, 2.92%, due 02/15/46		152,525
	290,000	Morgan Stanley Capital I, Inc., Series 2007-IQ15, Class A4, 5.89%, due 06/11/49†		338,783
	192,990	Morgan Stanley Mortgage Loan Trust, Series 2004-5AR, Class 2A, 2.98%, due 07/25/34†		191,380
	330,694	Morgan Stanley Mortgage Loan Trust, Series 2004-7AR, Class 2A6, 2.65%, due 09/25/34†		334,990
	436,474	Nomura Asset Acceptance Corp., Series 2004-R3, Class A1, 6.50%, due 02/25/35 144A		460,275
	380,125	Novastar Mortgage-Backed Notes, Series 2006-MTA1, Class 2A1A, 0.39%, due 09/25/46†		275,318
	277,844	Prime Mortgage Trust, Series 2006-DR1, Class 1A1, 5.50%, due 05/25/35 144A		277,755
	117,761	Prime Mortgage Trust, Series 2006-DR1, Class 1A2, 6.00%, due 05/25/35 144A		118,984
	1,241,978	Prime Mortgage Trust, Series 2006-DR1, Class 2A1, 5.50%, due 05/25/35 144A		1,191,649
	1,015,020	Prime Mortgage Trust, Series 2006-DR1, Class 2A2, 6.00%, due 05/25/35 144A		1,010,533
	419,781	Provident Funding Mortgage Loan Trust, Series 2005-1, Class 2A1, 2.77%, due 05/25/35†		429,061


104		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Mortgage Backed Securities - Private Issuers — continued

	208,746	RBSSP Resecuritization Trust, Series 2010-3, Class 4A1, 3.45%, due 12/26/35† 144A		211,297
	115,553	Residential Asset Securitization Trust, Series 2003-A8, Class A2, 0.55%, due 10/25/18†		111,980
	149,445	Structured Asset Securities Corp., Series 2002-9, Class A2, 0.50%, due 10/25/27†		147,978
	210,000	UBS-Barclays Commercial Mortgage Trust, Series 2012-C4, Class AS, 3.32%, due 12/10/45 144A		211,717
	280,000	Wachovia Bank Commercial Mortgage Trust, Series 2007-C30, Class A5, 5.34%, due 12/15/43		318,469
	110,000	Wachovia Bank Commercial Mortgage Trust, Series 2007-C30, Class AM, 5.38%, due 12/15/43		121,281
	40,000	Wachovia Bank Commercial Mortgage Trust, Series 2007-C31, Class A5, 5.50%, due 04/15/47		46,007
	204,856	WaMu Mortgage Pass Through Certificates, Series 2002-AR19, Class A6, 2.48%, due 02/25/33†		206,226
	586,537	WaMu Mortgage Pass Through Certificates, Series 2003-AR10, Class A7, 2.51%, due 10/25/33†		604,703
	812,408	WaMu Mortgage Pass Through Certificates, Series 2003-AR11, Class A6, 2.47%, due 10/25/33†		832,648
	70,106	WaMu Mortgage Pass Through Certificates, Series 2003-AR9, Class 1A7, 2.43%, due 09/25/33†		71,756
	304,505	WaMu Mortgage Pass Through Certificates, Series 2004-AR13, Class A1A, 0.61%, due 11/25/34†		302,845
	749,859	WaMu Mortgage Pass Through Certificates, Series 2004-AR14, Class A1, 2.44%, due 01/25/35†		755,042
	429,766	WaMu Mortgage Pass Through Certificates, Series 2004-CB2, Class 4A, 6.50%, due 08/25/34		465,095
	860,923	WaMu Mortgage Pass Through Certificates, Series 2005-AR11, Class A1A, 0.52%, due 08/25/45†		810,753
	501,664	WaMu Mortgage Pass Through Certificates, Series 2005-AR3, Class A2, 2.50%, due 03/25/35†		500,423
	323,857	WaMu Mortgage Pass Through Certificates, Series 2005-AR6, Class 2A1A, 0.43%, due 04/25/45†		299,410
	68,473	WaMu Mortgage Pass Through Certificates, Series 2006-AR14, Class 1A1, 2.39%, due 11/25/36†		58,281
	118,350	Washington Mutual, Inc., Series 2005-AR13, Class A1A1, 0.49%, due 10/25/45†		110,454
	111,839	Washington Mutual, Inc., Series 2005-AR15, Class A1A1, 0.46%, due 11/25/45†		102,540
	165,621	Washington Mutual, Inc., Series 2005-AR19, Class A1A1, 0.47%, due 12/25/45†		154,334
	207,026	Washington Mutual, Inc., Series 2005-AR19, Class A1A2, 0.49%, due 12/25/45†		192,030
	272,587	Washington Mutual, Inc., Series 2006-AR14, Class 1A4, 2.39%, due 11/25/36†		232,044
	669,486	Washington Mutual, Inc., Series 2006-AR16, Class 1A1, 2.41%, due 12/25/36†		569,836
	282,437	Wells Fargo Mortgage Backed Securities Trust, Series 2004-Y, Class 1A2, 2.68%, due 11/25/34†		286,276
	269,321	Wells Fargo Mortgage Backed Securities Trust, Series 2005-AR8, Class 2A1, 2.74%, due 06/25/35†		276,928
	652,314	Wells Fargo Mortgage Loan Trust, Series 2010-RR4, Class 2A1, 3.11%, due 08/27/35 144A		658,837

				22,167,074


		See accompanying Notes to the Financial Statements.			105

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Mortgage Backed Securities - U.S. Government Agency Obligations — 25.8%

	28,160	FHLMC, Pool # 1N1589, 2.16%, due 05/01/37†		29,788
	48,243	FHLMC, Pool # 1Q0136, 2.73%, due 09/01/36†		51,755
	395,257	FHLMC, Pool # U61703, 3.50%, due 10/01/42		419,245
	99,428	FHLMC, Pool # U61745, 3.50%, due 11/01/42		105,463
	993,714	FHLMC, Pool # U90503, 3.50%, due 11/01/42		1,053,402
	99,544	FHLMC, Pool # U90598, 3.50%, due 12/01/42		105,523
	498,418	FHLMC, Pool # U90772, 3.50%, due 01/01/43		528,355
	99,680	FHLMC, Pool # U90778, 3.50%, due 01/01/43		105,667
	99,690	FHLMC, Pool # U90720, 3.50%, due 01/01/43		105,678
	99,707	FHLMC, Pool # U90768, 3.50%, due 01/01/43		105,696
	99,832	FHLMC, Pool # U90841, 3.50%, due 02/01/43		105,828
	199,680	FHLMC, Pool # U90903, 3.50%, due 02/01/43		211,673
	99,849	FHLMC, Pool # U90940, 3.50%, due 02/01/43		105,847
	99,859	FHLMC, Pool # U91027, 3.50%, due 02/01/43		105,857
	600,000	FHLMC, Pool # U62476, 3.50%, due 04/01/43††††		641,293
	7,163,148	FHLMC, Pool # J13193, 4.00%, due 10/01/25		7,615,254
	1,449,782	FHLMC, Pool # G14492, 4.00%, due 10/01/25		1,540,833
	1,509,339	FHLMC, Pool # G14678, 4.00%, due 12/01/26		1,604,601
	1,294,660	FHLMC, Pool # A74793, 5.00%, due 03/01/38		1,392,717
	1,942,477	FHLMC, Pool # 1Q0481, 5.11%, due 02/01/38†		2,092,620
	848,892	FHLMC, Pool # G01749, 5.50%, due 01/01/35		925,887
	166,972	FHLMC, Pool # A39306, 5.50%, due 11/01/35		181,907
	198,690	FHLMC, Pool # G02427, 5.50%, due 12/01/36		215,780
	367,725	FHLMC, Pool # G03695, 5.50%, due 11/01/37		399,354
	203,175	FHLMC, Pool # G04222, 5.50%, due 04/01/38		220,079
	1,379,487	FHLMC, Pool # G04587, 5.50%, due 08/01/38		1,494,158
	1,422,581	FHLMC, Pool # G06172, 5.50%, due 12/01/38		1,540,941
	856,451	FHLMC, Pool # G06875, 5.50%, due 12/01/38		934,132
	600,615	FHLMC, Pool # G06020, 5.50%, due 12/01/39		650,587
	431,434	FHLMC, Pool # G06945, 5.50%, due 02/01/40		467,329
	2,808,775	FHLMC, Pool # 782735, 5.77%, due 09/01/36†		3,041,596
	826,885	FHLMC, Pool # G07117, 6.00%, due 10/01/36		923,590
	52,489	FHLMC, Pool # H09061, 6.00%, due 06/01/37		57,029
	1,780,496	FHLMC, Pool # G03265, 6.00%, due 08/01/37		1,949,221
	758,610	FHLMC, Pool # G03362, 6.00%, due 09/01/37		829,550
	997,935	FHLMC, Pool # G08271, 6.00%, due 05/01/38		1,090,631
	2,232,769	FHLMC, Pool # G06409, 6.00%, due 11/01/39		2,448,465
	608,684	FHLMC, Pool # G06832, 6.00%, due 03/01/40		666,365
	170,297	FHLMC, Pool # G06669, 6.50%, due 09/01/39		193,534
	100,000	FHLMC, 7.00%, due 04/01/43††††		118,063
	101,168	FHLMC, Series 2808, Class FT, 0.55%, due 04/15/33†		101,278
	1,654,957	FHLMC Multifamily Structured Pass Through Certificates, (IO), Series K006, Class AX1, 1.05%, due 01/25/20†		96,656
	3,191,943	FHLMC Multifamily Structured Pass Through Certificates, (IO), Series K007, Class X1, 1.23%, due 04/25/20†		210,576
	3,902,781	FHLMC Multifamily Structured Pass Through Certificates, (IO), Series K008, Class X1, 1.67%, due 06/25/20†		361,554
	1,769,724	FHLMC Multifamily Structured Pass Through Certificates, (IO), Series K009, Class X1, 1.50%, due 08/25/20†		143,838


106		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Mortgage Backed Securities - U.S. Government Agency Obligations — continued

	1,731,159	FHLMC Multifamily Structured Pass Through Certificates, (IO), Series K702, Class X1, 1.55%, due 02/25/18†		113,928
	451,584	FHLMC Reference REMIC, Series R007, Class ZA, 6.00%, due 05/15/36		507,972
	388,995	FHLMC Structured Pass Through Securities, Series T-61, Class 1A1, 1.58%, due 07/25/44†		398,950
	3,300,000	FHLMC TBA, 2.50%, due 04/01/27		3,417,562
	10,500,000	FHLMC TBA, 3.50%, due 12/01/41		11,052,481
	981,580	FNMA, Pool # AP9633, 2.50%, due 10/01/42		971,785
	199,364	FNMA, Pool # AQ7306, 3.00%, due 01/01/43		203,978
	99,517	FNMA, Pool # AR1198, 3.00%, due 01/01/43		101,821
	199,047	FNMA, Pool # AR1202, 3.00%, due 01/01/43		203,654
	387,999	FNMA, Pool # AE2641, 3.50%, due 10/01/25		411,577
	1,870,381	FNMA, Pool # AH2430, 3.50%, due 01/01/26		1,984,038
	1,533,089	FNMA, Pool # AE2148, 3.50%, due 02/01/26		1,626,729
	1,150,547	FNMA, Pool # AE3507, 3.50%, due 02/01/26		1,220,463
	201,993	FNMA, Pool # AL0554, 3.50%, due 08/01/26		214,331
	596,476	FNMA, Pool # AQ5369, 3.50%, due 12/01/42		633,793
	596,734	FNMA, Pool # AQ7083, 3.50%, due 12/01/42		634,067
	496,575	FNMA, Pool # AB7130, 3.50%, due 12/01/42		527,642
	2,974,496	FNMA, Pool # MA0587, 4.00%, due 12/01/30		3,195,353
	82,850	FNMA, Pool # 776565, 4.00%, due 04/01/34		88,898
	518,698	FNMA, Pool # AH1338, 4.00%, due 12/01/40		566,288
	148,634	FNMA, Pool # AH6392, 4.00%, due 02/01/41		162,132
	1,189,384	FNMA, Pool # AJ5304, 4.00%, due 11/01/41		1,269,333
	1,931,788	FNMA, Pool # AJ7689, 4.00%, due 12/01/41		2,061,640
	396,988	FNMA, Pool # AP9766, 4.00%, due 10/01/42		433,288
	32,607	FNMA, Pool # 254802, 4.50%, due 07/01/18		35,173
	276,920	FNMA, Pool # MA0706, 4.50%, due 04/01/31		300,046
	873,261	FNMA, Pool # MA0734, 4.50%, due 05/01/31		946,187
	271,576	FNMA, Pool # MA0776, 4.50%, due 06/01/31		294,256
	261,456	FNMA, Pool # MA0913, 4.50%, due 11/01/31		284,598
	268,511	FNMA, Pool # MA0939, 4.50%, due 12/01/31		292,277
	81,003	FNMA, Pool # MA0968, 4.50%, due 12/01/31		88,123
	2,893,538	FNMA, Pool # AL0215, 4.50%, due 04/01/41		3,169,540
	1,100,000	FNMA, Pool # AL3429, 4.50%, due 06/01/41		1,184,734
	485,624	FNMA, Pool # AB3517, 4.50%, due 09/01/41		531,946
	600,000	FNMA, Pool # AL3414, 4.50%, due 09/01/41		646,219
	5,658,310	FNMA, Pool # AL2439, 5.00%, due 06/01/26		6,110,701
	135,994	FNMA, Pool # 254793, 5.00%, due 07/01/33		148,207
	155,083	FNMA, Pool # 555743, 5.00%, due 09/01/33		169,010
	476,220	FNMA, Pool # 889117, 5.00%, due 10/01/35		518,986
	589,118	FNMA, Pool # AL0476, 5.00%, due 11/01/40		655,645
	77,933	FNMA, Pool # AI0511, 5.00%, due 04/01/41		86,733
	151,365	FNMA, Pool # AI1863, 5.00%, due 05/01/41		168,458
	683,877	FNMA, Pool # AI1892, 5.00%, due 05/01/41		761,105
	170,149	FNMA, Pool # AI2433, 5.00%, due 05/01/41		189,363
	82,064	FNMA, Pool # AI2443, 5.00%, due 05/01/41		91,332
	87,650	FNMA, Pool # AI2462, 5.00%, due 05/01/41		97,548


		See accompanying Notes to the Financial Statements.			107

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Mortgage Backed Securities - U.S. Government Agency Obligations — continued

	90,214	FNMA, Pool # AI4261, 5.00%, due 06/01/41		100,401
	300,000	FNMA, Pool # AL3192, 5.00%, due 05/01/42		329,566
	550,735	FNMA, Pool # AE0011, 5.50%, due 09/01/23		603,136
	2,399,682	FNMA, Pool # 995253, 5.50%, due 12/01/23		2,628,004
	3,334,107	FNMA, Pool # AL0278, 5.50%, due 01/01/25		3,651,337
	20,482	FNMA, Pool # 254548, 5.50%, due 12/01/32		22,581
	2,399,977	FNMA, Pool # 704235, 5.50%, due 05/01/33		2,642,875
	214,808	FNMA, Pool # 555591, 5.50%, due 07/01/33		236,548
	2,688,922	FNMA, Pool # 725221, 5.50%, due 01/01/34		2,961,064
	130,383	FNMA, Pool # 735224, 5.50%, due 02/01/35		143,578
	298,287	FNMA, Pool # 990906, 5.50%, due 10/01/35		329,129
	1,541,799	FNMA, Pool # 849077, 5.50%, due 01/01/36		1,691,579
	45,475	FNMA, Pool # 852523, 5.50%, due 02/01/36		49,666
	171,392	FNMA, Pool # 878059, 5.50%, due 03/01/36		187,185
	46,113	FNMA, Pool # 256219, 5.50%, due 04/01/36		49,707
	154,273	FNMA, Pool # 868658, 5.50%, due 04/01/36		168,489
	176,178	FNMA, Pool # 190375, 5.50%, due 11/01/36		192,412
	410,691	FNMA, Pool # 995072, 5.50%, due 08/01/38		456,107
	1,301,589	FNMA, Pool # 745506, 5.66%, due 02/01/16		1,450,671
	2,668,051	FNMA, Pool # AL0144, 5.83%, due 11/01/37†		2,888,651
	22,944	FNMA, Pool # 840483, 6.00%, due 11/01/21		25,072
	405,689	FNMA, Pool # 256517, 6.00%, due 12/01/26		447,192
	404,768	FNMA, Pool # 256962, 6.00%, due 11/01/27		447,568
	156,039	FNMA, Pool # 985626, 6.00%, due 04/01/33		175,635
	4,019,059	FNMA, Pool # 725162, 6.00%, due 02/01/34		4,464,514
	17,962	FNMA, Pool # 745000, 6.00%, due 10/01/35		19,951
	363,280	FNMA, Pool # 888560, 6.00%, due 11/01/35		408,901
	90,244	FNMA, Pool # 882524, 6.00%, due 05/01/36		99,096
	34,462	FNMA, Pool # 887324, 6.00%, due 08/01/36		37,842
	77,489	FNMA, Pool # 893282, 6.00%, due 08/01/36		85,090
	9,700	FNMA, Pool # 900746, 6.00%, due 09/01/36		10,640
	134,470	FNMA, Pool # 878210, 6.00%, due 09/01/36		147,660
	4,405	FNMA, Pool # 882321, 6.00%, due 09/01/36		4,837
	112,902	FNMA, Pool # 898198, 6.00%, due 11/01/36		123,976
	475,091	FNMA, Pool # 948690, 6.00%, due 08/01/37		530,924
	758,760	FNMA, Pool # 890248, 6.00%, due 08/01/37		853,941
	36,355	FNMA, Pool # AD0217, 6.00%, due 08/01/37		40,914
	148,382	FNMA, Pool # 888736, 6.00%, due 10/01/37		161,104
	259,000	FNMA, Pool # 955166, 6.00%, due 11/01/37		281,207
	4,054,859	FNMA, Pool # 967691, 6.00%, due 01/01/38		4,447,504
	1,612,184	FNMA, Pool # AL0406, 6.00%, due 06/01/38		1,750,411
	498,129	FNMA, Pool # AL0852, 6.00%, due 06/01/38		540,838
	1,106,389	FNMA, Pool # AL0901, 6.00%, due 07/01/38		1,201,251
	429,593	FNMA, Pool # AE0028, 6.00%, due 10/01/39		471,729
	2,120,255	FNMA, Pool # AE0469, 6.00%, due 12/01/39		2,325,566
	386,246	FNMA, Pool # AE0616, 6.00%, due 03/01/40		423,648
	809,400	FNMA, Pool # AL2688, 6.00%, due 10/01/40		887,777
	9,825	FNMA, Pool # 869972, 6.50%, due 04/01/36		11,334


108		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Mortgage Backed Securities - U.S. Government Agency Obligations — continued

	1,880,093	FNMA, Pool # 256421, 6.50%, due 09/01/36		2,080,656
	87,336	FNMA, Pool # 955797, 6.50%, due 10/01/37		97,671
	1,412,612	FNMA, Pool # AL0778, 6.50%, due 01/01/49		1,554,918
	3,061,108	FNMA, Pool # 888369, 7.00%, due 03/01/37		3,503,389
	50,496	FNMA, Pool # 924874, 7.00%, due 10/01/37		60,019
	8,726	FNMA, Pool # 949563, 7.00%, due 11/01/37		10,372
	12,793	FNMA, Pool # 955183, 7.00%, due 11/01/37		15,205
	23,713	FNMA, Pool # 928938, 7.00%, due 12/01/37		28,185
	20,483	FNMA, Pool # 968252, 7.00%, due 02/01/38		24,369
	16,077	FNMA, Pool # 974156, 7.00%, due 02/01/38		19,128
	49,544	FNMA, Pool # 985867, 7.00%, due 08/01/38		58,944
	8,672	FNMA, Pool # 987891, 7.00%, due 09/01/38		10,317
	207,673	FNMA, Pool # 934648, 7.00%, due 11/01/38		247,077
	13,347	FNMA, Pool # 934202, 7.00%, due 11/01/38		15,880
	25,263	FNMA, Pool # 992249, 7.00%, due 11/01/38		30,056
	30,965	FNMA, Pool # 991549, 7.00%, due 11/01/38		36,840
	1,245,594	FNMA, Pool # AE0758, 7.00%, due 02/01/39		1,480,485
	3,400,963	FNMA, Series 2007-70, Class Z, 5.50%, due 07/25/37		3,904,606
	1,100,792	FNMA, Series 2011-59, Class NZ, 5.50%, due 07/25/41		1,330,761
	1,971,126	FNMA, Series 2012-134, Class FD, 0.55%, due 12/25/42†		1,973,905
	292,490	FNMA, Series 2012-28, Class B, 6.50%, due 06/25/39		328,801
	893,764	FNMA, Series 2012-46, Class BA, 6.00%, due 05/25/42		985,582
	900,000	FNMA, Series 2013-9, Class BC, 6.50%, due 07/25/42		1,081,270
	1,100,000	FNMA, Series 2013-9, Class CB, 5.50%, due 04/25/42		1,276,422
	102,399	FNMA Grantor Trust, Series 2004-T1, Class 1A2, 6.50%, due 01/25/44		122,784
	22,833	FNMA REMIC Trust, Series 2003-W1, Class 1A1, 6.12%, due 12/25/42†		26,670
	1,373,470	FNMA REMIC Trust 2007-W1, Series 2007-W10, Class 2A, 6.26%, due 08/25/47†		1,609,173
	13,300,000	FNMA TBA, 2.50%, due 08/01/27		13,800,829
	400,000	FNMA TBA, 2.50%, due 11/01/42		396,594
	2,000,000	FNMA TBA, 3.00%, due 09/01/42		2,063,437
	9,500,000	FNMA TBA, 3.50%, due 01/01/42		10,034,375
	1,000,000	FNMA TBA, 4.00%, due 04/01/24		1,070,117
	24,000,000	FNMA TBA, 4.00%, due 08/01/40		25,593,751
	18,000,000	FNMA TBA, 4.00%, due 08/01/40		19,172,813
	500,000	FNMA TBA, 4.50%, due 03/01/21		538,027
	146,954	FNMA Trust, Series 2004-W9, Class 2A1, 6.50%, due 02/25/44		172,654
	710,027	FNMA, (IO), Series 2011-63, Class SW, 6.48%, due 07/25/41†		106,996
	443,764	GNMA, Pool # 004617, 4.50%, due 01/20/40		491,637
	370,690	GNMA, Pool # 734712, 4.50%, due 03/15/40		406,844
	598,503	GNMA, Pool # 004696, 4.50%, due 05/20/40		662,231
	140,424	GNMA, Pool # 004854, 4.50%, due 11/20/40		155,376
	285,589	GNMA, Pool # 004883, 4.50%, due 12/20/40		315,998
	69,300	GNMA, Pool # 004923, 4.50%, due 01/20/41		76,679
	4,116,933	GNMA, Pool # 004978, 4.50%, due 03/20/41		4,555,298
	614,789	GNMA, Pool # 783368, 4.50%, due 07/20/41		677,558
	229,228	GNMA, Pool # 641779, 5.00%, due 09/15/35		250,510
	139,440	GNMA, Pool # 733600, 5.00%, due 04/15/40		152,589
	432,204	GNMA, Pool # 733627, 5.00%, due 05/15/40		472,960


		See accompanying Notes to the Financial Statements.			109

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		Mortgage Backed Securities - U.S. Government Agency Obligations — continued

	59,123	GNMA, Pool # 004747, 5.00%, due 07/20/40		65,647
	59,242	GNMA, Pool # 783050, 5.00%, due 07/20/40		65,188
	229,209	GNMA, Pool # 004802, 5.00%, due 09/20/40		252,439
	306,152	GNMA, Pool # 510835, 5.50%, due 02/15/35		336,729
	365,188	GNMA, Pool # 783704, 5.50%, due 06/15/36		402,003
	11,755	GNMA, Pool # 002657, 6.00%, due 10/20/28		13,306
	13,279	GNMA, Pool # 003489, 6.00%, due 12/20/33		15,088
	71,053	GNMA, Pool # 003879, 6.00%, due 07/20/36		80,198
	9,544	GNMA, Pool # 003920, 6.00%, due 11/20/36		10,773
	563,186	GNMA, Pool # 004145, 6.00%, due 05/20/38		634,271
	239,023	GNMA, Pool # 004195, 6.00%, due 07/20/38		269,192
	8,915	GNMA, Pool # 004245, 6.00%, due 09/20/38		10,207
	107,426	GNMA, Pool # 004580, 6.00%, due 11/20/39		121,362
	149,827	GNMA, Pool # 004602, 6.00%, due 12/20/39		168,738
	87,020	GNMA, Pool # 004620, 6.00%, due 01/20/40		98,004
	163,874	GNMA, Pool # 004639, 6.00%, due 02/20/40		184,558
	290,936	GNMA, Pool # 004774, 6.00%, due 08/20/40		328,385
	57,053	GNMA, Pool # 004804, 6.00%, due 09/20/40		64,575
	548,367	GNMA, Pool # 004837, 6.00%, due 10/20/40		620,666
	344,204	GNMA, Pool # 004871, 6.00%, due 11/20/40		390,661
	372,141	GNMA, Pool # 004928, 6.00%, due 01/20/41		421,206
	305,500	GNMA, Pool # 004991, 6.00%, due 03/20/41		345,778
	805,408	GNMA, Pool # 005063, 6.00%, due 05/20/41		909,079
	322,996	GNMA, Pool # 004040, 6.50%, due 10/20/37		372,584
	1,000,000	GNMA TBA, 2.50%, due 10/01/42		993,672
	39,300,000	GNMA TBA, 3.00%, due 09/01/42		41,093,062
	1,300,000	GNMA TBA, 3.50%, due 11/01/41		1,398,719
	500,000	GNMA TBA, 3.50%, due 04/01/42		534,766
	1,000,000	GNMA TBA, 4.00%, due 08/01/40		1,090,195
	293,754	GNMA, (IO), Series 2010-31, Class GS, 6.30%, due 03/20/39†		43,193
	92,168	GNMA, (IO), Series 2011-32, Class S, 5.80%, due 03/16/41†		11,007
	608,675	GNMA, (IO), Series 2011-70, Class BS, 6.50%, due 12/16/36†		80,626

				281,776,528


		Municipal Obligations — 4.6%

	2,250,000	American Municipal Power-Ohio, Inc., 8.08%, due 02/15/50		3,348,518
	2,700,000	California East Bay Municipal Utility District, 5.87%, due 06/01/40		3,515,697
	600,000	Chicago Transit Authority, Series A, 6.90%, due 12/01/40		736,644
	600,000	Chicago Transit Authority, Series B, 6.90%, due 12/01/40		736,644
	3,405,000	Irvine Ranch Water District Joint Powers Agency, 2.39%, due 03/15/14		3,412,593
	155,000	Los Angeles Unified School District, 5.75%, due 07/01/34		189,805
	1,235,000	Los Angeles Unified School District, 6.76%, due 07/01/34		1,670,103
	1,250,000	New Jersey State Turnpike Authority, 7.10%, due 01/01/41		1,765,313
	1,800,000	New York City Transitional Finance Authority, 4.73%, due 11/01/23		2,113,488
	1,300,000	New York City Transitional Finance Authority, 4.91%, due 11/01/24		1,556,178
	1,300,000	New York City Transitional Finance Authority, 5.08%, due 11/01/25		1,576,289
	3,000,000	New York State Urban Development Corp., 5.00%, due 03/15/23		3,607,140
	500,000	Northstar Education Finance, Inc., 1.71%, due 01/29/46†		446,321


110		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**			Description	Value ($)

			Municipal Obligations — continued

	3,100,000		Ohio Tobacco Settlement Financing Authority, 6.50%, due 06/01/47		3,024,949
	1,100,000		Port Authority of New York and New Jersey, 4.46%, due 10/01/62		1,099,571
	900,000		Southwest Student Services Corp., 0.08%, due 12/01/18†		828,678
	350,000		Southwest Student Services Corp., 0.51%, due 12/01/36†		313,091
	4,150,000		State of California General Obligation, 7.30%, due 10/01/39		5,760,532
	1,360,000		State of California General Obligation, 7.50%, due 04/01/34		1,894,262
	1,700,000		State of California General Obligation, 7.55%, due 04/01/39		2,455,939
	925,000		State of Illinois General Obligation, 4.96%, due 03/01/16		1,013,624
	1,600,000		State of Illinois General Obligation, 5.37%, due 03/01/17		1,790,656
	2,025,000		State of Illinois General Obligation, 5.67%, due 03/01/18		2,315,405
	1,000,000		State of Kentucky Property & Building Commission, 4.30%, due 11/01/19		1,128,120
	1,200,000		State of Kentucky Property & Building Commission, 4.40%, due 11/01/20		1,372,764
	2,400,000		State of Kentucky Property & Building Commission, 5.37%, due 11/01/25		2,803,872

					50,476,196


			Sovereign Debt Obligations — 2.1%

	3,000,000	EUR	Bundesschatzanweisungen, 0.75%, due 09/13/13		3,865,184
	4,500,000	EUR	Bundesschatzanweisungen, 1.75%, due 06/14/13		5,798,827
	2,500,000		Korea Housing Finance Corp., Reg S, 4.13%, due 12/15/15‡‡‡		2,698,830
	46,342,000	MXN	Mexican Bonos, 6.50%, due 06/09/22		4,199,558
	19,860,000	MXN	Mexican Bonos, 8.00%, due 06/11/20		1,927,409
	140,000		Mexico Government International Bond, 4.75%, due 03/08/44		145,600
	2,600,000		Province of Ontario Canada, 2.70%, due 06/16/15		2,725,686
	1,500,000		Spain Government International Bond, 4.00%, due 03/06/18 144A		1,488,150
	304,224	GBP	United Kingdom Gilt Inflation Linked, 0.13%, due 03/22/24‡‡‡‡		536,716

					23,385,960


			U.S. Government and Agency Obligations — 31.2%

	348,339		FHLMC, 1.99%, due 02/01/37†		367,388
	280,000		Financing Corp. FICO STRIPS, (PO), Series B, 0.92%, due 04/06/18‡‡		267,605
	350,000		Financing Corp. FICO STRIPS, (PO), Series 1, 0.96%, due 05/11/18‡‡		333,576
	90,000		Financing Corp. FICO STRIPS, (PO), Series 11, 0.99%, due 02/08/18‡‡		85,873
	270,000		Financing Corp. FICO STRIPS, (PO), Series 7, 1.12%, due 08/03/18‡‡		254,680
	150,000		Financing Corp. FICO STRIPS, (PO), Series 7, 1.12%, due 08/03/18‡‡		141,489
	140,000		Financing Corp. FICO STRIPS, (PO), Series 8, 1.12%, due 08/03/18‡‡		132,057
	330,000		Financing Corp. FICO STRIPS, (PO), Series D, 1.12%, due 08/03/18‡‡		311,276
	330,000		Financing Corp. FICO STRIPS, (PO), Series E, 1.17%, due 11/02/18‡‡		309,703
	150,000		Financing Corp. FICO STRIPS, (PO), Series 15, 1.35%, due 03/07/19‡‡		138,817
	50,000		Financing Corp. FICO STRIPS, (PO), Series 19, 1.40%, due 06/06/19‡‡		45,982
	20,000		Financing Corp. FICO STRIPS, (PO), Series D, 1.55%, due 09/26/19‡‡		18,160
	216,917		FNMA, Series 2004-38, Class FK, 0.55%, due 05/25/34†		217,637
	269,984		FNMA, 1.45%, due 08/01/37†		288,316
	830,000		FNMA, 1.92%, due 10/09/19‡‡		736,747
	90,035		FNMA, 2.90%, due 09/01/35†		96,272
	1,235,000		FNMA, 6.63%, due 11/15/30		1,844,233
	1,100,331		GNMA, 0.58%, due 12/20/60†		1,103,463
	1,945,003		GNMA, 0.65%, due 02/20/61†		1,957,181
	1,888,145		GNMA, 0.70%, due 01/20/61†		1,903,839
	460,877		GNMA, 0.70%, due 03/20/61†		464,872


		See accompanying Notes to the Financial Statements.			111

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		U.S. Government and Agency Obligations — continued

	1,135,208	GNMA, (IO), 6.35%, due 11/20/38†		147,251
	764,746	GNMA, (IO), 6.45%, due 01/20/40†		121,466
	4,000,000	Overseas Private Investment Corp., (2.54)%, due 11/18/13‡‡		4,065,472
	190,000	Tennessee Valley Authority, 5.25%, due 09/15/39		243,380
	2,664,000	U.S. Treasury Bond, 2.75%, due 08/15/42		2,472,109
	7,090,600	U.S. Treasury Bond, 2.75%, due 11/15/42		6,573,206
	120,000	U.S. Treasury Bond, 3.13%, due 02/15/42		120,619
	1,610,000	U.S. Treasury Bond, 3.13%, due 02/15/43		1,613,270
	2,600,000	U.S. Treasury Bond, 3.88%, due 08/15/40		3,007,875
	200,000	U.S. Treasury Bond, 4.25%, due 11/15/40		245,938
	200,000	U.S. Treasury Bond, 4.38%, due 02/15/38		250,063
	4,000,000	U.S. Treasury Bond, 4.50%, due 02/15/36^(a)		5,081,252
	400,000	U.S. Treasury Bond, 6.25%, due 08/15/23		566,188
	800,000	U.S. Treasury Bond, 7.50%, due 11/15/24		1,254,625
	3,764,121	U.S. Treasury Inflation Indexed Bond, 0.13%, due 01/15/22		4,099,068
	2,503,200	U.S. Treasury Inflation Indexed Bond, 0.13%, due 07/15/22		2,730,248
	1,097,316	U.S. Treasury Inflation Indexed Bond, 0.13%, due 01/15/23		1,185,016
	917,118	U.S. Treasury Inflation Indexed Bond, 0.75%, due 02/15/42		960,036
	8,420,800	U.S. Treasury Inflation Indexed Bond, 1.13%, due 01/15/21^(a)		9,935,230
	527,910	U.S. Treasury Inflation Indexed Bond, 1.25%, due 07/15/20		631,059
	1,502,101	U.S. Treasury Inflation Indexed Bond, 2.13%, due 02/15/40		2,120,662
	2,208,045	U.S. Treasury Inflation Indexed Bond, 2.13%, due 02/15/41		3,131,284
	400,000	U.S. Treasury Note, 0.13%, due 12/31/13		400,000
	3,200,000	U.S. Treasury Note, 0.25%, due 11/30/13		3,202,627
	6,300,000	U.S. Treasury Note, 0.25%, due 01/31/14		6,306,155
	13,500,000	U.S. Treasury Note, 0.25%, due 02/28/14		13,513,189
	18,200,000	U.S. Treasury Note, 0.25%, due 03/31/14		18,216,362
	2,300,000	U.S. Treasury Note, 0.25%, due 09/15/15		2,297,125
	2,700,000	U.S. Treasury Note, 0.25%, due 10/15/15		2,695,993
	12,500,000	U.S. Treasury Note, 0.38%, due 02/15/16		12,509,762
	300,000	U.S. Treasury Note, 0.50%, due 11/15/13		300,727
	500,000	U.S. Treasury Note, 0.75%, due 12/15/13		502,187
	8,560,000	U.S. Treasury Note, 0.75%, due 06/30/17		8,610,829
	60,000	U.S. Treasury Note, 0.75%, due 02/28/18		60,009
	28,500,000	U.S. Treasury Note, 1.00%, due 01/15/14		28,695,937
	4,500,000	U.S. Treasury Note, 1.00%, due 05/15/14		4,541,661
	8,400,000	U.S. Treasury Note, 1.25%, due 02/15/14		8,481,052
	9,400,000	U.S. Treasury Note, 1.25%, due 03/15/14		9,498,409
	3,600,000	U.S. Treasury Note, 1.25%, due 04/15/14		3,640,500
	25,530,000	U.S. Treasury Note, 1.25%, due 02/29/20		25,573,886
	14,590,000	U.S. Treasury Note, 1.38%, due 01/31/20		14,758,704
	500,000	U.S. Treasury Note, 1.50%, due 12/31/13		505,117
	17,500,000	U.S. Treasury Note, 1.50%, due 07/31/16		18,120,707
	1,800,000	U.S. Treasury Note, 1.63%, due 08/15/22		1,777,079
	3,428,000	U.S. Treasury Note, 1.63%, due 11/15/22		3,367,743
	2,700,000	U.S. Treasury Note, 1.75%, due 01/31/14		2,736,283
	300,000	U.S. Treasury Note, 1.75%, due 05/15/22		300,914
	12,700,000	U.S. Treasury Note, 1.88%, due 02/28/14		12,899,923
	100,000	U.S. Treasury Note, 1.88%, due 08/31/17		105,391
	32,800,000	U.S. Treasury Note, 2.00%, due 11/15/21^(a)		33,830,117


112		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value**		Description	Value ($)

		U.S. Government and Agency Obligations — continued

	11,700,000	U.S. Treasury Note, 2.00%, due 02/15/22		12,029,975
	5,540,000	U.S. Treasury Note, 2.00%, due 02/15/23		5,610,984
	5,700,000	U.S. Treasury Note, 2.13%, due 08/15/21		5,957,389
	12,000,000	U.S. Treasury Note, 2.63%, due 11/15/20		13,090,320
	5,100,000	U.S. Treasury Note, 2.75%, due 02/15/19		5,623,546

				341,335,085


		TOTAL DEBT OBLIGATIONS (COST $1,099,856,291)		1,143,437,402


Shares		Description	Value ($)

		COMMON STOCKS — 0.1%

		Auto Manufacturers — 0.1%

	8,312	General Motors Co.*		231,240
	2,087	Motors Liquidation Co. GUC Trust*		56,349

				287,589


		Building Materials — 0.0%

	10,371	US Concrete, Inc.* ¤		143,223


		Diversified Financial Services — 0.0%

	1,754	CIT Group, Inc.*		76,264


		TOTAL COMMON STOCKS (COST $478,595)		507,076


		PREFERRED STOCKS — 0.3%

		Banks — 0.1%

	600	Wells Fargo & Co., 7.50% Class A		773,250


		Diversified Financial Services — 0.2%

	74,625	Citigroup Capital XIII, 7.88%†		2,133,529
	14,902	GMAC Capital Trust I, 8.125 %†		405,334

				2,538,863


		TOTAL PREFERRED STOCKS (COST $2,718,226)		3,312,113


		WARRANTS — 0.0%

		Auto Manufacturers — 0.0%

	7,557	General Motors Co., Strike Price $10.00, Expires 7/10/16*		139,880
	7,557	General Motors Co., Strike Price $18.33, Expires 7/10/19*		89,097

				228,977


		Media — 0.0%

	307	Charter Communications, Inc., Strike Price $46.68, Expires 11/30/14*		18,037


		Oil & Gas Services — 0.0%

	190	SemGroup Corp., Strike Price $25.00, Expires 11/30/14* ¤		5,223


		TOTAL WARRANTS (COST $307,300)		252,237


		See accompanying Notes to the Financial Statements.			113

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Notional			Description	Value ($)

			OPTIONS PURCHASED — 0.0%

			Put Options — 0.0%

	115,000		Euro Dollar Mid-Curve 3-Year Futures Option with Barclays Capital, Inc., Strike Price $98.38, Expires 06/14/13		3,450
	2,300,000		OTC 30-Year Interest Rate Swaption with Royal Bank of Scotland Plc, Strike Price $3.45, Expires 09/21/15		204,758


			TOTAL OPTIONS PURCHASED (COST $200,729)		208,208


Par Value**			Description	Value ($)

			SHORT-TERM INVESTMENTS — 7.3%

			Bank Deposit — 5.2%

	57,269,153		State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		57,269,153

			TOTAL BANK DEPOSITS (COST $57,269,153)		57,269,153


			Certificates of Deposit — 1.1%

	3,600,000		Banco do Brasil SA, 0.40%, due 06/28/13‡‡		3,596,591
	3,000,000		Daimler Finance North America LLC, 0.54%, due 10/11/13‡‡		2,991,459
	400,000		Daimler Finance North America LLC, 0.54%, due 10/15/13‡‡		398,825
	500,000		Ford Motor Credit Co., 1.06%, due 10/04/13‡‡		497,312
	600,000		Ford Motor Credit Co., 1.08%, due 11/01/13‡‡		596,222
	1,300,000		Ford Motor Credit Co., 1.08%, due 11/05/13‡‡		1,291,639
	2,300,000		Ford Motor Credit Co., 1.10%, due 11/22/13‡‡		2,283,807

			TOTAL CERTIFICATES OF DEPOSIT (COST $11,634,158)		11,655,855


			Securities Lending Collateral — 1.0%

	10,976,300		State Street Navigator Securities Lending Prime Portfolio***		10,976,300

			TOTAL SECURITIES LENDING COLLATERAL (COST $10,976,300)		10,976,300


			U.S. Government and Agency Obligations — 0.0%

	91,000		United States Treasury Bill, 0.13%, due 02/06/14^(b) ‡‡		90,900

			TOTAL U.S. GOVERNMENT AND AGENCY OBLIGATIONS (COST $90,888)		90,900


			TOTAL SHORT-TERM INVESTMENTS (COST $79,970,499)		79,992,208


			TOTAL INVESTMENTS BEFORE TBA COMMITMENTS — 112.3% (Cost $1,183,531,640)		1,227,709,244


			TBA SALE COMMITMENTS — (0.5)%

	(5,000,000	)	FNMA TBA, 3.50%, due 11/01/25		(5,301,562	)


			TOTAL TBA SALE COMMITMENTS (PROCEEDS $5,285,156)		(5,301,562	)


			TOTAL INVESTMENTS NET OF TBA SALE COMMITMENTS — 111.8% (Cost $1,178,246,484)		1,222,407,682

			Other Assets and Liabilities (net) — (11.8)%		(129,154,860	)


			NET ASSETS — 100.0%	$	1,093,252,822


114		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


				Notes to Schedule of Investments:

				FICO — Financing Corporation

				FHLMC — Federal Home Loan Mortgage Corporation

				FNMA — Federal National Mortgage Association

				GNMA — Government National Mortgage Association

				IO — Interest Only

				MTN — Medium Term Note

				PIK — Payment In Kind

				PO — Principal Only

				REIT — Real Estate Investment Trust

				REMIC — Real Estate Mortgage Investment Conduit

				TBA — To Be Announced

		(a)		All or a portion of this security is held for open futures collateral.

		(b)		All or a portion of this security is held for open swaps collateral.

		¤		Illiquid security. The total market value of the securities at year end is $19,718,936 which represents 1.8% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $19,070,575.

		*		Non-income producing security

		**		Unless otherwise indicated, all par values are denominated in United States dollars ($).

		***		Represents an investment of securities lending cash collateral.

		****		Securities fair valued by the Valuation Committee as approved by the Board of Trustees. The total market value of the securities at period end is $0 which represents 0.0% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $220,161.

		†		Floating rate note. Rate shown is as of March 31, 2013.

		††		Debt obligation initially issued in zero coupon form which converts to coupon form at a specific rate and date. The rate shown is the rate at period end.

		†††		Security is currently in default.

		††††		When-issued security

		‡		All or a portion of this security is out on loan.

		‡‡		Interest rate presented is yield to maturity.

		‡‡‡		Security exempt from registration under Regulation S of the Securities Act of 1933, which exempts from registration securities offered and sold outside the United States. Security may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

		‡‡‡‡		Indexed security in which price and/or coupon is linked to the prices of a specific financial instrument or financial statistic.

				144A — Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. The total market value of the securities at year end is $73,090,517 which represents 6.7% of net assets.


		See accompanying Notes to the Financial Statements.			115

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

March 31, 2013

A summary of outstanding financial instruments at March 31, 2013 is as follows:

Forward Foreign Currency Contracts


Settlement Date		Currency	Counterparty	Units of Currency		Value		Net Unrealized Appreciation (Depreciation)
	Buys
	08/05/13	CNY	UBS AG		8,424,725	$	1,346,706	$	12,624
	09/13/13	EUR	HSBC Bank USA		8,700,000		11,186,070		(381,620	)
	10/11/13	EUR	JPMorgan Chase Bank		216,000		277,796		(3,328	)
	06/14/13	EUR	JPMorgan Chase Bank		400,000		513,904		(29,824	)
	06/14/13	EUR	UBS AG		2,500,000		3,211,898		(65,252	)

								$	(467,400	)

	Sales
	05/02/13	AUD	JPMorgan Chase Bank		194,000	$	201,818	$	(2,554	)
	05/02/13	AUD	UBS AG		4,213,000		4,382,772		(68,040	)
	08/05/13	CNY	UBS AG		8,003,786		1,279,418		(4,727	)
	04/02/13	EUR	Citibank N.A.		3,808,000		4,889,850		99,057
	09/13/13	EUR	HSBC Bank USA		8,600,000		11,057,495		(262,345	)
	04/02/13	EUR	HSBC Bank USA		24,000		30,818		609
	09/13/13	EUR	JPMorgan Chase Bank		100,000		128,576		(5,351	)
	10/11/13	EUR	JPMorgan Chase Bank		216,000		277,796		(11,349	)
	06/14/13	EUR	JPMorgan Chase Bank		400,000		513,904		3,177
	05/02/13	EUR	Morgan Stanley & Co., Inc.		3,849,000		4,943,465		(5,433	)
	09/13/13	EUR	UBS AG		3,000,000		3,857,266		32,984
	06/14/13	EUR	UBS AG		7,100,000		9,121,791		410,066
	04/11/13	GBP	JPMorgan Chase Bank		212,000		321,897		1,322
	06/12/13	GBP	Royal Bank of Scotland Plc		1,715,000		2,603,183		(10,137	)

								$	177,279

Currency Abbreviations

AUD	Australian Dollar

CNY	Chinese Yuan

EUR

Euro

GBP	British Pound Sterling

MXN	Mexican Peso


116		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

March 31, 2013

Futures Contracts


Number of Contracts		Type	Expiration Date	Contract Value		Net Unrealized Appreciation (Depreciation)
	Buys
	37	Euribor	September 2013	$	8,315	$	1,703
	88	Euribor	June 2013		59,325		26,667
	105	Euro Dollar 90 Day	September 2014		26,121,375		1,996
	85	U.S. Ultra Long	June 2013		13,395,469		(65,448	)

						$	(35,082	)

	Sales
	37	Euribor	September 2013	$	2,969	$	(672	)
	88	Euribor	June 2013		16,950		(7,361	)
	105	Euro Dollar 90 Day	September 2015		26,042,625		(11,941	)
	30	Euro-Bund	June 2013		5,604,708		(94,445	)
	11	Euro-OAT	June 2013		1,921,295		(27,838	)
	6	U.S. Treasury Bond 30 Yr.	June 2013		866,813		(5,457	)
	389	U.S. Treasury Note 10 Yr.	June 2013		51,341,922		(286,882	)
	21	U.S. Treasury Note 2 Yr.	June 2013		4,629,516		(693	)
	283	U.S. Treasury Note 5 Yr.	June 2013		35,107,477		(134,735	)

						$	(570,024	)

Written Options


Type of Contract	Counterparty	Number of Contracts		Premiums Received			Value at March 31, 2013
CALL — OTC 10-Year Interest Rate Swaption Strike @ $1.80 Expires 07/29/2013	Morgan Stanley & Co., Inc.		2,600,000		$	10,724		$	(8,935	)
CALL — OTC 10-Year Interest Rate Swaption Strike @ $1.80 Expires 07/29/2013	Goldman Sachs		1,500,000			6,030			(5,156	)
CALL — OTC 10-Year Interest Rate Swaption Strike @ $1.80 Expires 07/29/2013	Royal Bank of Scotland Plc		6,800,000			20,740			(23,372	)
CALL — U.S. Treasury Note 10-Year Futures Strike @ $133.00 Expires 05/24/2013	Barclays Capital, Inc.		49			14,388			(19,907	)
PUT — Euro Dollar Mid-Curve 3-Year Futures Strike @ $98.13 Expires 06/14/2013	Barclays Capital, Inc.		46			10,201			(1,150	)
PUT — OTC 10-Year Interest Rate Swaption Strike @ $2.65 Expires 07/29/2013	Morgan Stanley & Co., Inc.		2,600,000			20,280			(8,317	)
PUT — OTC 10-Year Interest Rate Swaption Strike @ $2.65 Expires 07/29/2013	Goldman Sachs		1,500,000			11,200			(4,799	)
PUT — OTC 10-Year Interest Rate Swaption Strike @ $2.65 Expires 07/29/2013	Royal Bank of Scotland Plc		6,800,000			20,740			(21,753	)


		See accompanying Notes to the Financial Statements.			117

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

March 31, 2013


Type of Contract	Counterparty	Number of Contracts		Premiums Received			Value at March 31, 2013
PUT — OTC 5-Year Interest Rate Swaption Strike @ $1.30 Expires 04/29/2013	Bank of America Securities LLC		3,900,000		$	10,628		$	(656	)
PUT — OTC 5-Year Interest Rate Swaption Strike @ $2.50 Expires 09/21/2015	Royal Bank of Scotland Plc		9,700,000			184,300			(175,104	)
TOTAL					$	309,231		$	(269,149	)

Interest Rate Swaps


Description	Notional Amount		Unrealized Appreciation (Depreciation)			Value
Agreement with Bank of America N.A. dated 07/06/12 receiving a fixed rate of 8.44% paying the notional amount multiplied by the BRL-CDI rate. Expiring 01/02/15.		$40,800,000		$119,234			$153,449
Agreement with Bank of America N.A. dated 1/24/13 receiving a fixed rate of 7.585% paying the notional amount multiplied by the BRL-CDI rate. Expiring 01/02/2015.		14,700,000		(66,235	)		(96,825	)
Agreement with Goldman Sachs dated 06/05/12 receiving a fixed rate of 4.00% paying the notional amount multiplied by the 6-Month AUD-BBR-BBSW rate. Expiring 03/15/23.		AUD 200,000		(702	)		(702	)
Agreement with HSBC Bank USA dated 02/13/12 receiving a fixed rate of 10.135% paying the notional amount multiplied by the BRL-CDI rate. Expiring 01/02/2015.		$ 9,800,000		251,527			268,645
Agreement with HSBC Bank USA dated 10/15/12 receiving a fixed rate of 8.075% paying the notional amount multiplied by the BRL-CDI rate. Expiring 01/02/2015.		4,200,000		(13,184	)		(5,112	)
Agreement with Morgan Stanley Capital Services LLC dated 02/16/12 receiving a fixed rate of 10.605% paying the notional amount multiplied by the BRL-CDI rate. Expiring 01/02/2015.		10,300,000		297,090			360,751

							$680,206

Centrally Cleared Interest Rate Swaps

Pay/Receive
Floating Rate

Floating
Rate Index

Fixed Rate

Maturity Date

Counterparty

Notional
Amount

Unrealized
Appreciation
(Depreciation)

Receive

3-Month USD
LIBOR

1.40%

03/20/18

Barclays Bank

$1,200,000

(19,364

)

Receive

3-Month USD
LIBOR

2.00%

06/19/23

Credit Suisse

5,700,000

(50,264

)

Receive

3-Month USD
LIBOR

2.75%

06/19/43

Morgan Stanley &
Co., Inc.

2,800,000

(7,292

)

Pay

6-Month AUD-
BBR-BBSW

3.75%

03/15/18

Deutsche Bank
AG

AUD1,400,000

6,437

Pay

6-Month AUD-
BBR-BBSW

3.75%

12/11/18

Citigroup Global
Markets

2,900,000

8,850


118		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

March 31, 2013


Pay/Receive Floating Rate	Floating Rate Index	Fixed Rate	Maturity Date	Counterparty	Notional Amount		Unrealized Appreciation (Depreciation)
Pay	6-Month AUD- BBR-BBSW	3.75%	03/15/23	Citigroup Global Markets, Deutsche Bank AG & Credit Suisse		AUD1,100,000	$	(20,307	)
Pay	6-Month AUD- BBR-BBSW	4.00%	03/15/23	Deutsche Bank AG		700,000		(6,700	)
Pay	6-Month AUD- BBR-BBSW	4.25%	03/15/23	Citigroup Global Markets		2,500,000		31,462
Pay	6-Month AUD- BBR-BBSW	4.25%	12/11/23	Citigroup Global Capital Markets		9,500,000		(12,182	)
Receive	6-Month Euribor	2.00%	09/18/23	Morgan Stanley & Co., Inc.		EUR1,000,000		(11,735	)

							$	(81,095	)

Credit Default Swaps (See Note 2(a))


Notional Amount		Expiration Date		Counterparty	Value
$	1,800,000		12/20/17	JPMorgan Chase Bank	$	(76,732	)
	4,400,000		03/20/21	Goldman Sachs		157,636
	900,000		03/20/16	Deutsche Bank AG		2,647
	1,400,000		03/20/16	Morgan Stanley Capital Services LLC		4,117
	400,000		12/20/15	Deutsche Bank AG		(5,967	)

					$	81,701


		See accompanying Notes to the Financial Statements.			119

Mercer Core Opportunistic Fixed Income Fund

Schedule of Investments (Continued)

March 31, 2013


Asset Class Summary (Unaudited)	% of Net Assets
Debt Obligations		104.6
Preferred Stocks		0.3
Swaps		0.1
Common Stocks		0.1
Warrants		0.0
Options Purchased		0.0
Written Options		0.0
Forward Foreign Currency Contracts		0.0
Futures Contracts		(0.1	)
TBA Sale Commitments		(0.5	)
Short-Term Investments		7.3
Other Assets and Liabilities (net)		(11.8	)

		100.0	%


120		See accompanying Notes to the Financial Statements.

Mercer Emerging Markets Equity Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		COMMON STOCKS — 92.8%

		Bermuda — 0.6%

	336,000	China Gas Holdings, Ltd.		335,453
	536,000	COSCO Pacific, Ltd.		776,106
	3,000	Credicorp, Ltd.		498,150
	86,650	Dairy Farm International Holdings, Ltd.‡		1,048,465
	4,119,000	GOME Electrical Appliances Holding, Ltd.*		451,025

		Total Bermuda		3,109,199


		Brazil — 8.0%

	20,100	Amil Participacoes SA		315,204
	84,000	Arteris SA		946,086
	76,560	Banco Bradesco SA, ADR‡		1,303,051
	87,500	Banco do Brasil SA		1,191,199
	798,841	BM&FBovespa SA		5,403,919
	25,400	BR Malls Participacoes SA		316,941
	45,800	BR Properties SA		508,801
	120,400	CCR SA		1,226,481
	24,300	Cia Brasileira de Distribuicao Grupo, ADR		1,294,704
	162,438	Cia de Bebidas das Americas, ADR		6,876,001
	14,800	Cia de Saneamento Basico do Estado, ADR*		706,404
	254,210	Cia Siderurgica Nacional SA		1,151,059
	96,566	Cielo SA		2,850,980
	90,825	Companhia Energetica de Minas Gerais, Sponsored ADR‡		1,076,276
	67,500	Fibria Celulose SA, Sponsored ADR* ‡		814,725
	73,000	Itau Unibanco Holding SA, ADR		1,299,400
	125,500	JBS SA*		423,240
	35,700	Lojas Renner SA		1,338,872
	127,600	MRV Engenharia e Participacoes SA		530,942
	8,300	Multiplan Empreendimentos Imobiliarios SA		238,748
	30,200	Natura Cosmeticos SA		739,592
	71,000	Petroleo Brasileiro SA, Sponsored ADR		1,288,650
	136,900	Porto Seguro SA		1,919,390
	211,987	Souza Cruz SA		3,105,659
	14,300	Telefonica Brasil SA, ADR		381,524
	135,300	Tim Participacoes SA		598,545
	38,400	Tim Participacoes SA, ADR		840,192
	36,505	Totvs SA		750,250
	13,500	Ultrapar Participacoes SA		342,128
	105,200	Vale SA, ADR		1,738,956

		Total Brazil		41,517,919


		Cayman Islands — 3.0%

	1,457,000	Anta Sports Products, Ltd.		1,244,409
	399,000	China Mengniu Dairy Co., Ltd.		1,148,789
	86,000	China Resources Land, Ltd.		240,408
	3,465,000	China Shanshui Cement Group, Ltd.		1,986,338
	255,000	Country Garden Holdings Co., Ltd.*		126,142
	58,000	ENN Energy Holdings, Ltd.		319,788


		See accompanying Notes to the Financial Statements.			121

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Cayman Islands — continued

	416,000	Evergrande Real Estate Group, Ltd.		167,201
	78,500	Longfor Properties Co., Ltd.		129,845
	178,000	MStar Semiconductor, Inc.		1,437,572
	441,500	Parkson Retail Group, Ltd.		261,625
	834,122	Sands China, Ltd.		4,324,993
	77,000	Shimao Property Holdings, Ltd.		148,194
	677,000	Soho China, Ltd.		563,393
	52,800	Tencent Holdings, Ltd.		1,678,684
	370,040	Tingyi Cayman Islands Holding Corp.		962,920
	193,237	Wynn Macau, Ltd.*		514,044

		Total Cayman Islands		15,254,345


		Chile — 1.6%

	2,407,623	Banco de Chile		379,197
	67,349,214	Banco Santander Chile		4,782,615
	18,229	Empresas COPEC SA		264,654
	35,300	Enersis SA, Sponsored ADR‡		679,172
	47,421	ENTEL Chile SA		1,004,209
	62,710	SACI Falabella		755,046
	11,400	Sociedad Quimica y Minera de Chile SA, Sponsored ADR		632,130

		Total Chile		8,497,023


		China — 8.6%

	12,620,000	Bank of China, Ltd. Class H		5,852,641
	659,000	Bank of Communications Co., Ltd. Class H		494,930
	2,224,000	China BlueChemical, Ltd. Class H		1,372,335
	682,000	China Citic Bank Corp., Ltd. Class H		409,412
	240,000	China Coal Energy Co., Ltd. Class H		214,875
	9,571,000	China Construction Bank Corp. Class H		7,816,936
	144,000	China Merchants Bank Co., Ltd. Class H		304,968
	714,000	China Minsheng Banking Corp., Ltd. Class H		912,431
	332,000	China Oilfield Services, Ltd. Class H		694,567
	12,100	China Petroleum & Chemical Corp., ADR		1,414,732
	1,980,000	China Petroleum & Chemical Corp. Class H		2,331,317
	750,500	China Railway Construction Corp. Class H		712,538
	2,079,000	China Railway Group, Ltd. Class H		1,057,893
	641,000	Chongqing Rural Commercial Bank Class H		343,512
	922,000	Dongfeng Motor Group Co., Ltd. Class H		1,294,635
	622,400	Guangzhou R&F Properties Co., Ltd. Class H		1,042,324
	9,219,000	Industrial & Commercial Bank of China Class H		6,460,598
	1,472,000	Jiangsu Expressway Co., Ltd. Class H		1,479,083
	925,000	Jiangxi Copper Co., Ltd. Class H		2,047,175
	8,300	PetroChina Co., Ltd., ADR‡		1,094,106
	2,182,000	PetroChina Co., Ltd. Class H		2,867,114
	84,000	Sinopharm Group Co., Ltd. Class H		270,526
	296,407	Tsingtao Brewery Co., Ltd. Class H		1,880,549
	168,000	Yanzhou Coal Mining Co., Ltd. Class H		226,376
	367,500	Zhaojin Mining Industry Co., Ltd. Class H		493,304
	1,776,000	Zhejiang Expressway Co., Ltd. Class H		1,400,182

		Total China		44,489,059


122		See accompanying Notes to the Financial Statements.

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Colombia — 1.1%

	2,098,589	Ecopetrol SA		5,797,524


		Czech Republic — 0.5%

	34,384	CEZ AS		1,008,607
	8,000	Komercni Banka AS		1,530,832

		Total Czech Republic		2,539,439


		Hong Kong — 4.5%

	58,500	China Mobile, Ltd., Sponsored ADR		3,108,105
	313,500	China Mobile, Ltd.		3,317,685
	170,000	China Overseas Land & Investment, Ltd.		469,749
	304,000	China Resources Power Holdings Co., Ltd.		912,472
	10,100	CNOOC, Ltd., ADR		1,934,150
	1,006,000	CNOOC, Ltd.		1,930,964
	814,000	Guangdong Investment, Ltd.		715,153
	661,656	Hongkong Electric Holdings		6,235,002
	302,549	Link (The) REIT		1,652,538
	6,272,000	Shougang Fushan Resources Group, Ltd.		2,787,502
	184,000	Sino-Ocean Land Holdings, Ltd.		111,642

		Total Hong Kong		23,174,962


		Hungary — 0.1%

	3,142	MOL Hungarian Oil and Gas Plc		221,268
	4,404	OTP Bank Nyrt		79,602

		Total Hungary		300,870


		India — 12.1%

	19,800	Asian Paints, Ltd.		1,790,379
	70,400	Axis Bank, Ltd.		1,690,377
	89,413	Bajaj Auto, Ltd.		2,923,813
	80,289	Bharat Heavy Electricals, Ltd.		263,100
	288,300	Cipla, Ltd.		2,020,752
	31,164	Colgate-Palmolive India, Ltd.		715,023
	42,800	Dr. Reddy’s Laboratories, Ltd., ADR		1,384,580
	47,655	HDFC Bank, Ltd.		549,852
	230,859	HDFC Bank, Ltd., ADR		8,638,744
	709,983	Hindustan Unilever, Ltd.		6,094,619
	573,973	Housing Development Finance Corp.		8,685,632
	12,012	ICICI Bank, Ltd.		232,096
	36,500	ICICI Bank, Ltd., Sponsored ADR		1,565,850
	27,309	Infosys, Ltd.		1,449,613
	51,900	Infosys, Ltd., Sponsored ADR‡		2,797,929
	1,545,400	ITC, Ltd.		8,811,766
	165,100	Kotak Mahindra Bank, Ltd.		1,992,743
	27,586	Nestle India, Ltd.		2,339,861
	125,108	Power Finance Corp., Ltd.		420,326
	25,147	Reliance Industries, Ltd., GDR 144A		716,187
	54,365	Rural Electrification Corp., Ltd.		211,058


		See accompanying Notes to the Financial Statements.			123

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		India — continued

	4,147	State Bank of India, GDR		345,652
	164,500	Sun Pharmaceutical Industries, Ltd.		2,481,877
	115,639	Tata Consultancy Services, Ltd.		3,344,595
	38,300	Tata Motors, Ltd., Sponsored ADR		934,903
	41,000	Wipro, Ltd., ADR‡		414,100

		Total India		62,815,427


		Indonesia — 2.8%

	1,980,000	Astra International Tbk PT		1,609,673
	1,414,500	Bank Central Asia Tbk PT		1,659,408
	371,000	Bank Rakyat Indonesia Persero Tbk PT		334,062
	5,372,500	Bumi Resources Tbk PT		381,479
	24,500	Indo Tambangraya Megah Tbk PT		89,504
	2,002,500	Indofood Sukses Makmur Tbk PT		1,535,233
	4,364,000	Kalbe Farma Tbk PT		556,868
	2,782,000	Perusahaan Gas Negara Persero Tbk PT		1,703,412
	946,501	Semen Gresik Persero Tbk PT		1,724,010
	158,000	Tambang Batubara Bukit Asam Persero Tbk PT		234,134
	14,400	Telekomunikasi Indonesia Persero Tbk PT, Sponsored ADR		649,152
	650,000	Telekomunikasi Indonesia Tbk PT		735,786
	1,048,896	Unilever Indonesia Tbk PT		2,461,006
	301,000	United Tractors Tbk PT		563,746

		Total Indonesia		14,237,473


		Malaysia — 4.3%

	808,800	Alliance Financial Group Bhd		1,149,272
	869,600	AMMB Holdings Bhd		1,836,649
	45,400	British American Tobacco Malaysia Bhd		916,064
	107,700	CIMB Group Holdings Bhd		266,076
	411,400	DiGi.Com Bhd		616,469
	350,600	Genting Bhd		1,136,775
	1,805,800	Genting Malaysia Bhd		2,140,250
	1,437,530	Malayan Banking Bhd		4,363,889
	265,000	Parkson Holdings Bhd		402,228
	157,700	Petronas Chemicals Group Bhd		328,489
	93,700	Petronas Gas Bhd		574,939
	545,200	Public Bank Bhd		2,859,373
	106,200	Public Bank Bhd (Foreign Market)		559,038
	9,900	Sime Darby Bhd		29,606
	563,000	Tenaga Nasional Bhd		1,309,091
	813,400	UMW Holdings Bhd		3,519,961

		Total Malaysia		22,008,169


		Mexico — 9.7%

	725,700	Alfa SAB de CV Class A		1,772,618
	85,800	America Movil SA de CV Series L, ADR		1,798,368
	57,600	Arca Continental SAB de CV		431,796
	19,340	Coca-Cola Femsa SAB de CV, Sponsored ADR‡		3,167,312


124		See accompanying Notes to the Financial Statements.

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Mexico — continued

	541,355	Compartamos SAB de CV		995,477
	55,673	Fomento Economico Mexicano SA de CV, Sponsored ADR		6,318,886
	154,000	Grupo Bimbo SAB de CV Series A		491,112
	130,134	Grupo Carso SAB de CV Series A-1		725,594
	168,900	Grupo Financiero Banorte SAB de CV Series O		1,355,263
	559,500	Grupo Financiero Inbursa SAB de CV Series O		1,625,564
	352,568	Grupo Financiero Santander Mexico SAB de CV Class B, ADR*		5,440,124
	1,053,969	Grupo Mexico SAB de CV Series B		4,248,625
	184,500	Grupo Modelo SAB de CV Series C		1,672,576
	133,748	Grupo Televisa SAB, Sponsored ADR		3,559,034
	144,072	Industrias Penoles SAB de CV		6,775,470
	573,500	Kimberly-Clark de Mexico SAB de CV		2,003,205
	2,398,420	Wal-Mart de Mexico SAB de CV		7,833,305

		Total Mexico		50,214,329


		Peru — 0.4%

	82,749	Cia de Minas Buenaventura SA, ADR		2,148,164


		Philippines — 1.0%

	1,498,400	Aboitiz Equity Ventures, Inc.		2,024,915
	447,970	Bank of the Philippine Islands		1,207,466
	71,950	SM Investments Corp.		1,965,799

		Total Philippines		5,198,180


		Poland — 1.2%

	26,982	Asseco Poland SA		348,428
	10,848	Grupa Lotos SA*		136,415
	159,017	PGE SA		818,443
	164,120	Powszechna Kasa Oszczednosci Bank Polski SA		1,743,407
	21,878	Powszechny Zaklad Ubezpieczen SA		2,717,555
	157,683	Tauron Polska Energia SA		207,500

		Total Poland		5,971,748


		Russia — 2.6%

	211,466	Gazprom OAO, Sponsored ADR		1,808,034
	355,599	Gazprom OAO (OTC Exchange), Sponsored ADR		3,022,591
	45,633	LUKOIL OAO, Sponsored ADR		2,943,329
	20,439	Magnit OJSC, GDR		922,821
	94,452	MMC Norilsk Nickel OJSC, ADR		1,595,294
	111,987	Rosneft Oil Co., Reg S, GDR‡‡‡		854,461
	10,603	Severstal OAO, Reg S, GDR‡‡‡		94,208
	57,365	Surgutneftegas OJSC, Sponsored ADR		516,285
	28,513	Tatneft, Sponsored ADR		1,128,545
	11,393	TMK OAO, Reg S, GDR‡‡‡		136,032
	12,110	Uralkali (Ordinary Shares), GDR		446,617

		Total Russia		13,468,217


		See accompanying Notes to the Financial Statements.			125

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Singapore — 0.5%

	181,000	DBS Group Holdings, Ltd.		2,334,354


		South Africa — 4.7%

	72,609	ABSA Group, Ltd.		1,226,711
	293,844	African Bank Investments, Ltd.		970,144
	149,302	Aveng, Ltd.		525,151
	1,348	Bidvest Group, Ltd.		35,610
	13,489	Growthpoint Properties, Ltd.		39,624
	12,552	Imperial Holdings, Ltd.		287,626
	52,542	Kumba Iron Ore, Ltd.		2,817,508
	49,079	Liberty Holdings, Ltd.		641,944
	124,627	MMI Holdings, Ltd.		315,559
	115,323	MTN Group, Ltd.		2,029,806
	20,513	Naspers, Ltd.		1,280,826
	12,072	Nedbank Group, Ltd.		250,705
	41,132	Netcare, Ltd.		88,904
	820,376	Redefine Properties, Ltd.		885,254
	140,569	Remgro, Ltd.		2,806,186
	131,898	Reunert, Ltd.		1,103,409
	214,547	RMB Holdings, Ltd.		972,827
	65,383	Salam, Ltd.		336,235
	58,952	Sasol, Ltd.		2,617,433
	129,521	Spar Group, Ltd. (The)		1,604,745
	99,725	Standard Bank Group, Ltd.		1,286,883
	36,267	Tiger Brands, Ltd.		1,162,195
	64,985	Truworths International, Ltd.		638,697
	77,595	Woolworths Holdings, Ltd.		597,116

		Total South Africa		24,521,098


		South Korea — 7.7%

	13,254	Daelim Industrial Co., Ltd.		1,085,241
	14,610	DGB Financial Group, Inc.		220,608
	45,945	Dongbu Insurance Co., Ltd.		1,959,455
	7,440	Hanwha Corp.		225,019
	37,610	Hanwha Life Insurance Co., Ltd.		228,175
	7,042	Hyosung Corp.		347,480
	1,226	Hyundai Heavy Industries Co., Ltd.		235,812
	10,330	Hyundai Hysco Co., Ltd.		317,068
	77,450	Hyundai Marine & Fire Insurance Co., Ltd.		2,217,133
	1,687	Hyundai Mobis		471,559
	7,614	Hyundai Wia Corp.		1,129,166
	56,170	Industrial Bank of Korea		643,688
	131,090	Kangwon Land, Inc.		3,623,061
	1,497	KCC Corp.		398,940
	10,721	Kia Motors Corp.		540,579
	9,040	Korea Exchange Bank		59,963
	5,856	Korea Gas Corp.		367,382
	3,253	Korea Zinc Co., Ltd.		1,036,481
	34,060	KT Corp.		1,074,515


126		See accompanying Notes to the Financial Statements.

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		South Korea — continued

	59,000	KT Corp., Sponsored ADR*		926,890
	50,188	KT&G Corp.		3,405,711
	2,381	LG Chem, Ltd.		567,108
	6,314	LG Corp.		366,605
	15,700	LG Display Co., Ltd., ADR* ‡		229,063
	4,077	LG Household & Health Care, Ltd.		2,238,942
	3,080	Mirae Asset Securities Co., Ltd.		113,915
	1,131	Orion Corp. Republic of South Korea		1,105,993
	15,361	S1 Corp. Korea		857,377
	5,869	Samsung C&T Corp.		361,340
	20,050	Samsung Card Co., Ltd.		686,594
	8,856	Samsung Electronics Co., Ltd., GDR 144A		5,951,232
	2,198	Samsung Engineering Co., Ltd.		252,871
	4,307	Samsung Fire & Marine Insurance Co., Ltd.		841,967
	51,180	Samsung Heavy Industries Co., Ltd.		1,612,313
	4,346	SK Holdings Co., Ltd.		658,189
	2,250	SK Innovation Co., Ltd.		328,622
	15,600	SK Telecom Co., Ltd., ADR		278,772
	15,591	SK Telecom Co., Ltd.		2,529,369
	33,790	Woori Finance Holdings Co., Ltd.		379,629

		Total South Korea		39,873,827


		Taiwan — 7.8%

	634,000	AU Optronics Corp.*		275,629
	491,000	Catcher Technology Co., Ltd.		2,200,284
	282,000	Cheng Shin Rubber Industry Co., Ltd.		801,605
	122,000	Chicony Electronics Co., Ltd.		323,538
	1,688,000	Chimei Innolux Corp.*		1,038,682
	959,000	China Motor Corp.		886,760
	225	China Petrochemical Development Corp.		122
	1,807,000	Compal Electronics, Inc.		1,272,046
	68,000	Delta Electronics, Inc.		284,257
	496,000	Evergreen Marine Corp. Taiwan, Ltd.*		294,424
	44,000	Far EasTone Telecommunications Co., Ltd.		99,617
	950,000	Farglory Land Development Co., Ltd.		1,740,992
	63,000	Feng Hsin Iron & Steel Co.		109,767
	850	Foxconn Technology Co., Ltd.		2,342
	317,997	Fubon Financial Holding Co., Ltd.		454,623
	43,000	Giant Manufacturing Co., Ltd.		242,304
	254,000	Highwealth Construction Corp.		529,193
	579,700	Hon Hai Precision Industry Co., Ltd.		1,603,250
	210,000	Kinsus Interconnect Technology Corp.		648,207
	32,000	Largan Precision Co., Ltd.		834,713
	945,575	Lite-On Technology Corp.		1,533,664
	61,374	MediaTek, Inc.		697,840
	283,000	Mega Financial Holding Co., Ltd.		228,558
	242,000	Pou Chen Corp.		258,166
	257,000	President Chain Store Corp.		1,409,514
	918,000	Quanta Computer, Inc.		2,020,045


		See accompanying Notes to the Financial Statements.			127

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Taiwan — continued

	577,000	Radiant Opto-Electronics Corp.		2,276,933
	222,220	Realtek Semiconductor Corp.		507,571
	163,000	Richtek Technology Corp.		937,581
	702,762	SinoPac Financial Holdings Co., Ltd.		333,725
	212,000	Standard Foods Corp.		624,603
	440	Taiwan Business Bank*		139
	353,000	Taiwan Cement Corp.		434,425
	1,805,000	Taiwan Semiconductor Manufacturing Co., Ltd.		6,036,285
	151,500	Taiwan Semiconductor Manufacturing Co., Ltd., Sponsored ADR		2,604,285
	1,358,000	Teco Electric and Machinery Co., Ltd.		1,078,589
	773,000	Transcend Information, Inc.		2,502,346
	104,000	Tripod Technology Corp.		230,937
	398,800	TSRC Corp.		773,527
	1,151,210	Uni-President Enterprises Corp.		2,182,881
	445,000	Walsin Lihwa Corp.*		127,239

		Total Taiwan		40,441,208


		Thailand — 2.8%

	62,200	Advanced Info Service PCL, NVDR		501,253
	323,700	Bangkok Bank PCL		2,498,078
	72,500	Bangkok Bank PCL, NVDR		549,599
	388,500	Bank of Ayudhya PCL, NVDR		457,683
	36,900	Banpu PCL		475,032
	426,000	CP All PCL, NVDR		665,511
	1,064,000	CP All PCL Class F		1,662,216
	343,773	Kasikornbank PCL		2,453,425
	133,500	Kasikornbank PCL Class N, NVDR		948,199
	1,165,000	Krung Thai Bank PCL, NVDR		986,580
	65,400	PTT PCL		723,565
	303,400	Siam Commercial Bank PCL		1,838,945
	59,600	Siam Commercial Bank PCL, NVDR		361,243
	135,100	Thai Oil PCL Class N, NVDR		295,250

		Total Thailand		14,416,579


		Turkey — 1.5%

	89,117	Arcelik AS		630,394
	18,976	BIM Birlesik Magazalar AS		925,467
	65,468	TAV Havalimanlari Holding AS*		421,499
	32,407	Tupras Turkiye Petrol Rafinerileri AS		976,060
	357,540	Turk Hava Yollari AS*		1,462,170
	381,049	Turk Telekomunikasyon AS		1,688,871
	93,685	Turkcell Iletisim Hizmetleri AS*		629,054
	90,730	Turkiye Halk Bankasi AS		970,227

		Total Turkey		7,703,742


		United Kingdom — 5.7%

	196,870	British American Tobacco Plc		10,636,982
	751,009	HSBC Holdings Plc		7,933,211


128		See accompanying Notes to the Financial Statements.

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		United Kingdom — continued

	172,308	SABMiller Plc		9,118,316
	64,886	Standard Chartered Plc		1,678,394
	12,927	Standard Chartered Plc		334,721

		Total United Kingdom		29,701,624


		United States — 0.0%

	3,500	Southern Copper Corp.		131,495


		TOTAL COMMON STOCKS (COST $455,738,865)		479,865,974


		PREFERRED STOCKS — 1.9%

		Brazil — 1.9%

	21,300	Aes Tiete SA, 13.61%		207,047
	87,600	Banco do Estado do Rio Grande do Sul, 4.91%		761,153
	66,000	Braskem SA, 4.28%		446,797
	20,194	Cia Brasileira de Distribuicao Grupo Pao de Acucar, 0.69%		1,069,716
	74,200	Cia de Bebidas das Americas, 2.95%		3,103,274
	97,000	Cia Energetica de Minas Gerais, 23.13%		1,136,281
	45,500	Cia Energetica de Sao Paulo, 7.68%		459,208
	88,100	Cia Paranaense de Energia, 4.00%		1,351,419
	42,800	Lojas Americanas SA, 0.60%		369,341
	177,900	Usinas Siderurgicas de Minas Gerais SA, 0.68% Series A		954,635

		Total Brazil		9,858,871


		TOTAL PREFERRED STOCKS (COST $9,438,453)		9,858,871


Par Value ($)		Description	Value ($)

		SHORT-TERM INVESTMENTS — 6.2%

		Bank Deposit — 4.4%

	22,971,172	State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		22,971,172


		Securities Lending Collateral — 1.8%

	9,271,211	State Street Navigator Securities Lending Prime Portfolio***		9,271,211


		TOTAL SHORT-TERM INVESTMENTS (COST $32,242,383)		32,242,383


		TOTAL INVESTMENTS — 100.9% (Cost $497,419,701)		521,967,228

		Other Assets and Liabilities (net) — (0.9)%		(4,882,699	)


		NET ASSETS — 100.0%	$	517,084,529


		See accompanying Notes to the Financial Statements.			129

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


				Notes to Schedule of Investments:

				ADR — American Depository Receipt

				GDR — Global Depository Receipt

				NVDR — Non-Voting Depository Receipt

				REIT — Real Estate Investment Trust

		*		Non-income producing security

		***		Represents an investment of securities lending cash collateral.

		‡		All or a portion of this security is out on loan.

		‡‡‡		Security exempt from registration under Regulation S of the Securities Act of 1933, which exempts from registration securities offered and sold outside the United States. Security may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

				144A — Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. The total market value of the securities at year end is $6,667,419 which represents 1.3% of net assets.


130		See accompanying Notes to the Financial Statements.

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

March 31, 2013

A summary of outstanding financial instruments at March 31, 2013 is as follows:

Forward Foreign Currency Contracts


Settlement Date		Currency	Counterparty	Units of Currency		Value		Net Unrealized Appreciation (Depreciation)
	Buys
	06/19/13	BRL	Royal Bank of Scotland Plc		852,000	$	418,763	$	(9,353	)
	06/19/13	CLP	Royal Bank of Scotland Plc		774,885,000		1,624,550		14,388
	06/19/13	HKD	Royal Bank of Scotland Plc		31,210,000		4,022,028		(3,290	)
	06/19/13	HUF	Royal Bank of Scotland Plc		2,020,450,000		8,448,730		(257,359	)
	06/19/13	IDR	Royal Bank of Scotland Plc		1,725,165,893		175,764		(814	)
	06/19/13	ILS	Royal Bank of Scotland Plc		13,320,000		3,655,083		53,551
	06/19/13	INR	Royal Bank of Scotland Plc		451,005,000		8,167,076		106,668
	06/19/13	KRW	Royal Bank of Scotland Plc		21,371,841,000		19,128,847		(409,510	)
	06/19/13	MXN	Royal Bank of Scotland Plc		225,823,000		18,168,266		418,342
	06/19/13	MYR	Royal Bank of Scotland Plc		17,857,000		5,736,201		26,010
	06/19/13	PEN	Royal Bank of Scotland Plc		249,000		95,945		(3	)
	06/19/13	PLN	Royal Bank of Scotland Plc		49,898,000		15,249,473		(295,079	)
	06/19/13	RUB	Royal Bank of Scotland Plc		68,301,000		2,169,053		(15,305	)
	06/19/13	SGD	Royal Bank of Scotland Plc		1,180,000		951,305		5,887
	06/19/13	THB	Royal Bank of Scotland Plc		13,721,000		466,313		3,876
	06/19/13	TRY	Royal Bank of Scotland Plc		6,830,000		3,735,459		(14,663	)
	06/19/13	TWD	Royal Bank of Scotland Plc		397,885,000		13,327,695		(115,580	)
	06/19/13	ZAR	Royal Bank of Scotland Plc		5,480,000		591,131		1,516

								$	(490,718	)

	Sales
	06/19/13	BRL	Royal Bank of Scotland Plc		27,762,000	$	13,645,185	$	219,474
	06/19/13	CLP	Royal Bank of Scotland Plc		327,512,000		686,630		(1,100	)
	06/19/13	COP	Royal Bank of Scotland Plc		7,943,000,000		4,316,178		41,106
	06/19/13	CZK	Royal Bank of Scotland Plc		34,190,000		1,705,120		56,252
	06/19/13	HKD	Royal Bank of Scotland Plc		34,815,000		4,486,604		2,731
	06/19/13	HUF	Royal Bank of Scotland Plc		670,000,000		2,801,677		656
	06/19/13	IDR	Royal Bank of Scotland Plc		34,650,612,445		3,530,286		6,573
	06/19/13	INR	Royal Bank of Scotland Plc		249,060,000		4,510,132		(30,479	)
	06/19/13	KRW	Royal Bank of Scotland Plc		10,439,260,000		9,343,650		1,529
	06/19/13	MXN	Royal Bank of Scotland Plc		21,280,000		1,712,052		(20,926	)
	06/19/13	PEN	Royal Bank of Scotland Plc		30,000		11,560		(3	)
	06/19/13	PHP	Royal Bank of Scotland Plc		261,100,000		6,401,863		23,632
	06/19/13	PLN	Royal Bank of Scotland Plc		1,057,000		323,033		5,259
	06/19/13	RUB	Royal Bank of Scotland Plc		39,854,000		1,265,654		8,474
	06/19/13	SGD	Royal Bank of Scotland Plc		27,936,000		22,521,742		(97,246	)
	06/19/13	THB	Royal Bank of Scotland Plc		30,700,000		1,043,351		(12,497	)
	06/19/13	TRY	Royal Bank of Scotland Plc		2,640,000		1,443,867		4,041
	06/19/13	TWD	Royal Bank of Scotland Plc		166,812,000		5,587,593		47,948
	06/19/13	ZAR	Royal Bank of Scotland Plc		31,425,000		3,389,836		3,720

								$	259,144


		See accompanying Notes to the Financial Statements.			131

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

March 31, 2013

Currency Abbreviations

BRL	Brazilian Real

CLP	Chilean Peso

COP	Colombian Peso

CZK	Czech Koruna

HKD	Hong Kong Dollar

HUF	Hungarian Forint

IDR	Indonesian Rupiah

ILS	Israeli Shekel

INR	Indian Rupee

KRW	South Korean Won

MXN	Mexican Peso

MYR	Malaysian Ringgit

PEN	Peruvian Nouveau Sol

PHP	Philippines Peso

PLN	Polish Zloty

RUB	Russian Ruble

SGD	Singapore Dollar

THB

Thai Baht

TRY	New Turkish Lira

TWD	Taiwan Dollar

ZAR	South African Rand

Futures Contracts


Number of Contracts		Type	Expiration Date	Contract Value		Net Unrealized Appreciation (Depreciation)
	Buys
	200	FTSE/JSE Top 40 Index	June 2013	$	7,741,935	$	(115,828	)
	91	HSCEI Index	April 2013		6,380,134		(55,273	)
	36	KLSE Composite Index	April 2013		965,832		13,170
	47	MSCI Singapore Index	April 2013		2,824,698		34,121
	138	MSCI Taiwan Index	April 2013		3,924,720		45,220
	11	SET50 Index	June 2013		384,258		14,860
	222	TurkDEX-ISE 30 Index	April 2013		1,292,495		53,278

						$	(10,452	)

	Sales
	45	KOSPI 200 Index	June 2013	$	5,357,047	$	(36,206	)
	18	Mexico Bolsa Index	June 2013		644,237		(6,439	)
	703	SGX CNX Nifty Index	April 2013		8,042,320		27,872

						$	(14,773	)

Synthetic Futures


Number of Contracts		Reference Entity	Expiration Date	Counterparty	Notional Value		Value
	15	Brazil Bovespa Stock Index	04/17/2013	Goldman Sachs	$	423,872	$	13
	3	Russian Trading System Index	06/17/2013	Goldman Sachs		495,296		(5,451	)
	3,970	Warsaw WIG 20 Index	06/21/2013	Goldman Sachs		3,099,685		(150,979	)

							$	(156,417	)


132		See accompanying Notes to the Financial Statements.

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Industry Sector Summary (Unaudited)	% of Net Assets
Banks		19.8
Oil & Gas		7.0
Beverages		6.3
Agriculture		5.2
Telecommunications		4.6
Retail		4.2
Semiconductors		4.1
Mining		3.8
Diversified Financial Services		3.7
Food		3.5
Electric		3.1
Computers		2.3
Insurance		2.2
Commercial Services		1.8
Household Products & Wares		1.7
Holding Companies — Diversified		1.5
Lodging		1.5
Auto Manufacturers		1.4
Chemicals		1.4
Pharmaceuticals		1.4
Real Estate		1.3
Electronics		0.9
Iron & Steel		0.9
Media		0.9
Building Materials		0.8
Coal		0.7
Engineering & Construction		0.7
Entertainment		0.7
Cosmetics & Personal Care		0.6
Forest Products & Paper		0.6
Gas		0.6
Leisure Time		0.6
Metal Fabricate & Hardware		0.6
Software		0.6
Auto Parts & Equipment		0.5
Airlines		0.3
Internet		0.3
REITS		0.3
Shipbuilding		0.3
Electrical Components & Equipment		0.2
Home Furnishings		0.2
Machinery — Diversified		0.2
Miscellaneous — Manufacturing		0.2
Office & Business Equipment		0.2
Water		0.2
Apparel		0.1
Distribution & Wholesale		0.1
Health Care — Services		0.1
Home Builders		0.1
Machinery — Construction & Mining		0.1
Oil & Gas Services		0.1


		See accompanying Notes to the Financial Statements.			133

Mercer Emerging Markets Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Industry Sector Summary (Unaudited)	% of Net Assets
Pipelines		0.1
Transportation		0.1
Short-Term Investments and Other Assets and Liabilities (net)		5.3

		100.0	%


134		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		COMMON STOCKS — 89.6%

		Australia — 1.2%

	11,983	Brickworks, Ltd.		162,783
	12,632	CSL, Ltd.		780,029
	4,624	Energy Developments, Ltd.*		15,089
	45,636	Newcrest Mining, Ltd.		953,935
	4,839	Tabcorp Holdings, Ltd.		16,295
	166,403	Telstra Corp., Ltd.		782,410
	23,615	Woolworths, Ltd.		831,903

		Total Australia		3,542,444


		Austria — 0.2%

	182	Agrana Beteiligungs AG		24,656
	6,786	EVN AG		98,467
	13,600	OMV AG		579,360

		Total Austria		702,483


		Belgium — 0.6%

	13,182	Belgacom SA		328,299
	2,428	Elia System Operator SA		104,134
	19,300	Groupe Bruxelles Lambert SA		1,478,313
	47	Lotus Bakeries		40,913

		Total Belgium		1,951,659


		Bermuda — 0.2%

	9,000	Guoco Group, Ltd.		110,085
	27,000	GuocoLeisure, Ltd.		19,152
	7,200	Jardine Matheson Holdings, Ltd.		468,720
	13,600	Transport International Holdings, Ltd.		30,484
	10,000	Wing On Co. International, Ltd.		32,592

		Total Bermuda		661,033


		Canada — 3.9%

	4,700	Agnico-Eagle Mines, Ltd.		192,774
	11,700	Bank of Montreal		736,353
	19,316	BCE, Inc.		901,864
	34,007	Bell Aliant, Inc.		901,765
	15,000	Canadian Natural Resources, Ltd.		480,880
	4,700	Capital Power Corp.		98,076
	14,900	Cenovus Energy, Inc.		461,751
	29,990	CML HealthCare, Inc.		214,309
	3,200	Constellation Software, Inc.		394,067
	24,700	Fortis, Inc.		830,262
	8,900	George Weston, Ltd.		661,663
	25,476	Goldcorp, Inc.		856,758
	10,500	Jean Coutu Group PJC, Inc. (The) Class A		163,606
	26,000	Manitoba Telecom Services, Inc.		844,530
	10,500	Metro, Inc.		657,833
	400	Morguard Corp.		46,731


		See accompanying Notes to the Financial Statements.			135

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Canada — continued

	11,219	Parkland Fuel Corp.		188,833
	47,587	Penn West Petroleum, Ltd.		512,036
	15,951	Potash Corp. of Saskatchewan, Inc.		626,077
	17,800	Rogers Communications, Inc. Class B		909,141
	14,439	Rogers Sugar, Inc.		88,969
	11,400	Saputo, Inc.		578,780
	2,800	Shaw Communications, Inc. Class B		69,342
	3,900	TELUS Corp.		269,328

		Total Canada		11,685,728


		Denmark — 1.1%

	15,846	Coloplast AS Class B		854,055
	32,095	GN Store Nord AS		572,187
	4,442	Novo Nordisk AS Class B		723,054
	180	Ringkjoebing Landbobank AS		26,850
	3,075	Royal UNIBREW AS		273,310
	1,587	Schouw & Co.		54,672
	227	SimCorp AS		60,997
	112,034	TDC AS		862,424

		Total Denmark		3,427,549


		France — 3.4%

	436	Boiron SA		22,635
	1,593	Bongrain SA		104,835
	28,473	Bouygues SA		773,655
	26,600	Carrefour SA		729,424
	67,642	Danone SA		4,714,709
	3,400	Legrand SA		148,529
	5,300	Neopost SA		318,066
	13,100	Sanofi-Aventis		1,333,456
	8,700	Sodexo		812,180
	321	Stef		16,488
	20,665	Total SA		991,249
	2,600	Wendel SA		275,640

		Total France		10,240,866


		Germany — 1.6%

	12,975	Adidas AG		1,348,556
	11,300	DaimlerChrysler AG		615,891
	1,050	Fielmann AG		97,078
	2,100	Fraport AG Frankfurt Airport Services Worldwide		117,909
	31,199	Freenet AG		759,387
	18,803	HeidelbergCement AG		1,353,564
	3,016	Merck KGaA		455,834

		Total Germany		4,748,219


		Hong Kong — 0.5%

	6,500	Aeon Stores Hong Kong Co., Ltd.		16,244


136		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Hong Kong — continued

	100,500	CLP Holdings, Ltd.		880,370
	58,000	Hongkong Electric Holdings		546,553
	33,000	Miramar Hotel & Investment Co., Ltd.		47,868

		Total Hong Kong		1,491,035


		Ireland — 0.4%

	26,522	CRH Plc		584,755
	14,100	Willis Group Holdings Plc		556,809

		Total Ireland		1,141,564


		Israel — 0.5%

	26,300	Israel Chemicals, Ltd.		340,125
	11,101	Osem Investments, Ltd.		212,291
	22,055	Teva Pharmaceutical Industries, Ltd., Sponsored ADR		875,143

		Total Israel		1,427,559


		Italy — 0.1%

	28,600	Italcementi Spa		166,512


		Japan — 9.4%

	26,500	Aeon Co., Ltd.		342,736
	21,700	Astellas Pharma, Inc.		1,167,858
	11,700	Coca-Cola Central Co., Ltd.		154,308
	6,600	Doutor Nichires Holdings Co., Ltd.		96,803
	12,600	Dydo Drinco, Inc.		601,723
	45,900	Fancl Corp.		505,769
	7,900	Fanuc, Ltd.		1,209,115
	14,300	Fuji Oil Co., Ltd.		220,842
	2,600	Fukuda Denshi Co., Ltd.		96,788
	4,900	Hirose Electric Co., Ltd.		644,682
	26,800	House Foods Corp.		465,765
	41,000	Hoya Corp.		770,113
	3,900	Inageya Co., Ltd.		41,729
	27,700	Ito En, Ltd.		668,783
	3,000	Kaken Pharmaceutical Co., Ltd.		54,467
	17,800	Kao Corp.		575,537
	26,600	KDDI Corp.		1,110,455
	1,000	Kentucky Fried Chicken, Ltd.		22,527
	32,600	Kewpie Corp.		465,318
	5,200	Keyence Corp.		1,592,853
	3,600	Kissei Pharmaceutical Co., Ltd.		76,235
	26,800	Kose Corp.		623,395
	9,400	KYORIN Holdings, Inc.		228,151
	164,000	Lion Corp.		914,018
	27,900	Matsumotokiyoshi Holdings Co., Ltd.		799,135
	4,100	McDonald’s Holdings Co., Ltd.		110,502
	22,500	Medipal Holdings Corp.		315,172
	15,300	Megmilk Snow Brand Co., Ltd.		242,470


		See accompanying Notes to the Financial Statements.			137

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Japan — continued

	15,900	MISUMI Group, Inc.		438,679
	36,700	Mitsubishi Estate Co., Ltd.		1,034,798
	15,000	Morinaga & Co., Ltd.		33,025
	16,000	Morinaga Milk Industry Co., Ltd.		49,351
	42,800	MS&AD Insurance Group Holdings		948,228
	39,000	Nichirei Corp.		233,121
	19,500	Nippon Telegraph & Telephone Corp.		850,351
	29,000	Nisshin Oillio Group, Ltd. (The)		106,414
	17,900	Nissin Foods Holdings Co., Ltd.		821,511
	42,500	NKSJ Holdings, Inc.		890,050
	5,300	Noevir Holdings Co., Ltd.		90,532
	19,900	Nomura Research Institute, Ltd.		513,903
	374	NTT DoCoMo, Inc.		555,312
	5,600	Ohsho Food Service Corp.		173,325
	1,100	Okinawa Cellular Telephone Co.		26,324
	8,600	Ono Pharmaceutical Co., Ltd.		531,440
	24,700	Otsuka Holdings Co., Ltd.		857,748
	1,000	Riken Vitamin Co., Ltd.		24,676
	1,900	Royal Holdings Co., Ltd.		27,686
	1,300	San-A Co., Ltd.		59,317
	34,000	Secom Co., Ltd.		1,752,074
	15,400	Shimachu Co., Ltd.		370,177
	13,700	Shimano, Inc.		1,119,081
	3,500	Shin-Etsu Chemical Co., Ltd.		231,174
	5,000	Showa Sangyo Co., Ltd.		17,230
	8,000	SMC Corp.		1,546,905
	10,000	Takeda Pharmaceutical Co., Ltd.		546,692
	3,300	Torii Pharmaceutical Co., Ltd.		82,377
	16,000	Yamazaki Baking Co., Ltd.		211,019
	24	Yoshinoya Holdings Co., Ltd.		28,258

		Total Japan		28,288,027


		Malaysia — 0.1%

	241,500	Genting Malaysia Bhd		286,228


		Mexico — 0.5%

	42,400	Grupo Televisa SAB, Sponsored ADR		1,128,264
	9,200	Industrias Penoles SAB de CV		432,661

		Total Mexico		1,560,925


		Netherlands — 0.7%

	26,803	TNT Express NV		196,800
	48,834	Unilever NV, ADR		2,003,825

		Total Netherlands		2,200,625


		New Zealand — 0.3%

	171,304	Air New Zealand, Ltd.		220,353
	20,885	Auckland International Airport, Ltd.		51,542
	32,817	Chorus, Ltd.		77,277


138		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		New Zealand — continued

	154,268	Infratil, Ltd.		311,557
	26,860	Sky Network Television, Ltd.		119,296
	2,733	TrustPower, Ltd.		17,635

		Total New Zealand		797,660


		Norway — 0.3%

	20,308	Orkla ASA		162,603
	32,559	Telenor ASA		712,865

		Total Norway		875,468


		Portugal — 0.1%

	40,119	Portucel SA		138,271
	32,441	REN - Redes Energeticas Nacionais SGPS SA		93,729
	87,499	Sonaecom SGPS SA		189,098

		Total Portugal		421,098


		Russia — 0.0%

	695	IBS Group Holding, Ltd., Reg S, GDR‡‡‡		15,530


		Singapore — 0.6%

	29,000	Bukit Sembawang Estates, Ltd.		165,968
	5,000	Great Eastern Holdings, Ltd.		72,505
	15,000	Hong Leong Finance, Ltd.		33,613
	44,000	Singapore Press Holdings, Ltd.		158,891
	193,000	Singapore Telecommunications, Ltd.		558,496
	197,000	StarHub, Ltd.		690,754

		Total Singapore		1,680,227


		South Africa — 0.2%

	59,800	Gold Fields, Ltd., Sponsored ADR		463,450
	20,700	Harmony Gold Mining Co., Ltd., Sponsored ADR		132,687
	11,875	Sibanye Gold, Ltd., Sponsored ADR*		67,094

		Total South Africa		663,231


		South Korea — 0.3%

	9,862	KT&G Corp.		669,226
	118	Lotte Confectionery Co., Ltd.		186,874

		Total South Korea		856,100


		Spain — 0.2%

	10,500	Red Electrica Corp. SA		529,209


		Sweden — 0.6%

	1,826	Axfood AB		74,422
	24,600	Investor AB Class B		712,046
	31,391	Svenska Cellulosa AB Class B		811,087
	16,679	TeliaSonera AB		119,359

		Total Sweden		1,716,914


		See accompanying Notes to the Financial Statements.			139

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		Switzerland — 5.7%

	4,761	Allreal Holding AG		693,825
	427	Bank Coop AG		24,327
	396	Banque Cantonale de Geneve		99,319
	5,753	Basler Kantonalbank		573,508
	1,633	Berner Kantonalbank AG		441,468
	227	Emmi AG		64,244
	208	Graubuendner Kantonalbank		252,161
	1,384	Intershop Holdings		491,075
	1,300	Kuehne + Nagel International AG		142,088
	3,232	Mobimo Holding AG		726,982
	81,241	Nestle SA		5,889,640
	83,780	Novartis AG		5,967,539
	1,488	PSP Swiss Property AG		135,923
	3,612	Roche Holding AG		842,972
	1,882	Swisscom AG		872,881
	43	Walliser Kantonalbank		39,052

		Total Switzerland		17,257,004


		Thailand — 0.1%

	58,100	Bangkok Bank PCL, NVDR		440,437


		United Kingdom — 6.0%

	9,200	Anglo American Plc		236,368
	31,075	Associated British Foods Plc		897,003
	19,131	AstraZeneca Plc		958,488
	16,127	British American Tobacco Plc		863,694
	23,517	Cranswick Plc		352,095
	27,786	Dairy Crest Group Plc		180,833
	15,200	Fresnillo Plc		312,971
	42,467	GlaxoSmithKline Plc		992,087
	29,655	Greggs Plc		214,701
	15,944	Imperial Tobacco Group Plc		556,592
	159,611	J Sainsbury Plc		917,338
	4,103	N Brown Group Plc		25,419
	3,030	National Grid Plc		35,197
	4,295	Next Plc		284,739
	12,160	Reckitt Benckiser Group Plc		871,149
	55,555	Smith & Nephew Plc		641,117
	16,548	SSE Plc		372,889
	47,968	Tate & Lyle Plc		619,115
	1,057,802	Tesco Plc		6,128,533
	18,372	The Berkeley Group Holdings Unit Plc		569,377
	203,988	Vodafone Group Plc		577,986
	2,353	Vodafone Group Plc, Sponsored ADR		66,849
	346,083	WM Morrison Supermarkets Plc		1,451,459

		Total United Kingdom		18,125,999


		United States — 50.8%

	12,300	3M Co.		1,307,613


140		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		United States — continued

	10,825	Abbott Laboratories		382,339
	474	Alleghany Corp.*		187,666
	2,789	Allete, Inc.		136,717
	9,000	Alliant Techsystems, Inc.		651,870
	21,898	Altria Group, Inc.		753,072
	12,092	Amdocs, Ltd.		438,335
	8,676	Ameren Corp.		303,833
	18,199	American Electric Power Co., Inc.		885,017
	90,175	American Express Co.		6,083,205
	5,811	Amgen, Inc.		595,686
	4,000	Apache Corp.		308,640
	13,214	AT&T, Inc.		484,822
	6,900	Automatic Data Processing, Inc.		448,638
	194,392	Bank of New York Mellon Corp. (The)		5,441,032
	25,800	BB&T Corp.		809,862
	8	Berkshire Hathaway, Inc. Class A*		1,250,240
	1,742	Cal-Maine Foods, Inc.		74,140
	16,076	Campbell Soup Co.		729,207
	73,470	Capitol Federal Financial, Inc.		886,783
	14,565	CenturyLink, Inc.		511,668
	11,239	Church & Dwight Co., Inc.		726,377
	16,600	Cincinnati Financial Corp.		783,354
	26,900	Cintas Corp.		1,187,097
	81,296	Cisco Systems, Inc.		1,699,899
	10,253	Clorox Co. (The)		907,698
	33,412	Coca-Cola Co. (The)		1,351,181
	25,618	Colgate-Palmolive Co.		3,023,693
	45,600	Comcast Corp. Class A		1,806,672
	20,587	ConAgra Foods, Inc.		737,220
	17,600	ConocoPhillips		1,057,760
	11,670	Consolidated Edison, Inc.		712,220
	5,135	Costco Wholesale Corp.		544,875
	1,478	CVS Caremark Corp.		81,275
	13,504	Devon Energy Corp.		761,896
	8,348	DTE Energy Co.		570,502
	102,098	eBay, Inc.*		5,535,754
	16,008	Edison International		805,523
	12,446	El Paso Electric Co.		418,808
	28,894	Empire District Electric Co. (The)		647,226
	21,545	Entergy Corp.		1,362,506
	27,800	FirstEnergy Corp.		1,173,160
	18,717	General Mills, Inc.		922,935
	8,839	Google, Inc. Class A*		7,018,431
	23,067	Great Plains Energy, Inc.		534,924
	13,993	H&R Block, Inc.		411,674
	4,441	Hawaiian Electric Industries, Inc.		123,060
	1,900	Helmerich & Payne, Inc.		115,330
	20,828	Hormel Foods Corp.		860,613
	62,132	Intel Corp.		1,357,584


		See accompanying Notes to the Financial Statements.			141

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		United States — continued

	2,374	j2 Global, Inc.		93,085
	12,920	Jack Henry & Associates, Inc.		597,033
	8,435	JM Smucker Co. (The)		836,415
	58,698	Johnson & Johnson		4,785,648
	13,450	Kellogg Co.		866,583
	9,228	Kimberly-Clark Corp.		904,159
	26,164	Kroger Co. (The)		867,075
	23,600	Linear Technology Corp.		905,532
	8,300	Lockheed Martin Corp.		801,116
	19,613	Lorillard, Inc.		791,385
	147,525	Lowe’s Cos., Inc.		5,594,148
	1,615	Magellan Health Services, Inc.*		76,826
	5,000	Martin Marietta Materials, Inc.		510,100
	6,439	Mastercard, Inc. Class A		3,484,336
	47,687	McDonald’s Corp.		4,753,917
	2,933	McKesson Corp.		316,647
	264,929	Microsoft Corp.		7,579,619
	127,059	Mondelez International, Inc. Class A		3,889,276
	5,471	NetApp, Inc.*		186,889
	6,800	Newmont Mining Corp.		284,852
	11,200	Northrop Grumman Corp.		785,680
	37,653	NV Energy, Inc.		754,190
	18,000	Omnicom Group, Inc.		1,060,200
	38,045	Oracle Corp.		1,230,375
	14,286	Otter Tail Corp.		444,866
	14,732	Pepco Holdings, Inc.		315,265
	11,504	PepsiCo, Inc.		910,081
	7,817	Philip Morris International, Inc.		724,714
	5,707	Piedmont Office Realty Trust, Inc. REIT		111,800
	15,183	Pinnacle West Capital Corp.		878,944
	17,100	Plum Creek Timber Co., Inc. REIT		892,620
	23,321	PNM Resources, Inc.		543,146
	28,849	Portland General Electric Co.		874,990
	25,760	PPL Corp.		806,546
	11,200	Procter & Gamble Co. (The)		863,072
	7,500	Rayonier, Inc. REIT		447,525
	31,225	Retail Opportunity Investments Corp. REIT		437,462
	1,718	Reynolds American, Inc.		76,434
	3,414	San Juan Basin Royalty Trust		51,654
	16,300	Scotts Miracle-Gro Co. (The) Class A		704,812
	17,837	Southern Co. (The)		836,912
	58,356	State Street Corp.		3,448,256
	49,900	Sysco Corp.		1,754,983
	73,027	Target Corp.		4,998,698
	10,334	Texas Instruments, Inc.		366,650
	15,428	UNS Energy Corp.		755,046
	128,172	US Bancorp		4,348,876
	30,288	Vector Group, Ltd.		488,243
	17,142	Vectren Corp.		607,170


142		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Shares		Description	Value ($)

		United States — continued

	16,268	Verizon Communications, Inc.		799,572
	23,316	Visa, Inc. Class A		3,959,989
	10,500	Vulcan Materials Co.		542,850
	64,256	Wal-Mart Stores, Inc.		4,808,276
	12,500	WellPoint, Inc.		827,875
	128,249	Wells Fargo & Co.		4,743,930
	10,492	Westar Energy, Inc.		348,125
	28,412	Weyerhaeuser Co. REIT		891,569
	13,523	Wisconsin Energy Corp.		580,001
	14,600	WR Berkley Corp.		647,802
	29,874	Xcel Energy, Inc.		887,258
	74,537	Yum! Brands, Inc.		5,362,192

		Total United States		152,952,922


		TOTAL COMMON STOCKS (COST $245,491,219)		269,854,255


		INVESTMENT COMPANY — 1.5%

		United States — 1.5%

	30,100	SPDR Gold Shares*		4,648,945


		TOTAL INVESTMENT COMPANY (COST $4,976,402)		4,648,945


		PREFERRED STOCKS — 0.3%

		Germany — 0.2%

	6,012	Henkel AG & Co. KGaA, 1.09%		579,695


		Japan — 0.1%

	103	Shinkin Central Bank, 3.94%		182,402


		Sweden — 0.0%

	9,114	Sagax AB, 6.90%		40,650


		United States — 0.0%

	5,297	Wachovia Preferred Funding Corp. REIT, 7.25%		145,085


		TOTAL PREFERRED STOCKS (COST $848,633)		947,832


		WARRANTS — 0.1%

		United States — 0.1%

	18,500	JPMorgan Chase & Co., Strike Price $0.00, Expires 10/28/18*		263,625


		TOTAL WARRANTS (COST $237,942)		263,625


		See accompanying Notes to the Financial Statements.			143

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)			Description	Value ($)

			SHORT-TERM INVESTMENTS — 8.3%

			Bank Deposit — 8.3%

	25,016,810		State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		25,016,810


			TOTAL SHORT-TERM INVESTMENTS (COST $25,016,810)		25,016,810


			TOTAL INVESTMENTS — 99.8% (Cost $276,571,006)		300,731,467

			Other Assets and Liabilities (net) — 0.2%		498,671


			NET ASSETS — 100.0%	$	301,230,138


			Notes to Schedule of Investments:

			ADR — American Depository Receipt

			GDR — Global Depository Receipt

			NVDR — Non-Voting Depository Receipt

			REIT — Real Estate Investment Trust

		*	Non-income producing security

		‡‡‡	Security exempt from registration under Regulation S of the Securities Act of 1933, which exempts from registration securities offered and sold outside the United States. Security may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.


144		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

March 31, 2013

A summary of outstanding financial instruments at March 31, 2013 is as follows:

Forward Foreign Currency Contracts


Settlement Date		Currency	Counterparty	Units of Currency		Value		Net Unrealized Appreciation (Depreciation)
	Buys
	07/17/13	JPY	JPMorgan Chase Bank		59,920,000	$	637,817	$	(21,583	)

	Sales
	09/18/13	EUR	Goldman Sachs Capital Markets		299,000	$	384,458	$	6,530
	06/19/13	EUR	HSBC Bank USA		433,000		556,322		5,931
	07/17/13	EUR	JPMorgan Chase Bank		341,000		438,221		7,538
	08/21/13	EUR	Mellon Bank, N.A.		528,000		678,743		26,987
	05/15/13	EUR	Mellon Bank, N.A.		365,000		468,832		(1,525	)
	04/17/13	EUR	UBS AG		397,000		509,836		363
	09/18/13	JPY	Goldman Sachs Capital Markets		151,969,000		1,618,601		(31,540	)
	06/19/13	JPY	HSBC Bank USA		123,962,000		1,319,187		169,471
	07/17/13	JPY	JPMorgan Chase Bank		66,635,000		709,295		50,602
	08/21/13	JPY	Mellon Bank, N.A.		126,606,000		1,348,103		8,729
	05/15/13	JPY	Mellon Bank, N.A.		103,049,000		1,096,353		187,560
	04/17/13	JPY	UBS AG		90,785,000		965,693		162,792

								$	593,438

Currency Abbreviations

EUR

Euro

JPY	Japanese Yen


		See accompanying Notes to the Financial Statements.			145

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Industry Sector Summary (Unaudited)	% of Net Assets
Food		14.0
Retail		9.6
Banks		7.0
Electric		6.5
Telecommunications		6.1
Pharmaceuticals		5.4
Internet		4.1
Commercial Services		3.6
Software		3.3
Cosmetics & Personal Care		2.2
Diversified Financial Services		2.1
Health Care — Products		2.1
Oil & Gas		1.9
Insurance		1.8
Agriculture		1.6
Commodity Fund		1.5
Household Products & Wares		1.5
Mining		1.5
Electronics		1.4
Beverages		1.3
Media		1.2
Building Materials		1.1
Real Estate		1.0
Semiconductors		0.9
Aerospace & Defense		0.8
Holding Companies — Diversified		0.8
Forest Products & Paper		0.6
Hand & Machine Tools		0.5
REITS		0.5
Advertising		0.4
Apparel		0.4
Biotechnology		0.4
Chemicals		0.4
Health Care — Services		0.4
Leisure Time		0.4
Miscellaneous — Manufacturing		0.4
Textiles		0.4
Computers		0.3
Engineering & Construction		0.3
Savings & Loans		0.3
Auto Manufacturers		0.2
Gas		0.2
Home Builders		0.2
Investment Companies		0.2
Transportation		0.2
Airlines		0.1
Electrical Components & Equipment		0.1
Lodging		0.1
Metal Fabricate & Hardware		0.1
Office & Business Equipment		0.1


146		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Schedule of Investments (Continued)

March 31, 2013


Industry Sector Summary (Unaudited)	% of Net Assets
Energy — Alternate Sources		0.0
Entertainment		0.0
Short-Term Investments and Other Assets and Liabilities (net)		8.5

		100.0	%


		See accompanying Notes to the Financial Statements.			147

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		DEBT OBLIGATIONS — 99.2%

		Asset Backed Securities — 9.8%

	200,000	Ally Auto Receivables Trust, Series 2010-2, Class A4, 2.09%, due 05/15/15		201,956
	65,000	Ally Auto Receivables Trust, Series 2010-3, Class A4, 1.55%, due 08/17/15		65,571
	200,000	Ally Auto Receivables Trust, Series 2011-1, Class A4, 2.23%, due 03/15/16		203,684
	16,000	AmeriCredit Automobile Receivables Trust, Series 2013-1, Class A3, 0.61%, due 10/10/17		16,010
	88,558	Bank of America Auto Trust, Series 2010-2, Class A4, 1.94%, due 06/15/17		89,141
	92,000	Capital Auto Receivables Asset Trust, Series 2013-1, Class A2, 0.62%, due 07/20/16		92,072
	100,000	Capital One Multi-Asset Execution Trust, Series 2007-A7, Class A7, 5.75%, due 07/15/20		120,199
	200,000	Capital One Multi-Asset Execution Trust, Series 2008-A3, Class A3, 5.05%, due 02/15/16		200,449
	150,000	CarMax Auto Owner Trust, Series 2012-2, Class A4, 1.16%, due 12/15/17		151,994
	100,000	CarMax Auto Owner Trust, Series 2012-3, Class A3, 0.52%, due 07/17/17		100,042
	37,512	Chase Funding Mortgage Loan Asset-Backed Certificates, Series 2003-2, Class 1A6, 4.36%, due 08/25/14		37,512
	110,240	CNH Equipment Trust, Series 2010-A, Class A4, 2.49%, due 01/15/16		111,156
	51,473	CNH Equipment Trust, Series 2011-A, Class A3, 1.20%, due 05/16/16		51,708
	22,000	CNH Equipment Trust, Series 2012-B, Class A3, 0.86%, due 09/15/17		22,110
	85,000	Fifth Third Auto Trust, Series 2013-A, Class A3, 0.61%, due 09/15/17		85,030
	75,912	Ford Credit Auto Owner Trust, Series 2009-E, Class A4, 2.42%, due 11/15/14		76,468
	68,131	Ford Credit Auto Owner Trust, Series 2011-A, Class A3, 0.97%, due 01/15/15		68,245
	100,000	Ford Credit Auto Owner Trust, Series 2012-A, Class A3, 0.84%, due 08/15/16		100,418
	150,000	Ford Credit Auto Owner Trust, Series 2012-A, Class A4, 1.15%, due 06/15/17		151,938
	100,000	Ford Credit Auto Owner Trust, Series 2012-B, Class A3, 0.72%, due 12/15/16†		100,321
	200,000	Ford Credit Auto Owner Trust, Series 2012-C, Class A4, 0.79%, due 11/15/17		200,741
	400,000	GE Capital Credit Card Master Note Trust, Series 2009-4, Class A, 3.80%, due 11/15/17		421,252
	119,000	GE Equipment Transportation LLC, Series 2012-2, Class A3, 0.62%, due 07/25/16		119,095
	7,786	Honda Auto Receivables Owner Trust, Series 2010-2, Class A3, 1.34%, due 03/18/14		7,795
	34,000	Honda Auto Receivables Owner Trust, Series 2012-2, Class A3, 0.70%, due 02/16/16		34,121
	100,000	Huntington Auto Trust, Series 2012-1, Class A3, 0.81%, due 09/15/16		100,396
	108,000	Huntington Auto Trust, Series 2012-2, Class A3, 0.51%, due 04/17/17		108,023
	30,000	Hyundai Auto Receivables Trust, Series 2010-A, Class A4, 2.45%, due 12/15/16		30,599
	8,405	Hyundai Auto Receivables Trust, Series 2010-B, Class A3, 0.97%, due 04/15/15		8,425
	65,000	Hyundai Auto Receivables Trust, Series 2010-B, Class A4, 1.63%, due 03/15/17		66,083
	15,597	John Deere Owner Trust, Series 2011-A, Class A3, 1.29%, due 01/15/16		15,666
	83,000	John Deere Owner Trust, Series 2012-B, Class A3, 0.53%, due 07/15/16		83,001
	22,138	Mercedes-Benz Auto Receivables Trust, Series 2010-1, Class A3, 1.42%, due 08/15/14		22,184
	104,000	Mercedes-Benz Auto Receivables Trust, Series 2012-1, Class A3, 0.47%, due 10/17/16		103,954
	100,000	Nissan Auto Receivables Owner Trust, Series 2012-A, Class A3, 0.73%, due 05/16/16		100,419
	200,000	Nissan Auto Receivables Owner Trust, Series 2013-A, Class A3, 0.50%, due 05/15/17		199,974
	153,781	Santander Drive Auto Receivables Trust, Series 2010-A, Class A3, 1.83%, due 11/17/14 144A		154,587
	7,000	Santander Drive Auto Receivables Trust, Series 2012-3, Class A3, 1.08%, due 04/15/16		7,028
	216,000	Santander Drive Auto Receivables Trust, Series 2012-5, Class A3, 0.83%, due 12/15/16		216,643
	78,746	Securitized Asset Backed NIM Trust, Series 2005-FR4, Class NIM, 6.00%, due 01/25/36¤ 144A		1
	88,340	USAA Auto Owner Trust, Series 2009-2, Class A4, 2.53%, due 07/15/15		88,429
	53,000	USAA Auto Owner Trust, Series 2012-1, Class A3, 0.43%, due 08/15/16		52,897
	109,000	Volkswagen Auto Loan Enhanced Trust, Series 2012-2, Class A3, 0.46%, due 01/20/17		108,920


148		See accompanying Notes to the Financial Statements.

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Asset Backed Securities — continued

	168,275	World Omni Auto Receivables Trust, Series 2010-A, Class A4, 2.21%, due 05/15/15		169,579
	150,000	World Omni Auto Receivables Trust, Series 2012-A, Class A4, 0.85%, due 08/15/18		150,800

				4,616,636


		Corporate Debt — 21.8%

	15,000	AbbVie, Inc., 1.20%, due 11/06/15 144A		15,126
	15,000	ACE INA Holdings, Inc., 2.60%, due 11/23/15		15,735
	20,000	ACE INA Holdings, Inc., 5.88%, due 06/15/14		21,259
	20,000	ADT Corp. (The), 2.25%, due 07/15/17 144A		20,097
	15,000	Aetna, Inc., 6.00%, due 06/15/16		17,290
	20,000	Aflac, Inc., 2.65%, due 02/15/17		21,046
	15,000	Aflac, Inc., 3.45%, due 08/15/15		15,948
	45,000	Alabama Power Co., Series 2, 5.80%, due 11/15/13		46,450
	80,000	Allstate Life Global Funding Trusts, 5.38%, due 04/30/13		80,323
	25,000	America Movil SAB de CV, Guaranteed Senior Note, 5.63%, due 11/15/17		29,305
	35,000	American Express Co., 7.25%, due 05/20/14		37,576
	25,000	American Express Credit Corp., 5.13%, due 08/25/14		26,568
	105,000	American Express Credit Corp., 7.30%, due 08/20/13		107,698
	20,000	American International Group, Inc., 4.25%, due 09/15/14		20,964
	20,000	American International Group, Inc., 5.60%, due 10/18/16		22,746
	60,000	AON Corp., 3.50%, due 09/30/15		63,498
	20,000	Apache Corp., 5.63%, due 01/15/17		23,207
	20,000	Arizona Public Service Co., 6.25%, due 08/01/16		23,407
	10,000	Arrow Electronics, Inc., 3.38%, due 11/01/15		10,390
	55,000	Atmos Energy Corp., 4.95%, due 10/15/14		58,418
	15,000	BAE Systems Holdings, Inc., 4.95%, due 06/01/14 144A		15,643
	10,000	BAE Systems Holdings, Inc., 5.20%, due 08/15/15 144A		10,864
	20,000	Bank of America Corp., 1.25%, due 01/11/16		19,930
	20,000	Bank of America Corp., 3.63%, due 03/17/16		21,231
	20,000	Bank of America Corp., 4.75%, due 08/01/15		21,543
	20,000	Bank of America Corp., 6.50%, due 08/01/16		23,051
	30,000	Bank of America Corp., Senior Note, 5.75%, due 12/01/17		34,736
	35,000	Bank of New York Mellon Corp. (The), 0.70%, due 10/23/15		35,068
	25,000	Bank of New York Mellon Corp. (The), 4.30%, due 05/15/14		26,088
	80,000	Bank of New York Mellon Corp. (The), 5.13%, due 08/27/13		81,529
	25,000	Bank of Nova Scotia, 0.75%, due 10/09/15		25,006
	40,000	Bank of Nova Scotia, 2.55%, due 01/12/17		41,941
	20,000	Bank of Nova Scotia, 3.40%, due 01/22/15		20,984
	25,000	Barrick Gold Corp., 2.90%, due 05/30/16		26,306
	40,000	BB&T Corp., 3.20%, due 03/15/16		42,566
	100,000	BB&T Corp., 5.70%, due 04/30/14		105,589
	15,000	Beam, Inc., 1.88%, due 05/15/17		15,290
	5,000	Beam, Inc., 5.38%, due 01/15/16		5,554
	170,000	BellSouth Corp., 5.20%, due 09/15/14		181,142
	30,000	BHP Billiton Finance USA, Ltd., 1.63%, due 02/24/17		30,564
	30,000	BHP Billiton Finance USA, Ltd., 4.80%, due 04/15/13		30,047
	35,000	BlackRock, Inc., 3.50%, due 12/10/14		36,772
	6,000	BP Capital Markets Plc, 0.70%, due 11/06/15		5,994
	15,000	BP Capital Markets Plc, 1.38%, due 11/06/17		15,037


		See accompanying Notes to the Financial Statements.			149

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Corporate Debt — continued

	21,000	BP Capital Markets Plc, 1.85%, due 05/05/17		21,548
	80,000	BP Capital Markets Plc, 3.63%, due 05/08/14		82,668
	25,000	Bunge, Ltd. Finance Corp., 3.20%, due 06/15/17		25,885
	30,000	Burlington Northern Santa Fe LLC, 7.00%, due 02/01/14		31,577
	20,000	Canadian Imperial Bank of Commerce, 1.55%, due 01/23/18		20,157
	15,000	Canadian Imperial Bank of Commerce, 2.35%, due 12/11/15		15,641
	25,000	Canadian Natural Resources, Ltd., 4.90%, due 12/01/14		26,700
	20,000	Capital One Financial Corp., 2.15%, due 03/23/15		20,420
	15,000	Capital One Financial Corp., 3.15%, due 07/15/16		15,939
	35,000	Capital One Financial Corp., 7.38%, due 05/23/14		37,582
	10,000	Cardinal Health, Inc., 5.80%, due 10/15/16		11,538
	25,000	Cargill, Inc., 4.38%, due 06/01/13 144A		25,157
	75,000	Caterpillar Financial Services Corp., 6.13%, due 02/17/14		78,781
	25,000	Caterpillar, Inc., 7.00%, due 12/15/13		26,166
	15,000	CBS Corp., 1.95%, due 07/01/17		15,264
	10,000	Celgene Corp., 1.90%, due 08/15/17		10,164
	195,000	Cellco Partnership/Verizon Wireless Capital LLC, 5.55%, due 02/01/14		202,716
	25,000	CenterPoint Energy Resources Corp., 5.95%, due 01/15/14		26,028
	20,000	CenterPoint Energy Resources Corp., 6.13%, due 11/01/17		23,804
	20,000	Cisco Systems, Inc., 5.50%, due 02/22/16		22,745
	315,000	Citigroup, Inc., Global Senior Note, 6.50%, due 08/19/13		322,105
	100,000	CME Group, Inc., 5.75%, due 02/15/14		104,353
	35,000	CNA Financial Corp., 5.85%, due 12/15/14		37,698
	20,000	CNA Financial Corp., 6.50%, due 08/15/16		23,036
	40,000	Coca-Cola Co. (The), 1.50%, due 11/15/15		41,006
	30,000	Comcast Corp., 5.85%, due 11/15/15		33,923
	20,000	Comerica, Inc., 3.00%, due 09/16/15		21,061
	25,000	ConAgra Foods, Inc., 1.30%, due 01/25/16		25,215
	11,000	ConocoPhillips, 4.75%, due 02/01/14		11,398
	70,000	Cooperatieve Centrale Raiffeisen-Boerenleenbank BA/Utrecht, 3.38%, due 01/19/17		75,010
	16,000	COX Communications, Inc., 5.45%, due 12/15/14		17,287
	150,000	Credit Suisse, 5.50%, due 05/01/14		157,848
	80,000	Credit Suisse USA, Inc., 5.13%, due 08/15/15		87,855
	30,000	Crown Castle Towers LLC, 3.21%, due 08/15/35 144A		31,317
	30,000	Daimler Finance North America LLC, Senior Note, 6.50%, due 11/15/13		31,112
	15,000	Dell, Inc., 2.30%, due 09/10/15		15,035
	20,000	Dell, Inc., 4.70%, due 04/15/13		20,024
	60,000	Delmarva Power & Light Co., Series I, 6.40%, due 12/01/13		62,220
	25,000	Deutsche Bank AG, 3.88%, due 08/18/14		26,042
	65,000	Deutsche Bank Financial LLC, 5.38%, due 03/02/15		69,410
	75,000	Deutsche Telekom International Finance BV, 4.88%, due 07/08/14		78,883
	20,000	Devon Energy Corp., 1.88%, due 05/15/17		20,214
	60,000	Diageo Finance BV, 5.50%, due 04/01/13		60,000
	30,000	Dow Chemical Co. (The), 5.90%, due 02/15/15		32,805
	20,000	Dr Pepper Snapple Group, Inc., 2.90%, due 01/15/16		21,103
	20,000	Duke Energy Carolinas LLC, 5.75%, due 11/15/13		20,645
	15,000	Duke Energy Corp., 3.35%, due 04/01/15		15,734
	35,000	Duke Energy Corp., 5.65%, due 06/15/13		35,361
	20,000	Duke Realty, LP REIT, 5.50%, due 03/01/16		22,024


150		See accompanying Notes to the Financial Statements.

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Corporate Debt — continued

	15,000	Eaton Corp., 0.95%, due 11/02/15 144A		15,080
	25,000	eBay, Inc., 1.63%, due 10/15/15		25,649
	35,000	Ecolab, Inc., 1.45%, due 12/08/17		34,795
	10,000	EI Du Pont de Nemours & Co., 5.88%, due 01/15/14		10,424
	35,000	Emerson Electric Co., 5.00%, due 12/15/14		37,587
	25,000	ERAC USA Finance LLC, 2.75%, due 07/01/13 144A		25,134
	15,000	Fifth Third Bancorp, 3.63%, due 01/25/16		16,046
	25,000	France Telecom SA, 2.13%, due 09/16/15		25,667
	25,000	Freeport-McMoRan Copper & Gold, Inc., 1.40%, due 02/13/15		25,193
	12,000	Freeport-McMoRan Copper & Gold, Inc., 2.15%, due 03/01/17		12,153
	55,000	General Electric Capital Corp., 4.75%, due 09/15/14		58,223
	485,000	General Electric Capital Corp., 4.88%, due 03/04/15‡		523,430
	30,000	General Electric Capital Corp., 5.50%, due 06/04/14		31,761
	20,000	General Mills, Inc., 0.88%, due 01/29/16		20,081
	15,000	Gilead Sciences, Inc., 2.40%, due 12/01/14		15,420
	15,000	GlaxoSmithKline Capital, Inc., 0.70%, due 03/18/16		15,014
	85,000	Goldman Sachs Group (The), Inc., 3.63%, due 02/07/16		90,331
	222,000	Goldman Sachs Group (The), Inc., 3.70%, due 08/01/15		234,747
	50,000	Goldman Sachs Group (The), Inc., 5.15%, due 01/15/14		51,761
	10,000	HCP, Inc. REIT, 6.70%, due 01/30/18		12,151
	120,000	Hewlett-Packard Co., 6.13%, due 03/01/14		125,629
	15,000	HJ Heinz Co., 1.50%, due 03/01/17		15,217
	45,000	Honeywell International, Inc., 3.88%, due 02/15/14		46,318
	20,000	Hospira, Inc., 6.05%, due 03/30/17		22,779
	100,000	HSBC Bank Plc, 1.63%, due 08/12/13 144A		100,480
	20,000	Intel Corp., 1.95%, due 10/01/16		20,736
	50,000	International Business Machines Corp., 7.50%, due 06/15/13		50,717
	30,000	Intuit, Inc., 5.75%, due 03/15/17		34,387
	50,000	Jackson National Life Global Funding, 5.38%, due 05/08/13 144A		50,244
	61,000	Jefferies Group, Inc., 3.88%, due 11/09/15		64,050
	40,000	John Deere Capital Corp., 1.30%, due 03/12/18		40,191
	60,000	John Deere Capital Corp., 4.50%, due 04/03/13		60,000
	20,000	John Deere Capital Corp., 4.90%, due 09/09/13		20,398
	35,000	Johnson Controls, Inc., 4.88%, due 09/15/13		35,692
	20,000	Kellogg Co., 1.88%, due 11/17/16		20,564
	15,000	Kellogg Co., 4.45%, due 05/30/16		16,517
	60,000	KeyCorp, 6.50%, due 05/14/13		60,414
	8,000	Kroger Co. (The), 2.20%, due 01/15/17		8,271
	10,000	Kroger Co. (The), 6.40%, due 08/15/17		11,956
	30,000	Kroger Co. (The), 7.50%, due 01/15/14		31,610
	30,000	Laboratory Corp. of America Holdings, 2.20%, due 08/23/17		30,364
	5,000	Liberty Mutual Group, Inc., 6.70%, due 08/15/16 144A		5,827
	20,000	Lockheed Martin Corp., 2.13%, due 09/15/16		20,789
	10,000	Lowe’s Cos., Inc., 5.00%, due 10/15/15		11,131
	20,000	Macquarie Group, Ltd., 5.00%, due 02/22/17 144A		22,091
	15,000	Macquarie Group, Ltd., 7.30%, due 08/01/14 144A		16,076
	45,000	Merck & Co., Inc., 4.75%, due 03/01/15		48,713
	160,000	Merrill Lynch & Co., Inc., 6.15%, due 04/25/13		160,564
	200,000	Metropolitan Life Global Funding I, 5.13%, due 04/10/13 144A		200,189


		See accompanying Notes to the Financial Statements.			151

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Corporate Debt — continued

	100,000	Morgan Stanley, 4.10%, due 01/26/15		104,448
	100,000	Morgan Stanley, 6.00%, due 05/13/14		105,428
	50,000	National City Corp., 4.90%, due 01/15/15		53,649
	10,000	National Oilwell Varco, Inc., 1.35%, due 12/01/17		10,054
	50,000	National Semiconductor Corp., 3.95%, due 04/15/15		53,432
	20,000	NBCUniversal Media LLC, 2.88%, due 04/01/16		21,086
	20,000	New York Life Global Funding, 1.65%, due 05/15/17 144A		20,320
	65,000	New York Life Global Funding, 3.00%, due 05/04/15 144A		68,353
	15,000	News America, Inc., 7.60%, due 10/11/15		17,386
	40,000	NextEra Energy Capital Holdings, Inc., 7.88%, due 12/15/15		47,105
	15,000	Nissan Motor Acceptance Corp., 1.00%, due 03/15/16 144A		14,997
	20,000	Nissan Motor Acceptance Corp., 4.50%, due 01/30/15 144A		21,303
	20,000	Nomura Holdings, Inc., 4.13%, due 01/19/16		21,189
	40,000	Nomura Holdings, Inc., 5.00%, due 03/04/15		42,575
	10,000	Norfolk Southern Corp., 7.70%, due 05/15/17		12,548
	25,000	Northern Trust Corp., 4.63%, due 05/01/14		26,151
	60,000	Northern Trust Corp., 5.50%, due 08/15/13		61,087
	20,000	Northrop Grumman Systems Corp., 7.75%, due 03/01/16		23,392
	10,000	Novartis Capital Corp., 2.90%, due 04/24/15		10,493
	20,000	NSTAR Electric Co., 4.88%, due 04/15/14		20,861
	10,000	Nucor Corp., 5.75%, due 12/01/17		11,931
	60,000	Ohio Power Co., Series L, 5.75%, due 09/01/13		61,214
	20,000	Oncor Electric Delivery Co. LLC, 6.38%, due 01/15/15		21,898
	45,000	Oracle Corp., 5.25%, due 01/15/16		50,648
	20,000	Pacific Gas & Electric Co., 4.80%, due 03/01/14		20,772
	35,000	Pacific Life Global Funding, 5.15%, due 04/15/13 144A		35,055
	160,000	PacifiCorp, 5.45%, due 09/15/13		163,616
	35,000	PC Financial Partnership, 5.00%, due 11/15/14		37,332
	5,000	Penske Truck Leasing Co. LP/PTL Finance Corp., 2.50%, due 07/11/14 144A		5,080
	18,000	Penske Truck Leasing Co. LP/PTL Finance Corp., 3.13%, due 05/11/15 144A		18,634
	80,000	PepsiCo, Inc., 3.75%, due 03/01/14		82,426
	25,000	PG&E Corp., 5.75%, due 04/01/14		26,191
	15,000	Pitney Bowes, Inc., 3.88%, due 06/15/13		15,080
	10,000	PNC Funding Corp., 4.25%, due 09/21/15		10,846
	50,000	Potash Corp. of Saskatchewan, Inc., 3.75%, due 09/30/15		53,459
	40,000	PPG Industries, Inc., 6.65%, due 03/15/18		49,404
	80,000	Praxair, Inc., 2.13%, due 06/14/13		80,284
	60,000	Pricoa Global Funding I, 5.45%, due 06/11/14 144A		63,500
	65,000	Procter & Gamble Co. (The), 4.95%, due 08/15/14		69,155
	10,000	PSEG Power LLC, 5.50%, due 12/01/15		11,117
	15,000	Public Service Electric & Gas Co., 2.70%, due 05/01/15		15,675
	5,000	Quest Diagnostics, Inc., 5.45%, due 11/01/15		5,515
	9,000	Rio Tinto Finance USA Plc, 1.63%, due 08/21/17		9,090
	10,000	Rio Tinto Finance USA, Ltd., 1.88%, due 11/02/15		10,261
	30,000	Rio Tinto Finance USA, Ltd., 8.95%, due 05/01/14		32,645
	20,000	Royal Bank of Canada, 1.45%, due 10/30/14		20,307
	40,000	Royal Bank of Canada, 2.30%, due 07/20/16		41,776
	15,000	Ryder System, Inc., 2.50%, due 03/01/17		15,465
	8,000	Ryder System, Inc., 3.50%, due 06/01/17		8,566


152		See accompanying Notes to the Financial Statements.

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Corporate Debt — continued

	60,000	SABMiller Plc, 5.50%, due 08/15/13 144A		61,094
	50,000	Sempra Energy, 2.00%, due 03/15/14		50,612
	45,000	Shell International Finance BV, 4.00%, due 03/21/14		46,576
	60,000	Sierra Pacific Power Co., 6.00%, due 05/15/16		69,285
	30,000	Southern California Edison Co., 4.15%, due 09/15/14		31,580
	15,000	Spectra Energy Capital LLC, 5.67%, due 08/15/14		15,967
	15,000	State Street Corp., 2.88%, due 03/07/16		15,980
	55,000	State Street Corp., 4.30%, due 05/30/14		57,495
	60,000	SunTrust Banks, Inc., 3.60%, due 04/15/16		64,297
	10,000	Talisman Energy, Inc., 5.13%, due 05/15/15		10,741
	35,000	TCI Communications, Inc., Senior Note, 8.75%, due 08/01/15		41,358
	10,000	TD Ameritrade Holding Corp., 4.15%, due 12/01/14		10,554
	5,000	Teck Resources, Ltd., 3.15%, due 01/15/17		5,212
	15,000	Telecom Italia Capital SA, 6.18%, due 06/18/14		15,711
	35,000	Teva Pharmaceutical Finance Co. BV, 2.40%, due 11/10/16		36,596
	25,000	Textron, Inc., 6.20%, due 03/15/15		27,244
	55,000	Time Warner Cable, Inc., 5.85%, due 05/01/17		63,931
	50,000	Time Warner Cable, Inc., 8.25%, due 02/14/14		53,199
	35,000	Toronto-Dominion Bank (The), 2.38%, due 10/19/16		36,648
	5,000	Total Capital International SA, 0.75%, due 01/25/16		5,015
	22,000	Total Capital SA, 3.00%, due 06/24/15		23,141
	10,000	Toyota Motor Credit Corp., 1.25%, due 11/17/14		10,129
	11,000	Toyota Motor Credit Corp., 1.25%, due 10/05/17		11,000
	20,000	Toyota Motor Credit Corp., 2.05%, due 01/12/17		20,708
	36,000	Toyota Motor Credit Corp., 3.20%, due 06/17/15		38,030
	10,000	TransCanada PipeLines, Ltd., 4.00%, due 06/15/13		10,070
	10,000	Transocean, Inc., 4.95%, due 11/15/15		10,827
	35,000	Turlock Corp., 1.50%, due 11/02/17 144A		35,139
	20,000	Tyson Foods, Inc., 6.60%, due 04/01/16		23,010
	60,000	United Technologies Corp., 4.88%, due 05/01/15		65,457
	15,000	UnitedHealth Group, Inc., 5.00%, due 08/15/14		15,924
	70,000	US Bancorp, 1.38%, due 09/13/13		70,253
	75,000	US Bancorp, 3.15%, due 03/04/15		78,805
	10,000	Valero Energy Corp., 6.13%, due 06/15/17		11,907
	35,000	Verizon Communications, Inc., 5.55%, due 02/15/16		39,511
	15,000	Virginia Electric and Power Co., 5.95%, due 09/15/17		18,093
	65,000	Vodafone Group Plc, 4.15%, due 06/10/14		67,682
	70,000	Wachovia Corp., 5.50%, due 05/01/13		70,297
	60,000	Wachovia Corp., Senior Note, 5.63%, due 10/15/16		68,533
	50,000	Wal-Mart Stores, Inc., 4.55%, due 05/01/13		50,167
	40,000	Wal-Mart Stores, Inc., 7.25%, due 06/01/13		40,438
	15,000	Waste Management, Inc., 2.60%, due 09/01/16		15,736
	15,000	Waste Management, Inc., 6.38%, due 03/11/15		16,578
	20,000	Watson Pharmaceuticals, Inc., 5.00%, due 08/15/14		21,105
	50,000	WEA Finance LLC/WT Finance Aust Pty Ltd., 7.50%, due 06/02/14 144A		53,738
	30,000	WellPoint, Inc., 5.00%, due 12/15/14		32,159
	100,000	Wells Fargo & Co., 2.10%, due 05/08/17		103,222
	50,000	Wells Fargo & Co., 2.63%, due 12/15/16		52,591
	20,000	Westpac Banking Corp., 3.00%, due 08/04/15		21,016


		See accompanying Notes to the Financial Statements.			153

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Corporate Debt — continued

	55,000	Westpac Banking Corp., 4.20%, due 02/27/15		58,712
	15,000	Wisconsin Electric Power Co., 6.00%, due 04/01/14		15,780
	65,000	Wyeth LLC, 5.50%, due 02/01/14		67,764
	20,000	Xerox Corp., 2.95%, due 03/15/17		20,618
	45,000	Xerox Corp., 4.25%, due 02/15/15		47,422

				10,269,747


		Mortgage Backed Securities - Private Issuers — 3.3%

	60,000	Banc of America Merrill Lynch Commercial Mortgage, Inc., Series 2006-3, Class A4, 5.89%, due 07/10/44†		67,796
	163,652	Banc of America Mortgage Securities, Inc., Series 2004-3, Class 1A26, 5.50%, due 04/25/34		166,576
	57,147	Citigroup Mortgage Loan Trust, Inc., Series 2003-1, Class 3A4, 5.25%, due 09/25/33		60,568
	48,118	Commercial Mortgage Acceptance Corp., 5.44%, due 09/15/30 144A		48,391
	250,000	Commercial Mortgage Asset Trust, Series 1999-C1, Class C, 7.35%, due 01/17/32†		257,310
	768	Countrywide Alternative Loan Trust, Series 2002-11, Class A4, 6.25%, due 10/25/32		789
	22,883	Credit Suisse First Boston Mortgage Securities Corp., Series 2003-17, Class 2A6, 3.50%, due 07/25/18		23,015
	59,788	Credit Suisse First Boston Mortgage Securities Corp., Series 2003-27, Class 5A4, 5.25%, due 11/25/33		61,648
	90,000	Credit Suisse Mortgage Capital Certificates, Series 2006-C2, Class A3, 5.65%, due 03/15/39†		100,276
	90,000	GS Mortgage Securities Corp. II, Series 2004-GG2, Class A6, 5.40%, due 08/10/38†		94,074
	55,876	MASTR Alternative Loans Trust, Series 2004-8, Class 7A1, 5.00%, due 09/25/19		57,694
	53,917	MASTR Asset Securitization Trust, Series 2003-8, Class 2A1, 4.50%, due 09/25/18		56,032
	100,000	Morgan Stanley Re-REMIC Trust, Series 2010-HQ4B, Class A7A, 4.97%, due 04/16/40 144A		103,299
	95,235	NCUA Guaranteed Notes, Series 2010-C1, Class A1, 1.60%, due 10/29/20		97,007
	46,120	NCUA Guaranteed Notes, Series 2010-R3, Class 3A, 2.40%, due 12/08/20		47,674
	39,672	Residential Asset Securitization Trust, Series 2003-A14, Class A1, 4.75%, due 02/25/19		40,937
	85,745	Springleaf Mortgage Loan Trust, Series 2012-2A, Class A, 2.22%, due 10/25/57† 144A		86,886
	103,821	WaMu Mortgage Pass-Through Certificates, Series 2003-S1, Class A5, 5.50%, due 04/25/33		107,912
	61,732	Washington Mutual MSC Mortgage Pass-Through Certificates, Series 2003-MS2, Class 3A1, 5.00%, due 03/25/18		63,071

				1,540,955


		Mortgage Backed Securities - U.S. Government Agency Obligations — 8.4%

	10,846	FHLMC, Pool # B14248, 4.00%, due 05/01/14		11,509
	124,804	FHLMC, Pool # J14494, 4.00%, due 02/01/26		132,837
	27,116	FHLMC, Pool # C91030, 5.50%, due 05/01/27		29,469
	98,830	FHLMC, Pool # G11977, 6.00%, due 05/01/21		106,676
	12,737	FHLMC, Series 2394, Class KD, 6.00%, due 12/15/16		13,471
	56,016	FHLMC, Series 2405, Class PE, 6.00%, due 01/15/17		59,797
	30,613	FHLMC, Series 2513, Class DM, 5.50%, due 10/15/17		32,871
	5,917	FHLMC, Series 2566, Class LH, 5.00%, due 04/15/32		5,941
	129,585	FHLMC, Series 2590, Class AQ, 4.25%, due 03/15/18		135,548
	25,131	FHLMC, Series 2594, Class YA, 4.00%, due 04/15/23		26,941
	667	FHLMC, Series 2610, Class DJ, 4.00%, due 03/15/33		669


154		See accompanying Notes to the Financial Statements.

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Mortgage Backed Securities - U.S. Government Agency Obligations — continued

	2,246	FHLMC, Series 2614, Class NA, 3.75%, due 04/15/33		2,278
	22,046	FHLMC, Series 2644, Class ED, 4.00%, due 02/15/18		22,395
	58,712	FHLMC, Series 2668, Class OG, 5.00%, due 03/15/32		60,225
	34,061	FHLMC, Series 2675, Class CK, 4.00%, due 09/15/18		36,023
	106,826	FHLMC, Series 2682, Class LC, 4.50%, due 07/15/32		110,634
	133,257	FHLMC, Series 2695, Class BG, 4.50%, due 04/15/32		137,591
	118,977	FHLMC, Series 2709, Class PE, 5.00%, due 12/15/22		124,552
	45,039	FHLMC, Series 2714, Class BQ, 4.50%, due 12/15/18		47,827
	63,950	FHLMC, Series 2760, Class LB, 4.50%, due 01/15/33		67,288
	32,281	FHLMC, Series 2827, Class QE, 5.50%, due 03/15/33		33,067
	16,240	FHLMC, Series 2864, Class NA, 5.50%, due 01/15/31		16,414
	57,120	FHLMC, Series 2866, Class W, 4.50%, due 08/15/34		61,637
	71,327	FHLMC, Series 2881, Class AE, 5.00%, due 08/15/34		77,483
	73,122	FHLMC, Series 2899, Class KB, 4.50%, due 03/15/19		74,549
	27,805	FHLMC, Series 2931, Class AM, 4.50%, due 07/15/19		28,647
	53,804	FHLMC, Series 2931, Class DC, 4.00%, due 06/15/18		54,136
	93,078	FHLMC, Series 2931, Class QC, 4.50%, due 01/15/19		94,011
	28,203	FHLMC, Series 2962, Class YE, 4.50%, due 09/15/18		28,465
	13,136	FHLMC, Series 3001, Class BN, 4.50%, due 06/15/33		13,465
	109,223	FHLMC, Series 3035, Class PA, 5.50%, due 09/15/35		122,146
	23,655	FNMA, Pool # 255598, 5.00%, due 12/01/14		25,572
	57,082	FNMA, Pool # 254762, 5.00%, due 05/01/23		61,092
	28,851	FNMA, Pool # 254831, 5.00%, due 08/01/23		31,287
	119,865	FNMA, Pool # AC3237, 5.00%, due 10/01/39		133,402
	75,612	FNMA, Pool # AL2193, 5.50%, due 07/01/25		82,638
	90,933	FNMA, Pool # 254420, 6.00%, due 07/01/22		99,639
	123,560	FNMA, Pool # 254471, 6.00%, due 09/01/22		135,390
	43,930	FNMA, Pool # AE0081, 6.00%, due 07/01/24		48,456
	1,400	FNMA, Pool # 251812, 6.50%, due 07/01/13		1,408
	29,249	FNMA, Series 2001-51, Class GH, 5.50%, due 10/25/31		32,825
	15,525	FNMA, Series 2002-19, Class PE, 6.00%, due 04/25/17		16,454
	51,034	FNMA, Series 2002-63, Class NB, 5.50%, due 10/25/32		57,534
	69,174	FNMA, Series 2003-14, Class AQ, 3.50%, due 03/25/33		72,038
	80,751	FNMA, Series 2003-21, Class OA, 4.00%, due 03/25/33		86,151
	55,837	FNMA, Series 2003-35, Class UN, 4.25%, due 05/25/33		60,882
	30,153	FNMA, Series 2003-39, Class LD, 4.50%, due 10/25/22		30,737
	13,391	FNMA, Series 2003-42, Class EP, 4.00%, due 11/25/22		13,621
	10,599	FNMA, Series 2003-45, Class AB, 3.75%, due 05/25/33		10,829
	53,156	FNMA, Series 2003-64, Class TH, 5.00%, due 07/25/23		58,945
	30,000	FNMA, Series 2003-9, Class EB, 5.00%, due 02/25/18		32,969
	27,521	FNMA, Series 2004-81, Class KD, 4.50%, due 07/25/18		27,763
	66,715	FNMA, Series 2005-62, Class CQ, 4.75%, due 07/25/35		71,354
	48,371	FNMA, Series 2007-59, Class AQ, 5.75%, due 07/25/35		50,887
	58,847	FNMA REMIC, Series 1998-37, Class VZ, 6.00%, due 06/17/28		66,358
	98,309	FNMA REMIC, Series 2004-90, Class GA, 4.35%, due 03/25/34		100,973
	96,583	FNMA REMIC, Series 2005-31, Class PA, 5.50%, due 10/25/34		107,125
	27,814	FNMA REMIC, Series 2005-58, Class MA, 5.50%, due 07/25/35		31,466
	52,240	GNMA, Series 2003-105, Class VH, 4.50%, due 01/16/28		52,958
	81,915	GNMA, Series 2003-15, Class PE, 5.50%, due 02/20/33		94,200


		See accompanying Notes to the Financial Statements.			155

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		Mortgage Backed Securities - U.S. Government Agency Obligations — continued

	51,485	GNMA, Series 2003-18, Class OA, 5.00%, due 10/20/31		58,903
	89,346	GNMA, Series 2005-77, Class BA, 5.00%, due 11/20/32		91,903
	42,843	GNMA, Series 2008-49, Class PG, 5.25%, due 11/20/37		45,543
	79,353	GNMA, Series 2008-51, Class PG, 5.00%, due 06/20/38		88,156
	47,838	GNMA REMIC, Series 2001-52, 6.00%, due 10/20/31		55,239
	87,683	GNMA REMIC, Series 2004-047, 5.00%, due 08/16/33		91,157
	65,607	GNMA REMIC, Series 2008-050, 5.50%, due 03/16/37		70,539

				3,964,955


		U.S. Government and Agency Obligations — 55.9%

	150,000	Federal Farm Credit Bank, 3.70%, due 05/15/13		150,689
	117,000	Federal Farm Credit Bank, 5.45%, due 12/11/13		121,341
	235,000	Federal Home Loan Bank, 2.38%, due 03/14/14		239,982
	80,000	Federal Home Loan Bank, 2.88%, due 09/11/15		84,764
	125,000	Federal Home Loan Bank, 3.13%, due 03/11/16		134,936
	910,000	Federal Home Loan Bank, 4.25%, due 06/14/13		917,854
	195,000	Federal Home Loan Bank, 5.13%, due 05/24/13		196,496
	300,000	Federal Home Loan Bank, 6.05%, due 05/12/14		319,484
	150,000	FHLMC, 0.50%, due 10/15/13		150,304
	500,000	FHLMC, 1.00%, due 08/20/14		505,328
	100,000	FHLMC, 1.00%, due 03/08/17		101,318
	100,000	FHLMC, 1.25%, due 05/12/17		102,293
	490,000	FHLMC, 2.00%, due 08/25/16		514,694
	235,000	FHLMC, 2.50%, due 05/27/16		249,941
	280,000	FHLMC, 4.00%, due 06/12/13		282,210
	175,000	FHLMC, 5.00%, due 01/30/14		182,082
	250,000	FHLMC, 5.25%, due 04/18/16		286,530
	1,000,000	FNMA, 0.50%, due 08/09/13		1,001,426
	50,000	FNMA, 1.13%, due 10/08/13		50,263
	700,000	FNMA, 1.25%, due 01/30/17		715,951
	150,000	FNMA, 1.38%, due 11/15/16		154,616
	100,000	FNMA, 2.25%, due 03/15/16		105,343
	560,000	FNMA, 4.63%, due 10/15/13		573,736
	150,000	FNMA, 4.88%, due 12/15/16		173,694
	600,000	U.S. Treasury Note, 0.13%, due 08/31/13		600,094
	770,000	U.S. Treasury Note, 0.25%, due 11/30/13		770,632
	400,000	U.S. Treasury Note, 0.25%, due 01/15/15		400,141
	100,000	U.S. Treasury Note, 0.38%, due 07/31/13		100,106
	250,000	U.S. Treasury Note, 0.50%, due 08/15/14		251,045
	150,000	U.S. Treasury Note, 0.50%, due 10/15/14		150,656
	440,000	U.S. Treasury Note, 0.50%, due 07/31/17		437,559
	150,000	U.S. Treasury Note, 0.63%, due 05/31/17		150,211
	220,000	U.S. Treasury Note, 0.63%, due 08/31/17		219,811
	205,000	U.S. Treasury Note, 0.63%, due 11/30/17		204,343
	1,000,000	U.S. Treasury Note, 0.75%, due 08/15/13		1,002,500
	300,000	U.S. Treasury Note, 0.75%, due 06/15/14		302,051
	370,000	U.S. Treasury Note, 0.75%, due 12/31/17		370,549
	650,000	U.S. Treasury Note, 0.88%, due 11/30/16		659,039
	350,000	U.S. Treasury Note, 0.88%, due 12/31/16		354,785


156		See accompanying Notes to the Financial Statements.

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)		Description	Value ($)

		U.S. Government and Agency Obligations — continued

	755,000	U.S. Treasury Note, 0.88%, due 01/31/17		765,027
	420,000	U.S. Treasury Note, 0.88%, due 04/30/17		425,086
	1,300,000	U.S. Treasury Note, 1.00%, due 07/15/13		1,303,606
	125,000	U.S. Treasury Note, 1.00%, due 05/15/14		126,157
	385,000	U.S. Treasury Note, 1.00%, due 08/31/16		392,249
	550,000	U.S. Treasury Note, 1.00%, due 09/30/16		560,355
	375,000	U.S. Treasury Note, 1.00%, due 10/31/16		382,002
	300,000	U.S. Treasury Note, 1.00%, due 03/31/17		305,273
	300,000	U.S. Treasury Note, 1.25%, due 04/15/14		303,375
	200,000	U.S. Treasury Note, 1.25%, due 08/31/15		204,625
	450,000	U.S. Treasury Note, 1.38%, due 11/30/15		462,516
	320,000	U.S. Treasury Note, 1.50%, due 06/30/16		331,275
	665,000	U.S. Treasury Note, 1.50%, due 07/31/16		688,587
	150,000	U.S. Treasury Note, 1.75%, due 07/31/15		155,121
	100,000	U.S. Treasury Note, 1.75%, due 05/31/16		104,266
	100,000	U.S. Treasury Note, 1.88%, due 02/28/14		101,574
	250,000	U.S. Treasury Note, 1.88%, due 06/30/15		258,965
	225,000	U.S. Treasury Note, 1.88%, due 10/31/17		237,129
	400,000	U.S. Treasury Note, 2.00%, due 01/31/16		418,656
	125,000	U.S. Treasury Note, 2.00%, due 04/30/16		131,201
	350,000	U.S. Treasury Note, 2.13%, due 11/30/14		361,020
	200,000	U.S. Treasury Note, 2.13%, due 12/31/15		209,797
	135,000	U.S. Treasury Note, 2.13%, due 02/29/16		141,940
	200,000	U.S. Treasury Note, 2.25%, due 01/31/15		207,398
	160,000	U.S. Treasury Note, 2.38%, due 08/31/14		164,906
	1,500,000	U.S. Treasury Note, 2.38%, due 02/28/15		1,560,996
	190,000	U.S. Treasury Note, 2.38%, due 03/31/16		201,370
	70,000	U.S. Treasury Note, 2.50%, due 04/30/15		73,248
	150,000	U.S. Treasury Note, 2.50%, due 06/30/17		161,930
	150,000	U.S. Treasury Note, 2.63%, due 07/31/14		154,869
	200,000	U.S. Treasury Note, 2.63%, due 04/30/16		213,703
	100,000	U.S. Treasury Note, 2.75%, due 05/31/17		108,899
	180,000	U.S. Treasury Note, 3.13%, due 10/31/16		196,959
	160,000	U.S. Treasury Note, 3.25%, due 12/31/16		176,313
	150,000	U.S. Treasury Note, 4.00%, due 02/15/15		160,523
	400,000	U.S. Treasury Note, 4.25%, due 08/15/13		406,266
	130,000	U.S. Treasury Note, 4.25%, due 08/15/14		137,226
	150,000	U.S. Treasury Note, 4.25%, due 08/15/15		164,051
	500,000	U.S. Treasury Note, 4.50%, due 02/15/16		559,414

				26,306,670


		TOTAL DEBT OBLIGATIONS (COST $46,407,232)		46,698,963


		SHORT-TERM INVESTMENTS — 1.7%

		Bank Deposit — 0.6%

	293,643	State Street Bank & Trust Euro Time Deposit, 0.01%, due 04/01/13		293,643


		See accompanying Notes to the Financial Statements.			157

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

(showing percentage of net assets)

March 31, 2013


Par Value ($)			Description	Value ($)

			Securities Lending Collateral — 1.1%

	530,400		State Street Navigator Securities Lending Prime Portfolio***		530,400


			TOTAL SHORT-TERM INVESTMENTS (COST $824,043)		824,043


			TOTAL INVESTMENTS — 100.9% (Cost $47,231,275)		47,523,006

			Other Assets and Liabilities (net) — (0.9)%		(423,283	)


			NET ASSETS — 100.0%	$	47,099,723


			Notes to Schedule of Investments:

			FHLMC — Federal Home Loan Mortgage Corporation

			FNMA — Federal National Mortgage Association

			GNMA — Government National Mortgage Association

			REIT — Real Estate Investment Trust

			REMIC — Real Estate Mortgage Investment Conduit

		¤	Illiquid security. The total market value of the securities at year end is $1 which represents 0.0% of net assets. The aggregate tax cost of these securities held at March 31, 2013 was $77,673.

		***	Represents an investment of securities lending cash collateral.

		†	Floating rate note. Rate shown is as of March 31, 2013.

		‡	All or a portion of this security is out on loan.

			144A — Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. The total market value of the securities at year end is $1,343,702 which represents 2.9% of net assets.


158		See accompanying Notes to the Financial Statements.

Mercer US Short Maturity Fixed Income Fund

Schedule of Investments (Continued)

March 31, 2013


Asset Class Summary (Unaudited)	% of Net Assets
Debt Obligations		99.1
Short-Term Investments		1.8
Other Assets and Liabilities (net)		(0.9	)

		100.0	%


		See accompanying Notes to the Financial Statements.			159

Mercer Funds

Statements of Assets and Liabilities

March 31, 2013


	Mercer US Large Cap Growth Equity Fund			Mercer US Large Cap Value Equity Fund				Mercer US Small/Mid Cap Growth Equity Fund				Mercer US Small/Mid Cap Value Equity Fund
Assets
Investments, at value^(a)		$	468,850,978		$	480,831,973			$	483,536,167			$	450,610,206
Cash			46,658			96,922				85,515				257,495
Receivable for investments sold			8,553,189			2,494,101				2,856,997				5,811,046
Dividend and interest receivable			352,742			657,478				79,414				443,721
Receivable for expenses reimbursed by Advisor			16,638			15,192				21,901				11,165
Foreign tax reclaims receivable			—			20,455				28				—
Securities lending income receivable			4,487			7,876				81,537				10,470
Prepaid expenses			2,958			2,956				2,072				2,076

Total assets			477,827,650			484,126,953				486,663,631				457,146,179


Liabilities
Payable for investments purchased			3,630,980			740,434				3,515,246				3,321,062
Unrealized depreciation on open forward foreign currency contracts			—			11,423				—				—
Obligation to return securities lending collateral			8,110,005			7,182,165				40,633,413				23,990,680
Payable to affiliate for:
Advisor fee			217,927			215,662				328,747				326,606
Trustees fees			6,011			6,048				4,686				4,665
Accrued expenses			75,386			73,606				101,245				91,516

Total liabilities			12,040,309			8,229,338				44,583,337				27,734,529

Net assets		$	465,787,341		$	475,897,615			$	442,080,294			$	429,411,650


Net assets consist of:
Paid-in capital			353,399,117			479,314,040				366,298,177				346,499,519
Accumulated undistributed (distributions in excess of) net investment income			565,314			1,635,764				(392,627	)			728,939
Accumulated net realized gain (loss)			18,088,030			(91,722,162	)			4,764,782				17,867,412
Net unrealized appreciation on investments and foreign currencies			93,734,880			86,669,973				71,409,962				64,315,780

Net assets		$	465,787,341		$	475,897,615			$	442,080,294			$	429,411,650


Net assets attributable to:
Class Y-3 shares		$	465,787,341		$	475,897,615			$	442,080,294			$	429,411,650


Shares outstanding:
Class Y-3			34,352,844			47,848,902				37,010,096				38,853,909


Net asset value per share:
Class Y-3		$	13.56		$	9.95			$	11.94			$	11.05


(a) Investments, at cost		$	375,116,098		$	394,150,577			$	412,126,205			$	386,294,426


160		See accompanying Notes to the Financial Statements.

Mercer Funds

Statements of Assets and Liabilities (Continued)

March 31, 2013


	Mercer Non-US Core Equity Fund			Mercer Core Opportunistic Fixed Income Fund			Mercer Emerging Markets Equity Fund			Mercer Global Low Volatility Equity Fund
Assets
Investments, at value^(a)		$	2,195,237,445		$	1,227,709,244		$	521,967,228		$	300,731,467
Foreign currency, at value^(b)			6,586,361			232,981			556,328			450,257
Cash			1,569,629			388,736			97,692			33,036
Receivable for investments sold			31,031,079			3,496,261			840,002			47,461
Receivable for TBA securities sold			—			55,179,145			—			—
Dividend and interest receivable			8,550,893			8,296,209			1,331,352			600,381
Cash collateral held at broker on open swap contracts			—			39,000			3,430,000			—
Unrealized appreciation on open forward foreign currency contracts			—			559,839			1,051,633			626,503
Cash collateral held at broker on open future contracts			—			850,268			2,040,598			—
Receivable for variation margin on open futures contracts			—			20,062			—			—
Receivable for expenses reimbursed by Advisor			—			38,929			36,966			18,195
Swap contracts, at value (up-front net premiums paid of $—, $224,282, $— and $—, respectively)			—			947,245			—			—
Synthetic futures, at value			—			—			13			—
Variation margin receivable on open swap contracts			—			458,270			—			—
Foreign tax reclaims receivable			1,584,006			5,448			3,832			70,864
Securities lending income receivable			197,816			5,685			3,204			—
Prepaid expenses			12,067			7,100			789			—
Unrealized gain on unfunded loan commitments			—			2,725			—			—

Total assets			2,244,769,296			1,298,237,147			531,359,637			302,578,164


Liabilities
Payable for investments purchased			38,351,127			1,784,904			2,564,791			956,128
Payable for TBA and when-issued securities purchased			—			183,561,031			—			—
Payable for Fund shares repurchased			—			140,000			—			—
Swap contracts, at value (up-front net premiums received of $—, $1,589, $— and $—, respectively)			—			185,338			—			—
Synthetic futures, at value			—			—			156,430			—
Payable for variation margin on open swap contracts			—			275,265			—			—
Unrealized depreciation on open forward foreign currency contracts			—			849,960			1,283,207			54,648
Cash collateral on TBA due to broker			—			450,000			—			—
Cash collateral on open swap contracts due to broker			—			605,000			—			—
Payable for variation margin on open futures contracts			—			54,237			21,817			—
Obligation to return securities lending collateral			65,114,408			10,976,300			9,271,211			—
Payable to affiliate for:
Advisor fee			1,345,332			319,319			345,457			182,303
Trustees fees			26,075			14,825			4,036			3,300
Written options, at value^(c)			—			269,149			—			—
TBA Sale Commitments^(d)			—			5,301,562			—			—
Accrued expenses			1,002,527			197,435			628,159			151,647

Total liabilities			105,839,469			204,984,325			14,275,108			1,348,026

Net assets		$	2,138,929,827		$	1,093,252,822		$	517,084,529		$	301,230,138


		See accompanying Notes to the Financial Statements.			161

Mercer Funds

Statements of Assets and Liabilities (Continued)

March 31, 2013


	Mercer Non-US Core Equity Fund				Mercer Core Opportunistic Fixed Income Fund			Mercer Emerging Markets Equity Fund				Mercer Global Low Volatility Equity Fund
Net assets consist of:
Paid-in capital		$	2,003,547,976			$	1,038,334,348		$	493,384,530			$	273,203,686
Accumulated undistributed (distributions in excess of) net investment income			8,552,915				6,883,601			(118,819	)			1,418,147
Accumulated net realized gain (loss)			(109,176,154	)			4,272,430			37,455				1,889,182
Net unrealized appreciation on investments, unfunded loan commitments, futures contracts, options written, short sales, swap contracts and foreign currencies			236,005,090				43,762,443			23,781,363				24,719,123

Net assets		$	2,138,929,827			$	1,093,252,822		$	517,084,529			$	301,230,138


Net assets attributable to:
Class Y-3 shares		$	2,138,929,827			$	1,093,252,822		$	517,084,529			$	301,230,138


Shares outstanding:
Class Y-3			202,237,814				102,355,962			49,300,098				26,930,534


Net asset value per share:
Class Y-3		$	10.58			$	10.68		$	10.49			$	11.19


(a) Investments, at cost		$	1,958,658,723			$	1,183,531,640		$	497,419,701			$	276,571,006

(b) Foreign currency, at cost		$	6,614,762			$	242,802		$	552,051			$	449,399

(c) Premiums on written options		$	—			$	309,231		$	—			$	—

(d) Proceeds for TBA Sale Commitments		$	—			$	5,285,156		$	—			$	—


162		See accompanying Notes to the Financial Statements.

Mercer Funds

Statements of Assets and Liabilities (Continued)

March 31, 2013


	Mercer US Short Maturity Fixed Income Fund
Assets
Investments, at value^(a)		$	47,523,006
Interest receivable			252,327
Receivable for expenses reimbursed by Advisor			8,854
Foreign tax reclaims receivable			3
Securities lending income receivable			78
Prepaid expenses			303

Total assets			47,784,571


Liabilities
Payable for investments purchased			85,687
Obligation to return securities lending collateral			530,400
Payable to affiliate for:
Advisor fee			9,975
Trustees fees			598
Accrued expenses			58,188

Total liabilities			684,848

Net assets		$	47,099,723


Net assets consist of:
Paid-in capital			51,164,687
Accumulated undistributed net investment income			89,507
Accumulated net realized loss			(4,446,202	)
Net unrealized appreciation on investments			291,731

Net assets		$	47,099,723


Net assets attributable to:
Class Y-3 shares		$	47,099,723


Shares outstanding:
Class Y-3			4,926,880


Net asset value per share:
Class Y-3		$	9.56


(a) Investments, at cost		$	47,231,275


		See accompanying Notes to the Financial Statements.			163

Mercer Funds

Statements of Operations

For the Year Ended March 31, 2013


	Mercer US Large Cap Growth Equity Fund				Mercer US Large Cap Value Equity Fund				Mercer US Small/Mid Cap Growth Equity Fund				Mercer US Small/Mid Cap Value Equity Fund
Investment Income:
Interest		$	994			$	619			$	1,085			$	874
Dividends			5,169,452				11,704,349				2,671,184				7,503,695
Securities lending income			42,932				66,060				470,815				102,301
Withholding taxes			(22,731	)			(132,235	)			(18,388	)			(2,267	)

Total investment income			5,190,647				11,638,793				3,124,696				7,604,603


Expenses:
Advisory fees			2,427,773				2,353,366				3,099,641				3,083,088
Transfer agent fees			31,697				31,558				26,593				26,474
Custodian and fund accounting fees			136,137				120,780				185,211				169,032
Audit fees			51,642				51,765				48,891				50,646
Legal fees			30,365				30,335				22,131				34,539
Trustees fees			25,004				24,895				18,302				18,093
Registration fees			—				—				16,610				12,455
Miscellaneous			61,786				62,173				52,452				51,547

Total expenses			2,764,404				2,674,872				3,469,831				3,445,874
Fee reductions			(15,440	)			(15,465	)			(15,577	)			(15,584	)
Reimbursement of expenses			(232,914	)			(217,265	)			(162,959	)			(156,225	)

Net expenses			2,516,050				2,442,142				3,291,295				3,274,065

Net investment income (loss)			2,674,597				9,196,651				(166,599	)			4,330,538


Realized and Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments			42,369,111				40,763,359				17,825,972				26,000,805
Closed futures contracts			—				—				—				145,283
Forward foreign currency contracts and foreign currency related transactions			147				(51	)			—				—

Net realized gain			42,369,258				40,763,308				17,825,972				26,146,088

Change in net unrealized appreciation (depreciation) on:
Investments			(18,880,192	)			20,612,898				32,129,046				32,469,879
Open futures contracts			—				—				—				(8,980	)
Forward foreign currency contracts and foreign currency related translations			—				(11,340	)			—				—

Change in net unrealized appreciation (depreciation)			(18,880,192	)			20,601,558				32,129,046				32,460,899

Net realized and unrealized gain			23,489,066				61,364,866				49,955,018				58,606,987


Net increase in net assets resulting from operations		$	26,163,663			$	70,561,517			$	49,788,419			$	62,937,525


164		See accompanying Notes to the Financial Statements.

Mercer Funds

Statements of Operations (Continued)

For the Year Ended March 31, 2013


	Mercer Non-US Core Equity Fund				Mercer Core Opportunistic Fixed Income Fund				Mercer Emerging Markets Equity Fund^(a)				Mercer Global Low Volatility Equity Fund^(b)
Investment Income:
Interest		$	9,102			$	31,004,922			$	1,499			$	1,110
Dividends			61,953,983				208,647				6,071,063				2,502,594
Securities lending income			711,161				67,452				15,658				—
Withholding taxes			(5,172,752	)			—				(584,998	)			(115,959	)
Other income			7,462				45,993				—				—

Total investment income			57,508,956				31,327,014				5,503,222				2,387,745


Expenses:
Advisory fees			14,126,907				3,742,910				2,170,886				723,561
Transfer agent fees			81,641				53,995				18,528				9,388
Custodian and fund accounting fees			1,655,509				518,503				705,875				96,092
Audit fees			94,011				84,954				55,130				47,500
Legal fees			128,476				71,523				18,158				15,891
Trustees fees			105,165				60,358				11,480				5,645
Registration fees			15,851				7,606				63,717				35,046
Interest expense			—				—				1,057				—
Miscellaneous			190,468				121,598				71,245				27,447

Total expenses			16,398,028				4,661,447				3,116,076				960,570
Fee reductions			(15,755	)			(15,606	)			(15,594	)			(9,388	)
Reimbursement of expenses			(417,414	)			(612,497	)			(521,432	)			(131,146	)

Net expenses			15,964,859				4,033,344				2,579,050				820,036

Net investment income			41,544,097				27,293,670				2,924,172				1,567,709


Realized and Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments			67,755,403				16,436,234				209,385				1,915,604
TBA Sale Commitments			—				7,930				—				—
Swap contracts			—				(160,073	)			—				—
Closed futures contracts			—				(748,202	)			1,028,639				—
Written option contracts			—				670,365				—				—
Forward foreign currency contracts and foreign currency related transactions			(1,962,927	)			864,063				(1,008,142	)			309,275

Net realized gain			65,792,476				17,070,317				229,882				2,224,879

Change in net unrealized appreciation (depreciation) on:
Investments			124,806,376				19,532,181				24,547,527				24,160,461
Unfunded loan commitments			—				2,725				—				—
TBA Sale Commitments			—				30,312				—				—
Swap contracts			—				397,975				—				—
Open futures contracts			—				(415,333	)			(181,642	)			—
Written option contracts			—				(145,072	)			—				—
Forward foreign currency contracts and foreign currency related translations			(154,811	)			(342,469	)			(584,522	)			558,662

Change in net unrealized appreciation (depreciation)			124,651,565				19,060,319				23,781,363				24,719,123

Net realized and unrealized gain			190,444,041				36,130,636				24,011,245				26,944,002


Net increase in net assets resulting from operations		$	231,988,138			$	63,424,306			$	26,935,417			$	28,511,711

(a)	The Fund commenced operations on May 1, 2012.

(b)	The Fund commenced operations on November 6, 2012.


		See accompanying Notes to the Financial Statements.			165

Mercer Funds

Statements of Operations (Continued)

For the Year Ended March 31, 2013


	Mercer US Short Maturity Fixed Income Fund
Investment Income:
Interest		$	650,655
Securities lending income			133
Other income			38

Total investment income			650,826


Expenses:
Advisory fees			111,043
Transfer agent fees			16,749
Custodian and fund accounting fees			57,706
Audit fees			50,701
Legal fees			2,880
Trustees fees			2,502
Registration and blue sky fees			21,414
Miscellaneous			3,431

Total expenses			266,426
Fee reductions			(15,116	)
Reimbursement of expenses			(109,174	)

Net expenses			142,136

Net investment income			508,690


Realized and Unrealized Gain (Loss):
Net realized gain (loss) on:
Investments			13,089

Net realized gain			13,089

Change in net unrealized appreciation (depreciation) on:
Investments			(9,941	)

Change in net unrealized appreciation (depreciation)			(9,941	)

Net realized and unrealized gain			3,148


Net increase in net assets resulting from operations		$	511,838


166		See accompanying Notes to the Financial Statements.

Mercer Funds

Statements of Changes in Net Assets


	Mercer US Large Cap Growth Equity Fund								Mercer US Large Cap Value Equity Fund
	Year Ended March 31, 2013				Year Ended March 31, 2012				Year Ended March 31, 2013				Year Ended March 31, 2012
Increase (decrease) in net assets:
Operations:
Net investment income (loss)		$	2,674,597			$	1,357,824			$	9,196,651			$	8,284,194
Net realized gain (loss)			42,369,258				27,376,893				40,763,308				26,148,223
Change in net unrealized appreciation (depreciation)			(18,880,192	)			13,735,799				20,601,558				2,063,980

Net increase in net assets from operations			26,163,663				42,470,516				70,561,517				36,496,397

Distributions to shareholders from:
Net investment income
Class Y-3			(2,623,579	)			(799,812	)			(9,197,559	)			(7,996,540	)

Total distributions from net investment income			(2,623,579	)			(799,812	)			(9,197,559	)			(7,996,540	)

Net realized gains
Class Y-3			(12,798,740	)			—				—				—

Total distributions from net realized gains			(12,798,740	)			—				—				—

Net share transactions:
Class Y-3			(10,594,802	)			(3,869,902	)			(45,465,052	)			10,980,991

Increase (decrease) in net assets resulting from net shares transactions			(10,594,802	)			(3,869,902	)			(45,465,052	)			10,980,991

Net increase in net assets			146,542				37,800,802				15,898,906				39,480,848

Net assets:
Beginning of year			465,640,799				427,839,997				459,998,709				420,517,861

End of year		$	465,787,341			$	465,640,799			$	475,897,615			$	459,998,709

Undistributed net investment income included in net assets at end of year		$	565,314			$	514,149			$	1,635,764			$	1,819,042


		See accompanying Notes to the Financial Statements.			167

Mercer Funds

Statements of Changes in Net Assets (Continued)


	Mercer US Small/Mid Cap Growth Equity Fund								Mercer US Small/Mid Cap Value Equity Fund
	Year Ended March 31, 2013				Year Ended March 31, 2012				Year Ended March 31, 2013				Year Ended March 31, 2012
Increase (decrease) in net assets:
Operations:
Net investment income (loss)		$	(166,599	)		$	(978,689	)		$	4,330,538			$	1,594,458
Net realized gain (loss)			17,825,972				41,622,361				26,146,088				28,195,351
Change in net unrealized appreciation (depreciation)			32,129,046				(29,177,990	)			32,460,899				(27,648,458	)

Net increase in net assets from operations			49,788,419				11,465,682				62,937,525				2,141,351

Distributions to shareholders from:
Net investment income
Class Y-3			(303,053	)			—				(3,935,894	)			(1,204,230	)

Total distributions from net investment income			(303,053	)			—				(3,935,894	)			(1,204,230	)

Net realized gains
Class Y-3			(31,036,701	)			(25,512,817	)			(13,297,320	)			(15,751,437	)

Total distributions from net realized gains			(31,036,701	)			(25,512,817	)			(13,297,320	)			(15,751,437	)

Net share transactions:
Class Y-3			123,455,822				13,243,135				91,316,151				11,579,614

Increase in net assets resulting from net shares transactions			123,455,822				13,243,135				91,316,151				11,579,614

Net increase (decrease) in net assets			141,904,487				(804,000	)			137,020,462				(3,234,702	)

Net assets:
Beginning of year			300,175,807				300,979,807				292,391,188				295,625,890

End of year		$	442,080,294			$	300,175,807			$	429,411,650			$	292,391,188

Undistributed (distributions in excess of) net investment income included in net assets at end of year		$	(392,627	)		$	(1,202	)		$	728,939			$	477,151


168		See accompanying Notes to the Financial Statements.

Mercer Funds

Statements of Changes in Net Assets (Continued)


	Mercer Non-US Core Equity Fund								Mercer Core Opportunistic Fixed Income Fund
	Year Ended March 31, 2013				Year Ended March 31, 2012				Year Ended March 31, 2013				Year Ended March 31, 2012
Increase (decrease) in net assets:
Operations:
Net investment income (loss)		$	41,544,097			$	41,869,765			$	27,293,670			$	32,747,286
Net realized gain (loss)			65,792,476				(57,710,897	)			17,070,317				26,872,362
Change in net unrealized appreciation (depreciation)			124,651,565				(34,610,696	)			19,060,319				19,571,109

Net increase (decrease) in net assets from operations			231,988,138				(50,451,828	)			63,424,306				79,190,757

Distributions to shareholders from:
Net investment income
Class Y-3			(49,488,095	)			(32,578,616	)			(30,940,168	)			(28,936,893	)

Total distributions from net investment income			(49,488,095	)			(32,578,616	)			(30,940,168	)			(28,936,893	)

Net realized gains
Class Y-3			—				—				(23,150,024	)			(12,292,840	)

Total distributions from net realized gains			—				—				(23,150,024	)			(12,292,840	)

Net share transactions:
Class Y-3			63,645,562				412,286,027				58,295,119				(55,364,759	)

Increase (decrease) in net assets resulting from net shares transactions			63,645,562				412,286,027				58,295,119				(55,364,759	)

Net increase (decrease) in net assets			246,145,605				329,255,583				67,629,233				(17,403,735	)

Net assets:
Beginning of year			1,892,784,222				1,563,528,639				1,025,623,589				1,043,027,324

End of year		$	2,138,929,827			$	1,892,784,222			$	1,093,252,822			$	1,025,623,589

Undistributed net investment income included in net assets at end of year		$	8,552,915			$	16,456,316			$	6,883,601			$	8,180,211


		See accompanying Notes to the Financial Statements.			169

Mercer Funds

Statements of Changes in Net Assets (Continued)


	Mercer Emerging Markets Equity Fund				Mercer Global Low Volatility Equity Fund
	Period Ended March 31, 2013^(a)				Period Ended March 31, 2013^(b)
Increase (decrease) in net assets:
Operations:
Net investment income (loss)		$	2,924,172			$	1,567,709
Net realized gain (loss)			229,882				2,224,879
Change in net unrealized appreciation (depreciation)			23,781,363				24,719,123

Net increase in net assets from operations			26,935,417				28,511,711

Distributions to shareholders from:
Net investment income
Class Y-3			(2,704,695	)			(485,259	)

Total distributions from net investment income			(2,704,695	)			(485,259	)

Net realized gains
Class Y-3			(530,723	)			—

Total distributions from net realized gains			(530,723	)			—

Net share transactions:
Class Y-3			493,384,530				273,203,686

Increase in net assets resulting from net shares transactions			493,384,530				273,203,686

Net increase in net assets			517,084,529				301,230,138

Net assets:
Beginning of period			—				—

End of period		$	517,084,529			$	301,230,138

Undistributed (distributions in excess of) net investment income included in net assets at end of period		$	(118,819	)		$	1,418,147

(a)	The Fund commenced operations on May 1, 2012.

(b)	The Fund commenced operations on November 6, 2012.


170		See accompanying Notes to the Financial Statements.

Mercer Funds

Statements of Changes in Net Assets (Continued)


	Mercer US Short Maturity Fixed Income Fund
	Year Ended March 31, 2013				Year Ended March 31, 2012
Increase (decrease) in net assets:
Operations:
Net investment income (loss)		$	508,690			$	731,854
Net realized gain (loss)			13,089				170,629
Change in net unrealized appreciation (depreciation)			(9,941	)			140,991

Net increase in net assets from operations			511,838				1,043,474

Distributions to shareholders from:
Net investment income
Class Y-3			(545,067	)			(857,686	)

Total distributions from net investment income			(545,067	)			(857,686	)

Net share transactions:
Class Y-3			2,966,879				(23,969,220	)

Increase (decrease) in net assets resulting from net shares transactions			2,966,879				(23,969,220	)

Net increase (decrease) in net assets			2,933,650				(23,783,432	)

Net assets:
Beginning of year			44,166,073				67,949,505

End of year		$	47,099,723			$	44,166,073

Undistributed net investment income included in net assets at end of year		$	89,507			$	125,884


		See accompanying Notes to the Financial Statements.			171

Mercer US Large Cap Growth Equity Fund

Financial Highlights


	Year Ended 03/31/13				Year Ended 03/31/12				Year Ended 03/31/11				Year Ended 03/31/10				Year Ended 03/31/09
For a Class Y-3 Share Outstanding Throughout each Period:

Net asset value at beginning of year		$	13.27			$	12.19			$	10.08			$	6.85			$	10.20

Net investment income†			0.08				0.04				0.03				0.05				0.04
Net realized and unrealized gain (loss) on investments			0.68				1.06				2.12				3.23				(3.37	)


Total from investment operations			0.76				1.10				2.15				3.28				(3.33	)

Less dividends and distributions:
From net investment income			(0.08	)			(0.02	)			(0.04	)			(0.05	)			(0.02	)
From net realized gain on investments			(0.39	)			—				—				—				—


Total dividends and distributions			(0.47	)			(0.02	)			(0.04	)			(0.05	)			(0.02	)


Net asset value at end of year		$	13.56			$	13.27			$	12.19			$	10.08			$	6.85

Total investment return^(a)			6.03	%			9.08	%			21.38	%			47.85	%			(32.62	)%

Ratios/Supplemental Data:
Net investment income to average net assets			0.61	%			0.33	%			0.27	%			0.54	%			0.43	%
Net expenses to average daily net assets			0.57	%			0.57	%			0.57	%			0.57	%			0.57	%
Total expenses (before reductions and reimbursements) to average daily net assets			0.63	%			0.63	%			0.64	%			0.66	%			0.65	%
Portfolio turnover rate			65	%			64	%			106	%^(b)			102	%			93	%
Net assets at end of year (in 000’s)		$	465,787			$	465,641			$	427,840			$	359,792			$	277,740

(a)	The total return would have been lower had certain expenses not been reduced or reimbursed during the periods shown.

(b)	Portfolio turnover calculation does not include $23,568,413 of in-kind contributions.

†	Computed using average shares outstanding throughout the year.


172		See accompanying Notes to the Financial Statements.

Mercer US Large Cap Value Equity Fund

Financial Highlights (Continued)


	Year Ended 03/31/13				Year Ended 03/31/12				Year Ended 03/31/11				Year Ended 03/31/10				Year Ended 03/31/09
For a Class Y-3 Share Outstanding Throughout each Period:

Net asset value at beginning of year		$	8.71			$	8.25			$	7.52			$	5.18			$	9.39

Net investment income†			0.18				0.16				0.11				0.11				0.19
Net realized and unrealized gain (loss) on investments			1.26				0.45				0.72				2.37				(4.23	)


Total from investment operations			1.44				0.61				0.83				2.48				(4.04	)

Less dividends and distributions:
From net investment income			(0.20	)			(0.15	)			(0.10	)			(0.14	)			(0.17	)
From net realized gain on investments			—				—				—				—				(0.00	)^(a)


Total dividends and distributions			(0.20	)			(0.15	)			(0.10	)			(0.14	)			(0.17	)


Net asset value at end of year		$	9.95			$	8.71			$	8.25			$	7.52			$	5.18

Total investment return^(b)			16.71	%			7.69	%			11.07	%			47.96	%			(43.31	)%

Ratios/Supplemental Data:
Net investment income to average net assets			2.07	%			2.03	%			1.52	%			1.69	%			2.57	%
Net expenses to average daily net assets			0.55	%			0.55	%			0.55	%			0.55	%			0.55	%
Total expenses (before reductions and reimbursements) to average daily net assets			0.60	%			0.62	%			0.63	%			0.64	%			0.64	%
Portfolio turnover rate			59	%			109	%			117	%^(c)			128	%			238	%
Net assets at end of year (in 000’s)		$	475,898			$	459,999			$	420,518			$	357,787			$	255,400

(a)	Amount rounds to less than $0.01 per share.

(b)	The total return would have been lower had certain expenses not been reduced or reimbursed during the periods shown.

(c)	Portfolio turnover calculation does not include $21,956,759 of in-kind contributions.

†	Computed using average shares outstanding throughout the year.


		See accompanying Notes to the Financial Statements.			173

Mercer US Small/Mid Cap Growth Equity Fund

Financial Highlights (Continued)


	Year Ended 03/31/13				Year Ended 03/31/12				Year Ended 03/31/11				Year Ended 03/31/10				Year Ended 03/31/09
For a Class Y-3 Share Outstanding Throughout each Period:

Net asset value at beginning of year		$	11.62			$	12.49			$	9.75			$	6.19			$	9.84

Net investment loss†			(0.01	)			(0.04	)			(0.03	)			(0.04	)			(0.03	)
Net realized and unrealized gain (loss) on investments			1.31				0.27				2.77				3.60				(3.55	)


Total from investment operations			1.30				0.23				2.74				3.56				(3.58	)

Less dividends and distributions:
From net investment income			(0.01	)			—				—				—				—
From net realized gain on investments			(0.97	)			(1.10	)			—				—				(0.07	)


Total dividends and distributions			(0.98	)			(1.10	)			—				—				(0.07	)


Net asset value at end of year		$	11.94			$	11.62			$	12.49			$	9.75			$	6.19

Total investment return^(a)			12.11	%			3.36	%			28.10	%			57.51	%			(36.43	)%

Ratios/Supplemental Data:
Net investment loss to average net assets			(0.05	)%			(0.36	)%			(0.34	)%			(0.45	)%			(0.36	)%
Net expenses to average daily net assets			0.96	%			0.92	%			0.92	%			0.92	%			0.92	%
Total expenses (before reductions and reimbursements) to average daily net assets			1.01	%			1.01	%			1.02	%			1.04	%			1.07	%
Portfolio turnover rate			54	%			95	%			107	%			92	%			170	%
Net assets at end of year (in 000’s)		$	442,080			$	300,176			$	300,980			$	220,665			$	133,116

(a)	The total return would have been lower had certain expenses not been reduced or reimbursed during the periods shown.

†	Computed using average shares outstanding throughout the year.


174		See accompanying Notes to the Financial Statements.

Mercer US Small/Mid Cap Value Equity Fund

Financial Highlights (Continued)


	Year Ended 03/31/13				Year Ended 03/31/12				Year Ended 03/31/11				Year Ended 03/31/10				Year Ended 03/31/09
For a Class Y-3 Share Outstanding Throughout each Period:

Net asset value at beginning of year		$	9.94			$	10.64			$	8.64			$	5.26			$	8.85

Net investment income†			0.13				0.06				0.05				0.06				0.09
Net realized and unrealized gain (loss) on investments			1.46				(0.14	)^(a)			2.05				3.35				(3.61	)


Total from investment operations			1.59				(0.08	)			2.10				3.41				(3.52	)

Less dividends and distributions:
From net investment income			(0.11	)			(0.04	)			(0.10	)			(0.03	)			(0.06	)
From net realized gain on investments			(0.37	)			(0.58	)			—				—				(0.01	)


Total dividends and distributions			(0.48	)			(0.62	)			(0.10	)			(0.03	)			(0.07	)


Net asset value at end of year		$	11.05			$	9.94			$	10.64			$	8.64			$	5.26

Total investment return^(b)			16.51	%			(0.03	)%			24.36	%			64.86	%			(39.85	)%

Ratios/Supplemental Data:
Net investment income to average net assets			1.26	%			0.60	%			0.65	%			0.81	%			1.20	%
Net expenses to average daily net assets			0.96	%			0.92	%			0.92	%			0.92	%			0.92	%
Total expenses (before reductions and reimbursements) to average daily net assets			1.01	%			1.01	%			1.02	%			1.07	%			1.08	%
Portfolio turnover rate			80	%			92	%			95	%			119	%			120	%
Net assets at end of year (in 000’s)		$	429,412			$	292,391			$	295,626			$	222,102			$	124,586

(a)	The amount shown for a share outstanding does not correspond with the aggregate net realized and unrealized gain for the period due to the timing of sales of the Fund in relation to the fluctuating net asset value per share of the Fund.

(b)	The total return would have been lower had certain expenses not been reduced or reimbursed during the periods shown.

†	Computed using average shares outstanding throughout the year.


		See accompanying Notes to the Financial Statements.			175

Mercer Non-US Core Equity Fund

Financial Highlights (Continued)


	Year Ended 03/31/13				Year Ended 03/31/12				Year Ended 03/31/11				Year Ended 03/31/10				Year Ended 03/31/09
For a Class Y-3 Share Outstanding Throughout each Period:

Net asset value at beginning of year		$	9.72			$	10.46			$	9.73			$	6.29			$	12.76

Net investment income†			0.21				0.25				0.17				0.17				0.25
Net realized and unrealized gain (loss) on investments			0.90				(0.81	)			0.74				3.38				(6.51	)


Total from investment operations			1.11				(0.56	)			0.91				3.55				(6.26	)

Less dividends and distributions:
From net investment income			(0.25	)			(0.18	)			(0.18	)			(0.11	)			(0.12	)
From net realized gain on investments			—				—				—				—				(0.09	)


Total dividends and distributions			(0.25	)			(0.18	)			(0.18	)			(0.11	)			(0.21	)


Net asset value at end of year		$	10.58			$	9.72			$	10.46			$	9.73			$	6.29

Total investment return^(a)			11.53	%			(5.15	)%			9.45	%			56.52	%			(49.30	)%

Ratios/Supplemental Data:
Net investment income to average net assets			2.17	%			2.57	%			1.76	%			1.93	%			2.68	%
Net expenses to average daily net assets			0.83	%			0.82	%			0.82	%			0.82	%			0.82	%
Total expenses (before reductions and reimbursements) to average daily net assets			0.86	%			0.92	%			0.92	%			0.94	%			0.95	%
Portfolio turnover rate			90	%			105	%^(b)			87	%			51	%			64	%
Net assets at end of year (in 000’s)		$	2,138,930			$	1,892,784			$	1,563,529			$	1,042,831			$	485,543

(a)	The total return would have been lower had certain expenses not been reduced or reimbursed during the periods shown.

(b)	Portfolio turnover calculation does not include $9,536,640 of in-kind transactions.

†	Computed using average shares outstanding throughout the year.


176		See accompanying Notes to the Financial Statements.

Mercer Core Opportunistic Fixed Income Fund

Financial Highlights (Continued)


	Year Ended 03/31/13				Year Ended 03/31/12				Year Ended 03/31/11				Year Ended 03/31/10				Year Ended 03/31/09
For a Class Y-3 Share Outstanding Throughout each Period:

Net asset value at beginning of year		$	10.58			$	10.23			$	10.11			$	9.00			$	10.24

Net investment income†			0.27				0.33				0.29				0.40				0.50
Net realized and unrealized gain (loss) on investments			0.37				0.46				0.34				0.98				(0.91	)


Total from investment operations			0.64				0.79				0.63				1.38				(0.41	)

Less dividends and distributions:
From net investment income			(0.31	)			(0.31	)			(0.36	)			(0.27	)			(0.63	)
From net realized gain on investments			(0.23	)			(0.13	)			(0.15	)			—				(0.20	)


Total dividends and distributions			(0.54	)			(0.44	)			(0.51	)			(0.27	)			(0.83	)


Net asset value at end of year		$	10.68			$	10.58			$	10.23			$	10.11			$	9.00

Total investment return^(a)			6.15	%			7.88	%			6.25	%			15.34	%			(3.90	)%

Ratios/Supplemental Data:
Net investment income to average net assets			2.51	%			3.13	%			2.79	%			4.12	%			5.16	%
Net expenses to average daily net assets			0.37	%			0.37	%			0.37	%			0.37	%			0.37	%
Total expenses (before reductions and reimbursements) to average daily net assets			0.43	%			0.44	%			0.45	%			0.47	%			0.47	%
Portfolio turnover rate			125	%			181	%			379	%			276	%			229	%
Net assets at end of year (in 000’s)		$	1,093,253			$	1,025,624			$	1,043,027			$	758,780			$	394,347

(a)	The total return would have been lower had certain expenses not been reduced or reimbursed during the periods shown.

†	Computed using average shares outstanding throughout the year.


		See accompanying Notes to the Financial Statements.			177

Mercer Emerging Markets Equity Fund

Financial Highlights (Continued)


	Period Ended March 31, 2013^(a)
For a Class Y-3 Share Outstanding Throughout the Period:

Net asset value at beginning of period		$	10.00

Net investment income†			0.10
Net realized and unrealized gain on investments			0.46


Total from investment operations			0.56

Less dividends and distributions:
From net investment income			(0.06	)
From net realized gain on investments			(0.01	)


Total dividends and distributions			(0.07	)


Net asset value at end of period		$	10.49

Total investment return^(b)			5.64	%**

Ratios/Supplemental Data:
Net investment income to average net assets			1.08	%*
Net expenses to average daily net assets			0.95	%* ^(c)
Total expenses (before reductions and reimbursements) to average daily net assets			1.15	%*
Portfolio turnover rate			52	%**
Net assets at end of period (in 000’s)		$	517,085

(a)	The Fund commenced operations on May 1, 2012.

(b)	The total return would have been lower had certain expenses not been reduced or reimbursed during the period shown.

(c)	Includes interest expense that amounts to less than 0.01%.

†	Computed using average shares outstanding throughout the period.

*	Annualized

**	Not annualized


178		See accompanying Notes to the Financial Statements.

Mercer Global Low Volatility Equity Fund

Financial Highlights (Continued)


	Period Ended March 31, 2013^(a)
For a Class Y-3 Share Outstanding Throughout the Period:

Net asset value at beginning of period		$	10.00

Net investment income†			0.07
Net realized and unrealized gain on investments			1.14


Total from investment operations			1.21

Less dividends and distributions:
From net investment income			(0.02	)


Total dividends and distributions			(0.02	)


Net asset value at end of period		$	11.19

Total investment return^(b)			12.13	%**

Ratios/Supplemental Data:
Net investment income to average net assets			1.62	%*
Net expenses to average daily net assets			0.85	%*
Total expenses (before reductions and reimbursements) to average daily net assets			1.00	%*
Portfolio turnover rate			12	%**
Net assets at end of period (in 000’s)		$	301,230

(a)	The Fund commenced operations on November 6, 2012.

(b)	The total return would have been lower had certain expenses not been reduced or reimbursed during the period shown.

†	Computed using average shares outstanding throughout the period.

*	Annualized

**	Not annualized


		See accompanying Notes to the Financial Statements.			179

Mercer US Short Maturity Fixed Income Fund

Financial Highlights (Continued)


	Year Ended 03/31/13				Year Ended 03/31/12				Year Ended 03/31/11				Year Ended 03/31/10				Year Ended 03/31/09
For a Class Y-3 Share Outstanding Throughout each Period:

Net asset value at beginning of year		$	9.57			$	9.56			$	9.51			$	8.57			$	10.01

Net investment income†			0.11				0.15				0.15				0.30				0.40
Net realized and unrealized gain (loss) on investments			0.00	^(a)			0.05				0.06				0.83				(1.16	)


Total from investment operations			0.11				0.20				0.21				1.13				(0.76	)

Less dividends and distributions:
From net investment income			(0.12	)			(0.19	)			(0.16	)			(0.19	)			(0.68	)


Total dividends and distributions			(0.12	)			(0.19	)			(0.16	)			(0.19	)			(0.68	)


Net asset value at end of year		$	9.56			$	9.57			$	9.56			$	9.51			$	8.57

Total investment return^(b)			1.14	%			2.07	%			2.19	%			13.19	%			(7.52	)%

Ratios/Supplemental Data:
Net investment income to average net assets			1.15	%			1.52	%			1.60	%			3.24	%			4.16	%
Net expenses to average daily net assets			0.32	%			0.32	%			0.32	%			0.32	%			0.32	%
Total expenses (before reductions and reimbursements) to average daily net assets			0.60	%			0.53	%			0.47	%			0.61	%			0.49	%
Portfolio turnover rate			32	%			32	%			61	%			589	%			217	%
Net assets at end of year (in 000’s)		$	47,100			$	44,166			$	67,950			$	47,487			$	18,904

(a)	Amount rounds to less than $0.01 per share.

(b)	The total return would have been lower had certain expenses not been reduced or reimbursed during the periods shown.

†	Computed using average shares outstanding throughout the year.


180		See accompanying Notes to the Financial Statements.

Mercer Funds

Notes to the Financial Statements

March 31, 2013

1.	Organization

Mercer Funds (the “Trust”) consists of the following nine series: Mercer US Large Cap Growth Equity Fund (“Large Cap Growth”), Mercer US Large Cap Value Equity Fund (“Large Cap Value”), Mercer US Small/Mid Cap Growth Equity Fund (“Small/Mid Cap Growth”), Mercer US Small/Mid Cap Value Equity Fund (“Small/Mid Cap Value”), Mercer Non-US Core Equity Fund (“Non-US Core Equity”), Mercer Core Opportunistic Fixed Income Fund (“Core Opportunistic”), Mercer Emerging Markets Equity Fund (“Emerging Markets”), which commenced operations on May 1, 2012, Mercer Global Low Volatility Equity Fund (“Global Low Volatility”), which commenced operations on November 6, 2012 and Mercer US Short Maturity Fixed Income Fund (“Short Maturity”), (each a “Fund,” and collectively referred to as the “Funds”). The Trust is a Delaware statutory trust, established on March 11, 2005. The Trust is registered as an investment company under the Investment Company Act of 1940 (the “1940 Act”). The Funds’ investment advisor is Mercer Investment Management, Inc. (the “Advisor”). The Advisor manages each Fund using a “manager of managers” approach by selecting one or more subadvisors (each a “Subadvisor,” and collectively referred to as the “Subadvisors”) to manage each Fund.

Each Fund is classified as “diversified” for purposes of the 1940 Act.

The investment objectives of the Funds are:


Fund		Investment Objective
Large Cap Growth		Long-term total return, which includes capital appreciation and income
Large Cap Value		Long-term total return, which includes capital appreciation and income
Small/Mid Cap Growth		Long-term total return, comprised primarily of capital appreciation
Small/Mid Cap Value		Long-term total return, comprised primarily of capital appreciation
Non-US Core Equity		Long-term total return, which includes capital appreciation and income
Core Opportunistic		Total return, consisting of both current income and capital appreciation
Emerging Markets		Long-term total return, which includes capital appreciation and income
Global Low Volatility		Long-term total return, which includes capital appreciation and income
Short Maturity		Safety of principal and a moderate level of income

Each Fund is authorized to offer interests in four classes of shares: Class S, Class Y-1, Class Y-2 and Class Y-3. The principal difference between the classes of shares is the level of shareholder service, marketing and administrative fees borne by the classes. As of March 31, 2013, only the Class Y-3 shares of each Fund had commenced operations.

2.	Significant Accounting Policies

The following are significant accounting policies followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from these estimates.

(a) Security Valuation

Each Fund’s investments are valued as of the close of regular trading on the New York Stock Exchange (“NYSE”) on each day when the NYSE is open. Portfolio securities listed on an exchange normally are valued at the last sale or

181

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

official closing price on the day on which the securities are valued or, lacking any sales on such day, at the last available bid price using prices as of the close of trading. In cases where securities are traded on more than one exchange, the securities are generally valued on the exchange considered by the Advisor or the applicable Subadvisor as the primary market for such securities. Securities traded in the over-the-counter market and listed on the NASDAQ Stock Market (“NASDAQ”) normally are valued at the NASDAQ Official Closing Price; other over-the-counter securities are valued at the last bid price available prior to valuation (other than short-term investments, which are valued as described below). The Funds may invest in securities that are traded in foreign markets. Foreign securities will be converted into U.S. dollar equivalents based on the exchange rate in effect at a uniform time on each business day. Investments in open-end investment companies are valued at their net asset value (“NAV”) per share.

The Board of Trustees of the Trust (the “Board”) has delegated its responsibility for valuing portfolio securities to the Advisor, subject to continuing Board oversight. The Advisor has appointed a Valuation Committee that is responsible for overseeing the day-to-day process of valuing portfolio securities. With respect to portfolio securities for which market quotations are not readily available or (in the opinion of the Advisor or the applicable Subadvisor) do not otherwise accurately reflect the fair values of the securities, the Valuation Committee will value such securities at fair value based upon procedures approved by the Board. Certain fixed-income securities may be valued based upon appraisals received from a pricing service using a computerized matrix system or based upon appraisals derived from information concerning the securities or similar securities received from a recognized dealer or dealers in those securities. It should be recognized that judgment often plays a greater role in valuing thinly traded securities, as well as bonds and other securities with few dealer quotations, than is the case with respect to securities for which a broader range of dealer quotations and last-sale information is available. Each Fund generally values short-term investments, which mature in 60 days or less, at amortized cost, which approximates fair value unless the Board determines that this approach does not represent fair value.

Derivative financial instruments, such as futures contracts or options contracts that are traded on a national securities exchange, are stated at the last reported sale or settlement price on the day of valuation. Futures traded on inactive markets are valued using broker quotations. Over the counter derivative financial instruments, such as foreign currency contracts, options contracts, or swaps agreements, derive their value from underlying asset prices, indices, reference rates, and other inputs or a combination of these factors. These contracts are normally valued on the basis of pricing service providers or broker dealer quotations. Depending on the derivative type and the terms of the derivative, the value of the derivative financial instruments is assigned by pricing service providers using a series of techniques, which may include pricing models. The pricing models use inputs that are observed from actively quoted markets such as issuer details, indices, spreads, interest rates, curves, volatilities, dividends and exchange rates.

Senior secured floating rate loans and senior secured floating rate debt securities are valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as ratings, yield curves, prepayment speeds, tranche type, industry, company performance, spread, individual trading characteristics, institutional size trading in similar groups of securities and other market data.

The application of fair value pricing represents a good faith determination based on specific procedures performed under the supervision of the Board. Due to the subjective nature of fair value pricing, there can be no assurance that a Fund could realize the fair value assigned to the security if the Fund were to sell the security at approximately the time at which the Fund determines its NAV per share. A Fund’s value for a particular security may be different from the last quoted market price.

The Funds follow Financial Accounting Standards Board (“FASB”) “Fair Value Measurements”. Under GAAP for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.

•

Level 1 — quoted prices unadjusted in active markets for identical investments

•

Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

182

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

•

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The assets and liabilities shown in the Statements of Assets and Liabilities related to investments purchased for TBA or when-issued securities, approximate fair value and are determined using Level 2 inputs, as of March 31, 2013. The assets and liabilities shown in the Statements of Assets and Liabilities related to cash collateral held at or due to a broker for TBA securities, swap contracts and futures contracts are determined using Level 1 inputs as of March 31, 2013.

At March 31, 2013, Large Cap Growth, Small/Mid Cap Growth and Small/Mid Cap Value each held long-term investments determined using Level 1 inputs, with corresponding major categories as shown in the schedules of investments, and short-term investment positions in a Euro Time Deposit and in State Street Navigator Securities Lending Prime Portfolio, as shown in the schedules of investments, which are determined using Level 2 inputs. Small/Mid Cap Value also held one long-term Level 2 security which had a $0 value.

At March 31, 2013, Short Maturity held all long-term investments and short-term investment positions in a Euro Time Deposit and in State Street Navigator Securities Lending Prime Portfolio, all determined using Level 2 inputs, with corresponding major categories, as shown in the schedule of investments.

The following is a summary of the inputs used as of March 31, 2013 in valuing the assets and liabilities of Large Cap Value, Non-US Core Equity, Core Opportunistic, Emerging Markets and Global Low Volatility for which fair valuation was used:

Large Cap Value

ASSETS VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Common Stocks
Advertising	$	2,808,293	$	—	$	—	$	2,808,293
Aerospace & Defense		10,871,205		—		—		10,871,205
Agriculture		181,831		—		—		181,831
Airlines		2,625,090		—		—		2,625,090
Auto Manufacturers		4,804,732		—		—		4,804,732
Auto Parts & Equipment		5,591,019		—		—		5,591,019
Banks		34,120,225		—		—		34,120,225
Beverages		4,051,932		—		—		4,051,932
Biotechnology		4,131,460		—		—		4,131,460
Chemicals		2,033,282		—		—		2,033,282
Commercial Services		10,482,628		—		—		10,482,628
Computers		11,836,183		—		—		11,836,183
Cosmetics & Personal Care		718,087		—		—		718,087
Diversified Financial Services		47,488,286		—		—		47,488,286
Electric		5,793,911		—		—		5,793,911
Electronics		840,151		—		—		840,151
Food		13,331,201		—		—		13,331,201
Forest Products & Paper		2,475,494		—		—		2,475,494

183

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Health Care - Products	$	12,631,229	$	—	$	—	$	12,631,229
Health Care - Services		9,069,923		—		—		9,069,923
Housewares		1,794,114		—		—		1,794,114
Insurance		40,570,046		—		—		40,570,046
Internet		3,748,910		—		—		3,748,910
Iron & Steel		990,600		—		—		990,600
Leisure Time		1,744,498		—		—		1,744,498
Lodging		5,590,278		—		—		5,590,278
Machinery - Construction & Mining		2,276,085		—		—		2,276,085
Machinery - Diversified		4,721,413		—		—		4,721,413
Media		30,972,531		—		—		30,972,531
Miscellaneous - Manufacturing		22,401,178		—		—		22,401,178
Office & Business Equipment		1,827,990		—		—		1,827,990
Oil & Gas		48,633,702		—		—		48,633,702
Oil & Gas Services		8,337,165		—		—		8,337,165
Packaging & Containers		1,807,075		—		—		1,807,075
Pharmaceuticals		35,127,862		—		—		35,127,862
REITS		1,464,762		—		—		1,464,762
Retail		26,346,497		—		—		26,346,497
Semiconductors		7,383,077		—		—		7,383,077
Software		13,327,936		—		—		13,327,936
Telecommunications		21,603,367		—		—		21,603,367
Transportation		3,223,584		—		—		3,223,584

Total Common Stocks		469,778,832		—		—		469,778,832

Preferred Stock
Auto Manufacturers		1,359,051		—		—		1,359,051

Total Preferred Stock		1,359,051		—		—		1,359,051

Short-Term Investments
Bank Deposit		—		2,511,925		—		2,511,925
Securities Lending Collateral		—		7,182,165		—		7,182,165

Total Short-Term Investments		—		9,694,090		—		9,694,090

Total	$	471,137,883	$	9,694,090	$	—	$	480,831,973

LIABILITIES VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total
Forward Foreign Currency Contracts
Sales	$	—	$	(11,423	)	$	—	$	(11,423	)

Total	$	—	$	(11,423	)	$	—	$	(11,423	)

184

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

Non-US Core Equity

ASSETS VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total
Common Stocks
Australia	$	66,695,729	$	0	*	$	—	$	66,695,729
Austria		7,413,347		—			—		7,413,347
Belgium		9,785,993		—			—		9,785,993
Bermuda		21,583,947		—			—		21,583,947
Brazil		9,645,897		—			—		9,645,897
Canada		20,909,656		—			—		20,909,656
Cayman Islands		16,115,167		—			—		16,115,167
China		4,319,044		—			—		4,319,044
Denmark		40,617,903		—			—		40,617,903
Finland		27,586,376		—			—		27,586,376
France		175,322,249		—			—		175,322,249
Germany		187,128,294		—			—		187,128,294
Gibraltar		143,712		—			—		143,712
Greece		2,997,436		—			—		2,997,436
Hong Kong		40,566,999		—			—		40,566,999
India		11,670,891		—			—		11,670,891
Indonesia		11,142,032		—			—		11,142,032
Ireland		6,048,991		—			—		6,048,991
Israel		7,770,455		—			—		7,770,455
Italy		52,968,421		—			—		52,968,421
Japan		482,234,522		—			—		482,234,522
Luxembourg		7,706,531		—			—		7,706,531
Malaysia		3,386,699		—			—		3,386,699
Malta		1,106,115		—			—		1,106,115
Mauritius		1,789,650		—			—		1,789,650
Mexico		7,983,677		—			—		7,983,677
Netherlands		49,929,919		—			—		49,929,919
New Zealand		2,228,533		—			—		2,228,533
Norway		23,615,136		—			—		23,615,136
Portugal		1,194,610		—			—		1,194,610
Russia		—		7,206,702			—		7,206,702
Singapore		9,927,287		—			—		9,927,287
South Africa		6,790,144		—			—		6,790,144
South Korea		17,831,945		—			—		17,831,945
Spain		45,764,448		—			—		45,764,448
Sweden		76,421,192		—			—		76,421,192
Switzerland		155,849,172		—			—		155,849,172
Taiwan		6,121,136		—			—		6,121,136
Thailand		—		9,618,866			—		9,618,866
United Kingdom		388,461,892		—			—		388,461,892

Total Common Stocks		2,008,775,147		16,825,568			—		2,025,600,715

185

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Investment Companies
United States	$	26,839,749	$	—	$	—	$	26,839,749

Total Investment Companies		26,839,749		—		—		26,839,749

Preferred Stocks
Brazil		1,908,019		—		—		1,908,019
Germany		25,036,612		—		—		25,036,612

Total Preferred Stocks		26,944,631		—		—		26,944,631

Rights
United Kingdom		302,570		—		—		302,570

Total Rights		302,570		—		—		302,570

Options Purchased
Put Options		—		639,644		—		639,644

Total Options Purchased		—		639,644		—		639,644

Short-Term Investments
Bank Deposit		—		49,795,728		—		49,795,728
Securities Lending Collateral		—		65,114,408		—		65,114,408

Total Short-Term Investments		—		114,910,136		—		114,910,136

Total	$	2,062,862,097	$	132,375,348	$	—	$	2,195,237,445

Represents one security at $0 value as of March 31, 2013.

Core Opportunistic

ASSETS VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)			Total
Debt Obligations
Asset Backed Securities	$	—	$	36,795,290	$	—		$	36,795,290
Bank Loans		—		9,237,988		—			9,237,988
Corporate Debt		—		378,263,281		0	*		378,263,281
Mortgage Backed Securities - Private Issuers		—		22,167,074		—			22,167,074
Mortgage Backed Securities - U.S. Government Agency Obligations		—		281,776,528		—			281,776,528
Municipal Obligations		—		50,476,196		—			50,476,196
Sovereign Debt Obligations		—		23,385,960		—			23,385,960
U.S. Government and Agency Obligations		—		341,335,085		—			341,335,085

Total Debt Obligations		—		1,143,437,402		0			1,143,437,402

186

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Common Stocks
Auto Manufacturers	$	287,589	$	—	$	—	$	287,589
Building Materials		143,223		—		—		143,223
Diversified Financial Services		76,264		—		—		76,264

Total Common Stocks		507,076		—		—		507,076

Preferred Stocks
Banks		773,250		—		—		773,250
Diversified Financial Services		2,538,863		—		—		2,538,863

Total Preferred Stocks		3,312,113		—		—		3,312,113

Warrants
Auto Manufacturers		228,977		—		—		228,977
Media		18,037		—		—		18,037
Oil & Gas Services		5,223		—		—		5,223

Total Warrants		252,237		—		—		252,237

Options Purchased
Put Options		3,450		204,758		—		208,208

Total Options Purchased		3,450		204,758		—		208,208

Short-Term Investments
Bank Deposit		—		57,269,153		—		57,269,153
Certificates of Deposit		—		11,655,855		—		11,655,855
Securities Lending Collateral		—		10,976,300		—		10,976,300
U.S. Government and Agency Obligations		—		90,900		—		90,900

Total Short-Term Investments		—		79,992,208		—		79,992,208

Forward Foreign Currency Contracts
Buys		—		12,624		—		12,624
Sales		—		547,215		—		547,215

Total Forward Foreign Currency Contracts		—		559,839		—		559,839

Futures Contracts
Buys		1,996		28,370		—		30,366

Total Futures Contracts		1,996		28,370		—		30,366

Swap Contracts
Interest Rate Swaps		—		782,845		—		782,845
Centrally Cleared Interest Rate Swaps**		—		46,749		—		46,749
Credit Default Swaps		—		164,400		—		164,400

Total Swap Contracts		—		993,994		—		993,994

Total	$	4,076,872	$	1,225,216,571	$	0	$	1,229,293,443

187

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

LIABILITIES VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total
TBA Sale Commitments	$	—		$	(5,301,562	)	$	—	$	(5,301,562	)

Forward Foreign Currency Contracts
Buys		—			(480,024	)		—		(480,024	)
Sales		—			(369,936	)		—		(369,936	)

Total Forward Foreign Currency Contracts		—			(849,960	)		—		(849,960	)

Futures Contracts
Buys		(65,448	)		—			—		(65,448	)
Sales		(561,991	)		(8,033	)		—		(570,024	)

Total Futures Contracts		(627,439	)		(8,033	)		—		(635,472	)

Written Options		(21,057	)		(248,092	)		—		(269,149	)

Swap Contracts
Interest Rate Swaps		—			(102,639	)		—		(102,639	)
Centrally Cleared Interest Rate Swaps**		—			(127,844	)		—		(127,844	)
Credit Default Swaps		—			(82,699	)		—		(82,699	)

Total Swap Contracts		—			(313,182	)		—		(313,182	)

Total	$	(648,496	)	$	(6,720,829	)	$	—	$	(7,369,325	)

Represents three securities at $0 value as of March 31, 2013.

Centrally cleared swaps are valued at unrealized appreciation/depreciation.

Emerging Markets

ASSETS VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Common Stocks
Bermuda	$	3,109,199	$	—	$	—	$	3,109,199
Brazil		41,517,919		—		—		41,517,919
Cayman Islands		15,254,345		—		—		15,254,345
Chile		8,497,023		—		—		8,497,023
China		44,489,059		—		—		44,489,059
Colombia		5,797,524		—		—		5,797,524
Czech Republic		2,539,439		—		—		2,539,439
Hong Kong		23,174,962		—		—		23,174,962
Hungary		300,870		—		—		300,870
India		62,815,427		—		—		62,815,427
Indonesia		14,237,473		—		—		14,237,473
Malaysia		22,008,169		—		—		22,008,169
Mexico		50,214,329		—		—		50,214,329

188

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Peru	$	2,148,164	$	—	$	—	$	2,148,164
Philippines		5,198,180		—		—		5,198,180
Poland		5,971,748		—		—		5,971,748
Russia		13,468,217		—		—		13,468,217
Singapore		2,334,354		—		—		2,334,354
South Africa		24,521,098		—		—		24,521,098
South Korea		39,873,827		—		—		39,873,827
Taiwan		40,441,208		—		—		40,441,208
Thailand		9,716,821		4,699,758		—		14,416,579
Turkey		7,703,742		—		—		7,703,742
United Kingdom		29,701,624		—		—		29,701,624
United States		131,495		—		—		131,495

Total Common Stocks		475,166,216		4,699,758		—		479,865,974

Preferred Stocks
Brazil		9,858,871		—		—		9,858,871

Total Preferred Stocks		9,858,871		—		—		9,858,871

Short-Term Investments
Bank Deposit		—		22,971,172		—		22,971,172
Securities Lending Collateral		—		9,271,211		—		9,271,211

Total Short-Term Investments		—		32,242,383		—		32,242,383

Forward Foreign Currency Contracts
Buys		—		630,238		—		630,238
Sales		—		421,395		—		421,395

Total Forward Foreign Currency Contracts		—		1,051,633		—		1,051,633

Futures Contracts
Buys		160,649		—		—		160,649
Sales		27,872		—		—		27,872

Total Futures Contracts		188,521		—		—		188,521

Synthetic Futures		—		13		—		13

Total	$	485,213,608	$	37,993,787	$	—	$	523,207,395

189

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

LIABILITIES VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)			Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total
Forward Foreign Currency Contracts
Buys	$	—		$	(1,120,956	)	$	—	$	(1,120,956	)
Sales		—			(162,251	)		—		(162,251	)

Total Forward Foreign Currency Contracts		—			(1,283,207	)		—		(1,283,207	)

Futures Contracts
Buys		(171,101	)		—			—		(171,101	)
Sales		(42,645	)		—			—		(42,645	)

Total Futures Contracts		(213,746	)		—			—		(213,746	)

Synthetic Futures		—			(156,430	)		—		(156,430	)

Total	$	(213,746	)	$	(1,439,637	)	$	—	$	(1,653,383	)

Global Low Volatility

ASSETS VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
Common Stocks
Australia	$	3,542,444	$	—	$	—	$	3,542,444
Austria		702,483		—		—		702,483
Belgium		1,951,659		—		—		1,951,659
Bermuda		661,033		—		—		661,033
Canada		11,685,728		—		—		11,685,728
Denmark		3,427,549		—		—		3,427,549
France		10,240,866		—		—		10,240,866
Germany		4,748,219		—		—		4,748,219
Hong Kong		1,491,035		—		—		1,491,035
Ireland		1,141,564		—		—		1,141,564
Israel		1,427,559		—		—		1,427,559
Italy		166,512		—		—		166,512
Japan		28,288,027		—		—		28,288,027
Malaysia		286,228		—		—		286,228
Mexico		1,560,925		—		—		1,560,925
Netherlands		2,200,625		—		—		2,200,625
New Zealand		797,660		—		—		797,660
Norway		875,468		—		—		875,468
Portugal		421,098		—		—		421,098
Russia		15,530		—		—		15,530
Singapore		1,680,227		—		—		1,680,227
South Africa		663,231		—		—		663,231

190

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
South Korea	$	856,100	$	—	$	—	$	856,100
Spain		529,209		—		—		529,209
Sweden		1,716,914		—		—		1,716,914
Switzerland		17,257,004		—		—		17,257,004
Thailand		440,437		—		—		440,437
United Kingdom		18,125,999		—		—		18,125,999
United States		152,952,922		—		—		152,952,922

Total Common Stocks		269,854,255		—		—		269,854,255

Investment Company
United States		4,648,945		—		—		4,648,945

Total Investment Company		4,648,945		—		—		4,648,945

Preferred Stocks
Germany		579,695		—		—		579,695
Japan		182,402		—		—		182,402
Sweden		40,650		—		—		40,650
United States		145,085		—		—		145,085

Total Preferred Stocks		947,832		—		—		947,832

Warrants
United States		263,625		—		—		263,625

Total Warrants		263,625		—		—		263,625

Short-Term Investments
Bank Deposit		—		25,016,810		—		25,016,810

Total Short-Term Investments		—		25,016,810		—		25,016,810

Forward Foreign Currency Contracts
Sales		—		626,503		—		626,503

Total Forward Foreign Currency Contracts		—		626,503		—		626,503

Total	$	275,714,657	$	25,643,313	$	—	$	301,357,970

LIABILITIES VALUATION INPUT


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)		Total
Forward Foreign Currency Contracts
Buys	$	—	$	(21,583	)	$	—	$	(21,583	)
Sales		—		(33,065	)		—		(33,065	)

Total Forward Foreign Currency Contracts		—		(54,648	)		—		(54,648	)

Total	$	—	$	(54,648	)	$	—	$	(54,648	)

191

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

There were no significant transfers between Level 1 and Level 2 securities within each of the Funds for the year ended March 31, 2013. For financial statement reporting purposes, the Funds recognize transfers between Levels as of the end of the reporting period.

The following table includes a rollforward of the amounts for the year ended March 31, 2013 for financial instruments classified as Level 3:

Core Opportunistic


Investments in Securities	Balance as of March 31, 2012			Realized Gain (Loss)			Change in Unrealized Appreciation (Depreciation)				Net Transfers In (Out) of Level 3				Sales				Balance as of March 31, 2013				Change in Unrealized Appreciation (Depreciation) from Investments Held at March 31, 2013
DEBT OBLIGATIONS
Corporate Debt		$	24,949^		$	—		$	(23,104	)		$	(1,750	)¹		$	(95	)		$	0	^^		$	(23,104	)

Total		$	24,949^		$	—		$	(23,104	)		$	(1,750	)¹		$	(95	)		$	0	^^		$	(23,104	)

For financial statement reporting purposes, the Funds recognize transfers between Levels as of the end of the reporting period.

Includes three securities at $0 value as of March 31, 2012.

Three securities at $0 value as of March 31, 2013.

A corporate debt obligation classified as Level 3 at March 31, 2012 is now classified as Level 2. The change in level designation is reflective of the utilization during the current period of valuations, provided by a nationally recognized pricing service, that are based on market observable information (i.e. yield curves).

Disclosures about Derivative Instruments and Hedging Activities

The Funds follow FASB ASC 815 “Disclosures about Derivative Instruments and Hedging Activities” (“ASC 815”), which requires enhanced disclosures about their use of, and accounting for, derivative instruments and effect on the results of operations and financial position.

Non-US Core Equity and Emerging Markets held rights during the year as a result of corporate actions. Non-US Core Equity, Core Opportunistic and Global Low Volatility held warrants during the year as a result of corporate actions.

At March 31, 2013 and during the period then ended, the Funds had the following derivatives and transactions in derivatives, grouped into appropriate risk categories:

Large Cap Value

LIABILITY DERIVATIVES


	Foreign Exchange Risk			Total
Forward Foreign Currency Contracts⁽⁵⁾	$	(11,423	)	$	(11,423	)

Total Value	$	(11,423	)	$	(11,423	)

192

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION)


	Foreign Exchange Risk			Total
Forward Foreign Currency Contracts⁽¹³⁾	$	(11,423	)	$	(11,423	)

Total Change in Net Unrealized Appreciation (Depreciation)	$	(11,423	)	$	(11,423	)

NUMBER OF CONTRACTS⁽¹⁷⁾


	Foreign Exchange Risk			Total
Forward Foreign Currency Contracts		(2,350,973	)		(2,350,973	)

Small/Mid Cap Value

NET REALIZED GAIN (LOSS)


	Equity Risk		Total
Futures Contracts⁽⁹⁾	$	145,283	$	145,283

Total Net Realized Gain (Loss)	$	145,283	$	145,283

CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION)


	Equity Risk			Total
Futures Contracts⁽¹⁴⁾	$	(8,980	)	$	(8,980	)

Total Change in Net Unrealized Appreciation (Depreciation)	$	(8,980	)	$	(8,980	)

NUMBER OF CONTRACTS⁽¹⁷⁾


	Equity Risk		Total
Futures Contracts		23		23

Non-US Core Equity

ASSET DERIVATIVES


	Foreign Exchange Risk		Equity Risk		Total
Rights⁽¹⁾	$	—	$	302,570	$	302,570
Options Purchased⁽¹⁾		639,644		—		639,644

Total Value	$	639,644	$	302,570	$	942,214

NET REALIZED GAIN (LOSS)


	Foreign Exchange Risk		Equity Risk			Total
Rights⁽⁷⁾	$	—	$	455,558		$	455,558
Warrants⁽⁷⁾		—		(3,766,540	)		(3,766,540	)
Options Purchased⁽⁷⁾		79,662		—			79,662

Total Net Realized Gain (Loss)	$	79,662	$	(3,310,982	)	$	(3,231,320	)

193

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION)


	Foreign Exchange Risk		Equity Risk		Total
Rights⁽¹²⁾	$	—	$	237,679	$	237,679
Warrants⁽¹²⁾		—		2,381,303		2,381,303
Options Purchased⁽¹²⁾		338,225		—		338,225

Total Change in Net Unrealized Appreciation (Depreciation)	$	338,225	$	2,618,982	$	2,957,207

NUMBER OF CONTRACTS, NOTIONAL AMOUNTS OR SHARES/UNITS⁽¹⁷⁾


	Foreign Exchange Risk		Equity Risk		Total
Rights		—		498,700		498,700
Warrants		—		233,641		233,641
Options Purchased		1,604,209,893		—		1,604,209,893

Core Opportunistic

ASSET DERIVATIVES


	Interest Rate Risk			Foreign Exchange Risk		Credit Risk		Equity Risk		Total
Warrants⁽¹⁾	$	—		$	—	$	—	$	252,237	$	252,237
Options Purchased⁽¹⁾		208,208			—		—		—		208,208
Forward Foreign Currency Contracts⁽²⁾		—			559,839		—		—		559,839
Futures Contracts⁽³⁾		30,366			—		—		—		30,366
Swap Contracts⁽⁴⁾		829,594	*		—		164,400		—		993,994

Total Value	$	1,068,168		$	559,839	$	164,400	$	252,237	$	2,044,644

LIABILITY DERIVATIVES


	Interest Rate Risk			Foreign Exchange Risk			Credit Risk			Equity Risk		Total
Forward Foreign Currency Contracts⁽⁵⁾	$	—		$	(849,960	)	$	—		$	—	$	(849,960	)
Futures Contracts⁽³⁾		(635,472	)		—			—			—		(635,472	)
Options Written⁽⁶⁾		(269,149	)		—			—			—		(269,149	)
Swap Contracts⁽⁴⁾		(230,483	)*		—			(82,699	)		—		(313,182	)

Total Value	$	(1,135,104	)	$	(849,960	)	$	(82,699	)	$	—	$	(2,067,763	)

194

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

NET REALIZED GAIN (LOSS)


	Interest Rate Risk			Foreign Exchange Risk		Credit Risk			Equity Risk		Total
Options Purchased⁽⁷⁾	$	(359,415	)	$	—	$	(142,357	)	$	—	$	(501,772	)
Forward Foreign Currency Contracts⁽⁸⁾		—			869,150		—			—		869,150
Futures Contracts⁽⁹⁾		(748,202	)		—		—			—		(748,202	)
Options Written⁽¹⁰⁾		419,715			—		250,650			—		670,365
Swap Contracts⁽¹¹⁾		(29,198	)		—		(130,875	)		—		(160,073	)

Total Net Realized Gain (Loss)	$	(717,100	)	$	869,150	$	(22,582	)	$	—	$	129,468

CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION)


	Interest Rate Risk			Foreign Exchange Risk			Credit Risk			Equity Risk		Total
Warrants⁽¹²⁾	$	—		$	—		$	—		$	34,069	$	34,069
Options Purchased⁽¹²⁾		(15,168	)		—			111,894			—		96,726
Forward Foreign Currency Contracts⁽¹³⁾		—			(337,316	)		—			—		(337,316	)
Futures Contracts⁽¹⁴⁾		(415,333	)		—			—			—		(415,333	)
Options Written⁽¹⁵⁾		29,373			—			(174,445	)		—		(145,072	)
Swap Contracts⁽¹⁶⁾		366,300			—			31,675			—		397,975

Total Change in Net Unrealized Appreciation (Depreciation)	$	(34,828	)	$	(337,316	)	$	(30,876	)	$	34,069	$	(368,951	)

NUMBER OF CONTRACTS, NOTIONAL AMOUNTS OR SHARES/UNITS⁽¹⁷⁾


	Interest Rate Risk			Foreign Exchange Risk			Credit Risk			Equity Risk		Total
Warrants		—			—			—			15,611		15,611
Options Purchased		4,840,125			—			9,566,280			—		14,406,405
Forward Foreign Currency Contracts		—			(23,464,261	)		—			—		(23,464,261	)
Futures Contracts		1,011			—			—			—		1,011
Options Written		(18,022,208	)		—			(24,140,560	)		—		(42,162,768	)
Swap Contracts		87,999,667			—			8,879,833			—		96,879,500

Emerging Markets

ASSET DERIVATIVES


	Foreign Exchange Risk		Equity Risk		Total
Forward Foreign Currency Contracts⁽²⁾	$	1,051,633	$	—	$	1,051,633
Futures Contracts⁽³⁾		—		188,534		188,534

Total Value	$	1,051,633	$	188,534	$	1,240,167

195

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

LIABILITY DERIVATIVES


	Foreign Exchange Risk			Equity Risk			Total
Forward Foreign Currency Contracts⁽⁵⁾	$	(1,283,207	)	$	—		$	(1,283,207	)
Futures Contracts⁽³⁾		—			(370,176	)		(370,176	)

Total Value	$	(1,283,207	)	$	(370,176	)	$	(1,653,383	)

NET REALIZED GAIN (LOSS)


	Foreign Exchange Risk			Equity Risk		Total
Rights⁽⁷⁾	$	—		$	9,710	$	9,710
Warrants⁽⁷⁾		—			287,593		287,593
Forward Foreign Currency Contracts⁽⁸⁾		(559,216	)		—		(559,216	)
Futures Contracts⁽⁹⁾		—			1,028,639		1,028,639

Total Net Realized Gain (Loss)	$	(559,216	)	$	1,325,942	$	766,726

CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION)


	Foreign Exchange Risk			Equity Risk			Total
Forward Foreign Currency Contracts⁽¹³⁾	$	(231,574	)	$	—		$	(231,574	)
Futures Contracts⁽¹⁴⁾		—			(181,642	)		(181,642	)

Total Change in Net Unrealized Appreciation (Depreciation)	$	(231,574	)	$	(181,642	)	$	(413,216	)

NUMBER OF CONTRACTS, NOTIONAL AMOUNTS OR SHARES/UNITS⁽¹⁷⁾


	Foreign Exchange Risk		Equity Risk		Total
Rights		—		97,284		97,284
Warrants		—		810,650		810,650
Forward Foreign Currency Contracts		11,619,691		—		11,619,691
Futures Contracts		—		4,294		4,294

Global Low Volatility

ASSET DERIVATIVES


	Foreign Exchange Risk		Equity Risk		Total
Warrants⁽¹⁾	$	—	$	263,625	$	263,625
Forward Foreign Currency Contracts⁽²⁾		626,503		—		626,503

Total Value	$	626,503	$	263,625	$	890,128

196

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

LIABILITY DERIVATIVES


	Foreign Exchange Risk			Equity Risk		Total
Forward Foreign Currency Contracts⁽⁵⁾	$	(54,648	)	$	—	$	(54,648	)

Total Value	$	(54,648	)	$	—	$	(54,648	)

NET REALIZED GAIN (LOSS)


	Foreign Exchange Risk		Equity Risk		Total
Forward Foreign Currency Contracts⁽⁸⁾	$	378,137	$	—	$	378,137

Total Net Realized Gain (Loss)	$	378,137	$	—	$	378,137

CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION)


	Foreign Exchange Risk		Equity Risk		Total
Warrants⁽¹²⁾	$	—	$	25,683	$	25,683
Forward Foreign Currency Contracts⁽¹³⁾		571,855		—		571,855

Total Change in Net Unrealized Appreciation (Depreciation)	$	571,855	$	25,683	$	597,538

NUMBER OF CONTRACTS, NOTIONAL AMOUNTS OR SHARES/UNITS⁽¹⁷⁾


	Foreign Exchange Risk			Equity Risk		Total
Warrants		—			12,180		12,180
Forward Foreign Currency Contracts		(8,883,063	)		—		(8,883,063	)

Centrally Cleared Swaps are valued at unrealized appreciation/depreciation in the Schedule of Investments. Only current day’s variation margin, if any, is reported on the Statement of Assets and Liabilities.

⁽¹⁾

Statement of Assets and Liabilities location: Investments, at value.

⁽²⁾

Statement of Assets and Liabilities location: Unrealized appreciation on open forward foreign currency contracts.

⁽³⁾

Cumulative appreciation (depreciation) on futures contracts is disclosed within the Schedule of Investments under the open “Futures Contracts” section. Only current day’s variation margin, if any, are reported within the Statement of Assets and Liabilities. Synthetic Futures are presented as Synthetic futures, at value within the Statement of Assets and Liabilities.

⁽⁴⁾

Statement of Assets and Liabilities location: Swap contracts, at value and Variation margin receivable and Variation margin payable on swap contracts.

⁽⁵⁾

Statement of Assets and Liabilities location: Unrealized depreciation on open forward foreign currency contracts.

⁽⁶⁾

Statement of Assets and Liabilities location: Written options, at value.

⁽⁷⁾

Statement of Operations location: Amounts are included in Net realized gain (loss) on Investments.

⁽⁸⁾

Statement of Operations location: Amounts are included in Net realized gain (loss) on Forward foreign currency contracts and foreign currency related transactions.

⁽⁹⁾

Statement of Operations location: Amounts are included in Net realized gain (loss) on Closed futures contracts.

⁽¹⁰⁾

Statement of Operations location: Amounts are included in Net realized gain (loss) on Written option contracts.

⁽¹¹⁾

Statement of Operations location: Amounts are included in Net realized gain (loss) on Swap contracts.

⁽¹²⁾

Statement of Operations location: Amounts are included in Change in net unrealized appreciation (depreciation) on Investments.

⁽¹³⁾

Statement of Operations location: Amounts are included in Change in net unrealized appreciation (depreciation) on Forward foreign currency contracts and foreign currency related transactions.

197

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

⁽¹⁴⁾

Statement of Operations location: Amounts are included in Change in net unrealized appreciation (depreciation) on Open futures contracts.

⁽¹⁵⁾

Statement of Operations location: Amounts are included in Change in net unrealized appreciation (depreciation) on Written option contracts.

⁽¹⁶⁾

Statement of Operations location: Amounts are included in Change in net unrealized appreciation (depreciation) on Swap contracts.

⁽¹⁷⁾

Amounts disclosed represent average number of contracts, notional amounts, or shares outstanding for the months that the Fund held such derivatives during the year ended March 31, 2013.

The Funds follow FASB ASC 815-10-50 “Disclosures about Credit Derivatives and Certain Guarantees”. This applies to written credit derivatives, hybrid instruments with embedded credit derivatives (for example, credit-linked notes), and certain guarantees. See Note 2 for a description of credit derivative instruments.

The following is a summary of open credit default swap positions held in Core Opportunistic at March 31, 2013:


Notional Amount		Currency		Expiration Date		Counterparty	Buy/Sell Protection		Maximum Potential Amount of Future Payments Under the Contract		Receive (Pay) Fixed Rate			Deliverable on Default	Unrealized Appreciation (Depreciation)			Value
	1,800,000		USD		12/20/2017	JPMorgan Chase Bank		Buy		N/A		(5.00	%)	CDX.NA.HY.19	$	(68,857	)	$	(76,732	)
	4,400,000		USD		03/20/2021	Goldman Sachs		Sell	$	4,400,000		1.60	%	State of Connecticut (Moody’s Rating: Aa3; S&P Rating: AA)		157,636			157,636
	900,000		USD		03/20/2016	Deutsche Bank AG		Buy		N/A		(1.00	%)	Kinder Morgan, Inc., 6.50%, 09/01/12		(39,547	)		2,647
	1,400,000		USD		03/20/2016	Morgan Stanley Capital Services LLC		Buy		N/A		(1.00	%)	Kinder Morgan, Inc., 6.50%, 09/01/12		(62,977	)		4,117
	400,000		USD		12/20/2015	Deutsche Bank AG		Buy		N/A		(1.00	%)	Starwood Hotels and Resorts, 6.75%, 05/15/18		(34,771	)		(5,967	)

									$	4,400,000					$	(48,516	)	$	81,701

(b) Security transactions and related investment income

Security transactions are accounted for on trade date. Dividend income, net of applicable withholding taxes, is recorded on the ex-dividend date or when the Fund is informed of the ex-dividend date, if later. Interest income is recorded on the accrual basis, and is adjusted for amortization of premium and discounts for debt securities. Income is not recognized, nor are premium and discount amortized, on securities for which collection is not expected. Withholding taxes on foreign dividend, interest, and capital gains have been provided for in accordance with the respective country’s tax rules and rates. Non-cash dividends, if any, are recorded at the fair value of the securities received. Interest income on inflation indexed securities is accrued daily based upon an inflation-adjusted principal. Additionally, any increase in the principal or face amount of these securities is recorded as interest income. In determining the net gain or loss on securities sold, the cost of securities is determined on the identified-cost basis.

(c) Cash and short-term investments

A Fund may invest a portion of its assets in short-term debt securities (including repurchase agreements and reverse repurchase agreements) of corporations, the U.S. government and its agencies and instrumentalities and banks and finance companies, which may be denominated in any currency.

198

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

A Fund may invest a portion of its assets in shares issued by money market mutual funds. A Fund also may invest in collective investment vehicles that are managed by an unaffiliated investment manager, pending investment of the Fund’s assets in portfolio securities. When unusual market conditions warrant, a Fund may make substantial temporary defensive investments in cash equivalents, up to a maximum of 100% of the Fund’s net assets. Cash equivalent holdings may be in any currency. When a Fund invests for temporary defensive purposes, such investments may affect the Fund’s ability to achieve its investment objective.

(d) Securities lending

A Fund may lend its portfolio securities to qualified broker-dealers and financial institutions pursuant to agreements, provided: (1) the loan is secured continuously by collateral marked-to-market daily and maintained in an amount at least equal to the current fair value of the securities loaned; (2) the Fund may call the loan at any time and receive the securities loaned; (3) the Fund will receive any interest or dividends paid on the loaned securities; and (4) the aggregate fair value of securities loaned will not at any time exceed 33¹/₃% of the total assets of the Fund. Collateral will consist of U.S. and non-U.S. securities, cash equivalents or irrevocable letters of credit. A liability for cash collateral is reflected in the Statements of Assets and Liabilities, and is categorized as Level 2 within the fair value hierarchy. As with other extensions of credit, there are risks of delay in recovery or even loss of rights in collateral in the event of default or insolvency of a borrower of a Fund’s portfolio securities. A Fund may not retain voting rights on securities while they are on loan.

The Funds participate in a securities lending program under which the Funds’ custodian, State Street Bank and Trust Company (the “Custodian”), is authorized to lend Fund portfolio securities to qualified broker-dealers and financial institutions that post appropriate collateral. Currently, the cash collateral is invested in the State Street Navigator Securities Lending Prime Portfolio. The Custodian receives a portion of the interest earned on any reinvested collateral. The market value of securities on loan to borrowers and the value of collateral held by the Funds with respect to such loans at March 31, 2013 were as follows:


	Market Value of Loaned Securities		Value of Cash Collateral		Value of Non-Cash Collateral
Large Cap Growth	$	8,002,682	$	8,110,005	$	—
Large Cap Value		7,091,067		7,182,165		92,247
Small/Mid Cap Growth		39,869,365		40,633,413		76,081
Small/Mid Cap Value		23,325,735		23,990,680		54,135
Non-US Core		67,031,575		65,114,408		5,254,432
Core Opportunistic		10,745,504		10,976,300		—
Emerging Markets		9,189,047		9,271,211		—
Short Maturity		519,360		530,400		—

(e) Repurchase agreements

A Fund may enter into a repurchase agreement where the Fund purchases securities from a bank or broker-dealer who simultaneously agrees to repurchase the securities at a mutually agreed upon time and price, thereby determining the yield during the term of the agreement. As a result, a repurchase agreement provides a fixed rate of return insulated from market fluctuations during the term of the agreement. The term of a repurchase agreement generally is short, possibly overnight or for a few days, although it may extend over a number of months (up to one year) from the date of delivery. Repurchase agreements are considered under the 1940 Act to be collateralized loans by a Fund to a seller secured by the securities transferred to the Fund. Repurchase agreements will be fully collateralized and the collateral will be marked-to-market daily. A Fund may not enter into a repurchase agreement having more than seven days remaining to maturity if, as a result, such agreement, together with any other illiquid securities held by the Fund, would exceed 15% of the value of the net assets of the Fund. As of March 31, 2013, none of the Funds held open repurchase agreements.

199

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

(f) Swaps

A Fund may engage in swaps, including, but not limited to, interest rate, currency, credit default, and index swaps, and the purchase or sale of related caps, floors, collars, and other derivative instruments. A Fund expects to enter into these transactions to preserve a return or spread on a particular investment or portion of the portfolio, to modify the portfolio’s duration, to protect against any increase in the price of securities the Fund anticipates purchasing at a later date, or to gain exposure to certain markets in the most economical way possible.

Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to receive or pay interest (e.g., an exchange of fixed rate payments for floating rate payments) with respect to a notional amount of principal. Currency swaps involve the exchange of cash flows on a notional amount based on changes in the values of referenced currencies.

The purchase of a cap entitles the purchaser to receive payments on a notional principal amount from the party selling the cap to the extent that a specified index exceeds a predetermined interest rate or amount. The purchase of an interest rate floor entitles the purchaser to receive payments on a notional principal amount from the party selling the floor to the extent that a specified index falls below a predetermined interest rate or amount. A collar is a combination of a cap and a floor that preserves a certain return with a predetermined range of interest rates or values.

Swaps do not involve the delivery of securities or other underlying assets or principal, and are subject to counterparty risk. If the other party to a swap defaults and fails to consummate the transaction, a Fund’s risk of loss consists of the net amount of interest payments that the Fund is contractually entitled to receive.

Whether a Fund’s use of swap agreements or swap options will be successful in achieving the Fund’s investment objective will depend on the Subadvisor’s ability to predict correctly whether certain types of investments are likely to produce greater returns than other investments. Moreover, a Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. The Funds will enter into swap agreements only with counterparties that meet certain standards of creditworthiness.

If there is a default by the counterparty to a swap contract, a Fund will be limited to contractual remedies pursuant to the agreements related to the transaction. There is no assurance that a swap contract counterparty will be able to meet its obligations pursuant to a swap contract or that, in the event of a default, a Fund will succeed in pursuing contractual remedies. A Fund thus assumes the risk that it may be delayed in, or prevented from, obtaining payments owed to it pursuant to a swap contract. However, the amount at risk is only the net unrealized gain, if any, on the swap at the time of default, and not the entire notional amount of the swap contract. The Subadvisor that enters into the swap agreement will closely monitor, subject to the oversight of the Board, the creditworthiness of swap counterparties in order to minimize the risk of counterparty default on swaps.

Because swaps are two party contracts that may be subject to contractual restrictions on transferability and termination, and they may have terms of greater than seven days, swap agreements may be considered to be illiquid and subject to a Fund’s limitation on investments in illiquid securities. However, the Trust has adopted procedures pursuant to which the Advisor may determine that swaps (including swap options) are liquid under certain circumstances. To the extent that a swap is not liquid, it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price, which may result in significant losses.

Certain restrictions imposed on the Funds’ ability to qualify as regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), may limit the Funds’ ability to use swap agreements. The swaps market is largely unregulated. It is possible that developments in the swaps market, including potential government regulation, could adversely affect a Fund’s ability to terminate existing swap agreements or to realize amounts to be received under such agreements.

The credit default swap agreements may have as reference obligations one or more securities that are not currently held by a Fund. The protection “buyer” in a credit default swap agreement is generally obligated to pay the protection “seller” an upfront or a periodic stream of payments over the term of the contract provided that no credit

200

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

event, such as a default, on a reference obligation has occurred. If a credit event occurs, the seller generally must pay the buyer the “par value” (full notional value) of the swap in exchange for an equal face amount of deliverable obligations of the reference entity described in the swap, or the seller may be required to deliver the related net cash amount, if the swap is cash settled. A Fund may be either the buyer or seller in the transaction. If a Fund is a buyer and no credit event occurs, the Fund may recover nothing if the swap is held through its termination date. However, if a credit event occurs, the buyer generally may elect to receive the full notional value of the swap in exchange for an equal face amount of deliverable obligations of the reference entity whose value may have significantly decreased. As a seller, a Fund generally receives an upfront payment or a fixed rate of income throughout the term of the swap provided that there is no credit event. As the seller, a Fund would effectively add leverage to its portfolio because, in addition to its total net assets, a Fund would be subject to investment exposure on the notional amount of the swap.

The spread of a credit default swap is the annual amount the protection buyer must pay the protection seller over the length of the contract, expressed as a percentage of the notional amount. When spreads rise, market perceived credit risk rises and when spreads fall, market perceived credit risk falls. Wider credit spreads and decreasing market values, when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit worthiness and an increased market perception that there is a greater likelihood of risk of default or other credit event occurring as defined under the terms of the agreement. For credit default swap agreements on asset-backed securities and credit indices, the quoted market prices and resulting values, as well as the annual payment rates, serve as an indication of the current status of the payment/performance risk.

Credit default swap agreements involve greater risks than if a Fund had invested in the reference obligation directly since, in addition to general market risks, credit default swaps are subject to illiquidity risk, counterparty risk and credit risk. A Fund will enter into credit default swap agreements only with counterparties that meet certain standards of creditworthiness. A buyer generally also will lose its investment and recover nothing should no credit event occur and the swap is held to its termination date. If a credit event were to occur, the value of any deliverable obligation received by the seller, coupled with the upfront or periodic payments previously received, may be less than the full notional value it pays to the buyer, resulting in a loss of value to the seller. A Fund’s obligations under a credit default swap agreement will be accrued daily (offset against any amounts owing to the Fund). In connection with credit default swaps in which a Fund is the buyer, the Fund will segregate or “earmark” cash or assets determined to be liquid by the Advisor and/or the Subadvisor in accordance with procedures established by the Board of Trustees, or enter into certain offsetting positions, with a value at least equal to the Fund’s exposure (any accrued but unpaid net amounts owed by the Fund to any counterparty), on a marked-to-market basis. In connection with credit default swaps in which a Fund is the seller, the Fund will segregate or “earmark” cash or assets determined to be liquid by the Advisor and/or Subadvisor in accordance with procedures established by the Board of Trustees, or enter into offsetting positions, with a value at least equal to the full notional amount of the swap (minus any amounts owed to the Fund). Such segregation or “earmarking” will ensure that a Fund has assets available to satisfy its obligations with respect to the transaction and will limit any potential leveraging of the Fund’s portfolio. Such segregation or “earmarking” will not limit the Fund’s exposure to loss.

Certain clearinghouses currently offer clearing for limited types of derivatives transactions, principally credit derivatives. In a cleared derivative transaction, a Fund typically enters into the transaction with a financial institution counterparty, and performance of the transaction is effectively guaranteed by a central clearinghouse, thereby reducing or eliminating the Fund’s exposure to the credit risk of the original counterparty. The Fund typically will be required to post specified levels of margin with the clearinghouse or at the instruction of the clearinghouse; the margin required by a clearinghouse may be greater than the margin the Fund would be required to post in an uncleared derivative transaction. Daily changes in valuation of centrally cleared swaps, if any, are recorded as a receivable or payable for the change in value as appropriate on the Statements of Assets and Liabilities. Only a limited number of derivative transactions are currently eligible for clearing by clearinghouses.

A Fund will accrue for interim payments on swap contracts on a daily basis, with the net amount recorded as interest payable or receivable on swap contracts on the Statements of Assets and Liabilities. Once interim payments are settled in cash, the net amount is recorded as realized gain/loss on swap contracts, in addition to realized gain/loss recorded upon the termination of swap contracts on the Statements of Operations. Fluctuations in the value of

201

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

swap contracts are recorded for financial statement purposes as unrealized appreciation or depreciation of swap contracts (swap contracts, at value on the Statements of Assets and Liabilities).

Swap agreements are marked to market daily. The change in value, if any, is recorded as unrealized gain or loss in the Statements of Operations. A liquidation payment received or made at the termination of the swap is recorded as realized gain or loss in the Statements of Operations. Net periodic payments are included as part of realized gain (loss) on the Statements of Operations.

The swaps in which the Fund may engage may include instruments under which one party pays a single or periodic fixed amount(s) (or premium), and the other party pays periodic amounts based on the movement of a specified index. The Fund’s maximum risk of loss from counterparty credit risk, as opposed to investment and other types of risk, in respect of swaps is typically the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life to the extent that such amount is positive, plus the cost of entering into a similar transaction with another counterparty, if possible.

The use of swaps is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. If the Advisor or Subadvisor is incorrect in its forecasts of market values, interest rates, and currency exchange rates, the investment performance of the Fund would be less favorable than it would have been if this investment technique were not used.

Like most other investments, swap agreements are subject to the risk that the market value of the instrument will change in a way detrimental to a Fund’s interest. A Fund bears the risk that Subadvisor will not accurately forecast future market trends or the values of assets, reference rates, indexes, or other economic factors in establishing swap positions for the Fund. If a Subadvisor attempts to use a swap as a hedge against, or as a substitute for, a portfolio investment, the Fund will be exposed to the risk that the swap will have or will develop imperfect or no correlation with the portfolio investment. This could cause substantial losses for the Fund. While hedging strategies involving swap instruments can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by offsetting favorable price movements in other Fund investments.

During the year ended March 31, 2013, Core Opportunistic used swap agreements to adjust interest rate and yield curve exposure or to manage credit exposure. See the Core Opportunistic Schedule of Investments for a listing of open swap agreements as of March 31, 2013.

(g) Futures

A futures contract is a contractual agreement to buy or sell a specific amount of a commodity or financial instrument at a predetermined price on a stipulated future date. A Fund may enter into contracts for the purchase or sale for future delivery of securities, indices and foreign currencies. Futures contracts may be opened to protect against the adverse effects of fluctuations in security prices, interest rates, or foreign exchange rates without actually buying or selling the securities or foreign currency. A Fund also may enter into futures contracts as a low cost method for gaining or reducing exposure to a particular currency or securities market without directly investing in those currencies or securities.

A purchase of a futures contract means the acquisition of a contractual right of a Fund to obtain delivery of the securities or foreign currency underlying the contract at a specified price on a specified future date. When a futures contract is sold, a Fund incurs a contractual obligation to deliver the securities or foreign currency underlying the contract at a specified price on a specified date.

When a Fund enters into a futures contract, it must deliver to the futures commission merchant selected by the Fund an amount referred to as “initial margin.” This amount is maintained by the futures commission merchant in a segregated account at the custodian bank. Futures contracts are marked-to-market daily, depending upon changes in the price of the underlying securities subject to the futures contracts, and the change in value is recorded by the Fund as a variation margin payable or receivable. The Fund recognizes gains and losses on futures contracts in addition to the variation margin, which gains and losses are considered realized at the time the contracts expire or close.

202

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March 31, 2013

A Fund may enter into futures transactions on domestic exchanges and, to the extent such transactions have been approved by the CFTC for sale to customers in the United States, or on foreign exchanges. In addition, a Fund may sell stock index futures in anticipation of, or during a market decline to attempt to offset the decrease in the market value of the Fund’s common stocks that might otherwise result, and a Fund may purchase such contracts in order to offset increases in the cost of common stocks that it intends to purchase. Unlike other futures contracts, a stock index futures contract specifies that no delivery of the actual stocks making up the index will take place. Instead, settlement in cash must occur upon the termination of the contract.

While futures contracts provide for the delivery of securities, deliveries usually do not occur. Contracts are generally terminated by entering into offsetting transactions.

Where the futures market is not as developed or where the regulations prevent or make it disadvantageous to trade futures, the Emerging Markets Fund will utilize synthetic futures as part of the country selection strategy implementation. A synthetic future uses equity index swaps on equity index futures.

During the year ended March 31, 2013, Core Opportunistic used futures to adjust interest rate exposure and replicate government bond positions. Emerging Markets used futures to create passive index exposure to certain domestic emerging market country indices in the Fund. See the Core Opportunistic and Emerging Markets Schedules of Investments for a listing of open futures contracts as of March 31, 2013.

(h) Options

The Funds may purchase and sell (write) put and call options on debt securities and indices to enhance investment performance, manage duration, or protect against changes in market prices. The Funds may also buy and sell combinations of put and call options on the same underlying security, currency or index. Short (sold) options positions will generally be hedged by the Funds with cash, cash equivalents, current portfolio security holdings, or other options or futures positions.

The Funds may enter into swap options (“swaptions”). A swaption is a contract that gives a counterparty the right (but not the obligation), in return for payment of a premium, to enter into a new swap agreement or to shorten, extend, cancel, or otherwise modify an existing swap agreement, at some designated future time on specified terms. Each Fund may write (sell) and purchase put and call swaptions. Depending on the terms of the particular option agreement, a Fund generally will incur a greater degree of risk when the Fund writes a swaption than the Fund will incur when it purchases a swaption. When a Fund purchases a swaption, the Fund’s risk of loss is limited to the amount of the premium it has paid should it decide to let the swaption expire unexercised. However, when a Fund writes a swaption, upon exercise of the option, the Fund will become obligated according to the terms of the underlying agreement.

When the Fund writes a covered call or a put option, an amount equal to the premium received by the Fund is included in the Fund’s Statement of Assets and Liabilities as an asset and as an equivalent liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option written. The Fund receives a premium on the sale of a call option but gives up the opportunity to profit from any increase in stock value above the exercise price of the option, and when the Fund writes a put option, it is exposed to a decline in the price of the underlying security.

Whether an option which the Fund has written expires on its stipulated expiration date or the Fund enters into a closing purchase transaction, the Fund realizes a gain (or loss, if the cost of a closing purchase transaction exceeds the premium received when the option was sold) without regard to any unrealized gain or loss on the underlying security, and the liability related to such option is extinguished. If a call option which the Fund has written is exercised, the Fund realizes a capital gain or loss from the sale of the underlying security, and the cost basis of the lots sold are decreased by the premium originally received. When a put option which a Fund has written is exercised, the amount of the premium originally received will reduce the cost of the security which a Fund purchases upon exercise of the option. Realized gains (losses) on purchased options are included in net realized gain (loss) from investments.

203

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March 31, 2013

The Funds’ use of written options involves, to varying degrees, elements of market risk in excess of the amount recognized in the Statements of Assets and Liabilities. The face or contract amounts of these instruments reflect the extent of the Fund’s exposure to market risk. The risks may be caused by an imperfect correlation between movements in the price of the instrument and the price of the underlying securities and interest rates.

During the year ended March 31, 2013, Non-US Core Equity used options to adjust exposure to foreign currency and to efficiently maintain liquidity. Core Opportunistic used options to manage interest rate and volatility exposure.

See the Non-US Core Equity and Core Opportunistic Schedules of Investments for a listing of options contracts as of March 31, 2013.

Transactions in written option contracts for Core Opportunistic for the year ended March 31, 2013, is as follows:


	Number of Contracts			Premiums Received
Options outstanding at March 31, 2012		20,591,058		$	402,233
Options written		129,561,924			904,513
Options terminated in closing purchase transactions		(26,817,384	)		(566,971	)
Option exercised		(1,200,000	)		(8,280	)
Options expired		(86,735,503	)		(422,264	)

Options outstanding at March 31, 2013		35,400,095		$	309,231

(i) Forward foreign currency contracts

The Funds may purchase or sell currencies and/or engage in forward foreign currency transactions in order to expedite settlement of portfolio transactions and to manage currency risk.

Forward foreign currency contracts are traded in the inter-bank market conducted directly between currency traders (usually large commercial banks) and their customers. A forward contract generally has no deposit requirement and no commissions are charged at any stage for trades. The Funds will account for forward contracts by marking-to-market each day at current forward contract values. The change in market value is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund recognizes a realized gain or loss equal to the difference between the value of the contract at the time the contract was opened and the value at the time the contract was closed.

The Funds will only enter into forward contracts to sell, for a fixed amount of U.S. dollars or other appropriate currency, an amount of foreign currency, to the extent that the value of the short forward contract is covered by the underlying value of securities denominated in the currency being sold. Alternatively, when a Fund enters into a forward contract to sell an amount of foreign currency, the Custodian or the Fund’s sub-custodian will segregate assets in a segregated account of the Fund in an amount not less than the value of the Fund’s total assets committed to the consummation of such forward contract. If the additional segregated assets placed in the segregated account decline, additional cash or securities will be placed in the account on a daily basis so that the value of the account will equal the amount of the Fund’s commitments with respect to such contract.

During the year ended March 31, 2013, Large Cap Value used forward foreign currency contracts to hedge Japanese Yen exposure on the currency risk embedded in one ADR position. Core Opportunistic used forward foreign currency contracts to hedge, cross-hedge or to actively manage non-US Dollar exposures in the Fund. Emerging Markets and Global Low Volatility used forward foreign currency contracts to hedge, cross hedge or to actively manage the currency exposures in the Funds. See the Large Cap Value, Core Opportunistic, Emerging Markets and Global Low Volatility Schedules of Investments for a listing of open forward foreign currency contracts as of March 31, 2013.

204

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

(j) Foreign currency translation

The books and records of each Fund are maintained in US dollars. Foreign currencies, investments and other assets and liabilities denominated in foreign currencies are translated into US dollars at the foreign exchange rates prevailing at the end of the period. Purchases and sales of investment securities, income and expenses are translated at exchange rates prevailing on the respective dates of such transactions. Unrealized gains and losses that result from changes in foreign currency exchange rates have been included in the unrealized gains (losses) on foreign currency translations within each Fund’s Statement of Operations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amount actually received. The portion of foreign currency gains and losses related to fluctuations in exchange rates between the purchase settlement date and subsequent sale trade date is included in realized gains and losses on investment transactions.

(k) When-issued/TBA securities

Purchasing securities on a “when-issued” basis is a commitment by a Fund to buy a security before the security is actually issued. A Fund may purchase securities offered on a “when-issued” or “forward delivery” basis such as “to-be-announced” (“TBA”) securities. When so offered, the price, which is generally expressed in yield terms, is fixed at the time the commitment to purchase is made, but delivery and payment for the when-issued or forward delivery securities take place at a later date. During the period between purchase and settlement, no payment is made by the purchaser to the issuer and no interest on the when-issued or forward delivery security accrues to the purchaser. While when-issued or forward delivery securities may be sold prior to the settlement date, it is intended that a Fund will purchase such securities with the purpose of actually acquiring the securities unless a sale appears desirable for investment reasons. At the time a Fund makes the commitment to purchase a security on a when-issued or forward delivery basis, the Fund will record the transaction and reflect the value of the security in determining the Fund’s NAV. The market value of when-issued or forward delivery securities may be more or less than the purchase price. Certain risks may arise upon entering into when-issued or forward delivery securities transactions, including the potential inability of counterparties to meet the terms of their contracts, and the issuer’s failure to issue the securities due to political, economic, or other factors. Additionally, losses may arise due to declines in the value of the securities prior to settlement date. See the Core Opportunistic Schedule of Investments for TBA sale commitments held as of March 31, 2013.

(l) Real estate investment trusts

The Funds may invest in real estate investment trusts (“REITs”), which pool investors’ funds for investment, primarily in income producing real estate or real estate-related loans or interests. A REIT is not taxed on income distributed to its shareholders or unitholders if it complies with regulatory requirements relating to its organization, ownership, assets and income, and with a regulatory requirement to distribute to its shareholders or unitholders at least 90% of its taxable income for each taxable year.

A shareholder in a Fund, by investing in REITs through the Fund, will bear not only the shareholder’s proportionate share of the expenses of the Fund, but also, indirectly, the management expenses of the underlying REITs. REITs depend generally on their ability to generate cash flow to make distributions to shareholders or unitholders, and may be subject to defaults by borrowers and to self-liquidations. In addition, the performance of a REIT may be affected by its failure to qualify for tax-free pass-through of income, or the REIT’s failure to maintain exemption from registration under the 1940 Act. Dividends representing a return of capital are reflected as a reduction of cost and/or as a realized gain when the amount of the return of capital is conclusively determined. See each Fund’s Schedule of Investments for REIT securities held as of March 31, 2013.

(m) Mortgage-related and other asset-backed securities

The Funds may invest in mortgage-backed and asset-backed securities. Mortgage-backed securities represent an interest in a pool of mortgages. Asset-backed securities are structured like mortgage-backed securities, but instead of mortgage loans or interests in mortgage loans, the underlying assets may include such items as motor vehicle

205

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

installment sales or installment loan contracts, leases of various types of real and personal property, and receivables from credit card agreements. The value of some mortgage or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Fund to a lower rate of return upon reinvestment of principal. The value of these securities may fluctuate in response to the market’s perception of the creditworthiness of the issuers. Additionally, although mortgages and mortgage-related securities are generally supported by some form of government or private guarantee and/or insurance, there is no assurance that private guarantors or insurers will meet their obligations.

One type of stripped mortgage-backed security has one class receiving all of the interest from the mortgage assets (the interest-only, or “IO” class), while the other class will receive all of the principal (the principal-only, or “PO” class). Payments received for the IOs are included in interest income on the Statements of Operations. Because principal will not be received at the maturity of an IO, adjustments are made to the cost basis of the security on a daily basis until maturity. These adjustments are included in interest income on the Statements of Operations. Payments received for POs are treated as reductions to the cost and par value of the securities. See the Schedules of Investments for mortgage-backed and asset-backed securities held by Core Opportunistic and Short Maturity as of March 31, 2013.

(n) Bank loans

Core Opportunistic invests in bank loans, which include institutionally-traded floating rate securities generally acquired as an assignment from another holder of, or participation interest in, loans originated by a bank or financial institution (the ‘‘Lender’’) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. The Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. When investing in a loan participation, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the Lender selling the loan agreement and only upon receipt by the Lender of payments from the borrower. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the Lender that is selling the loan agreement. At March 31, 2013, there were four unfunded commitments which amounted to $2,570,000 of par and had cost and value of $2,579,680 and $2,582,405, respectively. See the Core Opportunistic Schedule of Investments for open bank loans held as of March 31, 2013.

(o) Indexed securities

The Funds may invest in indexed securities where the redemption values and/or coupons are linked to the prices of other securities, securities indices, or other financial indicators. The Funds use indexed securities to increase or decrease their exposure to different underlying instruments and to gain exposure to markets in which it may be difficult to invest through conventional securities. Indexed securities may be more volatile than their underlying instruments, but any loss is limited to the amount of the original investment. See the Core Opportunistic Schedule of Investments for indexed securities held as of March 31, 2013.

(p) Taxes and distributions

The Funds intend to qualify each year as regulated investment companies under the Code. The Funds intend to distribute substantially all of their net investment income and net realized short-term and long-term gains, if any, after giving effect to any available capital loss carryovers for U.S. federal income tax purposes. Therefore, no provision for U.S. federal and state income or excise tax is necessary.

The Funds utilize the provisions of the federal income tax laws that provide for the carryforward of capital losses for prior years, offsetting such losses against any future realized capital gains. Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 22, 2010 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

206

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

On March 31, 2013, the following Funds had deferred capital losses available to be offset against future net capital gains through the indicated expiration dates as follows:


	Expiring March 31,
	2016		2017		2018		2019
Large Cap Value	$	—	$	—	$	87,427,716	$	—
Non-US Core Equity		—		—		71,768,661		—
Short Maturity		65,612		1,337,794		2,821,093		221,547

Net capital loss carry forwards for the Funds shown in the above table are from pre-enactment years and are, therefore, subject to the eight-year carryforward period and possible expiration.

During the year ended March 31, 2013 the following Funds utilized capital loss carryforwards:


Large Cap Growth	$	2,026,562
Large Cap Value		38,046,452
Non-US Core Equity		19,152,848
Short Maturity		11,202

As of March 31, 2013, the cost for U.S. federal income tax purposes and gross unrealized appreciation and depreciation in value of investments were as follows:


	Federal Income Tax Cost		Tax Basis Unrealized Appreciation		Tax Basis Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Large Cap Growth	$	380,822,045	$	91,266,897	$	(3,237,964	)	$	88,028,933
Large Cap Value		398,445,023		85,272,090		(2,885,140	)		82,386,950
Small/Mid Cap Growth		415,165,449		77,342,997		(8,972,279	)		68,370,718
Small/Mid Cap Value		388,335,723		69,403,553		(7,129,070	)		62,274,483
Non-US Core Equity		2,004,055,182		246,592,448		(55,410,185	)		191,182,263
Core Opportunistic		1,184,170,108		50,363,953		(6,824,817	)		43,539,136
Emerging Markets		499,723,630		33,700,200		(11,456,602	)		22,243,598
Global Low Volatility		277,221,723		25,466,093		(1,956,349	)		23,509,744
Short Maturity		47,255,448		453,267		(185,709	)		267,558

The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are primarily due to wash sale loss deferrals, investments in passive foreign investment companies and other basis adjustments.

As of March 31, 2013, the Funds had no uncertain tax positions that would require recognition, derecognition, or disclosure. Each of the Funds’ federal tax returns filed in the 3-year period ended March 31, 2013 remains subject to examination by the Internal Revenue Service.

The Funds’ policy is to declare and pay distributions from net investment income and net realized short-term and long-term gains at least annually. All distributions are paid in shares of the Funds, at NAV, unless the shareholder elects to receive cash distributions. A Fund may distribute such income dividends and capital gains more frequently, if necessary, in order to reduce or eliminate federal excise taxes on the Funds. The amount of any distribution will vary, and there is no guarantee that a Fund will pay either income dividends or capital gains distributions.

207

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

During the years ended March 31, 2013 and March 31, 2012 the tax character of distributions (including capital gain dividends, if any, designated pursuant to Section 852 of the Code) paid, were as follows:


	2013				2012
	Ordinary Income		Long-Term Capital Gains		Ordinary Income		Long-Term Capital Gains
Large Cap Growth	$	2,623,579	$	12,798,740	$	799,812	$	—
Large Cap Value		9,197,559		—		7,996,540		—
Small/Mid Cap Growth		8,654,824		22,684,930		4,100,000		21,412,817
Small/Mid Cap Value		6,390,089		10,843,125		1,204,230		15,751,437
Non-US Core Equity		49,488,095		—		32,578,616		—
Core Opportunistic		49,088,858		5,001,334		36,149,295		5,080,438
Emerging Markets		3,235,418		—		—		—
Global Low Volatility		485,259		—		—		—
Short Maturity		545,067		—		857,686		—

As of March 31, 2013, the components of distributable earnings on a tax basis were as follows:


	Undistributed Ordinary Income		Undistributed Long-Term Gains		Capital Losses Other Temporary Differences			Unrealized Appreciation (Depreciation)		Total Distributable Earnings
Large Cap Growth	$	570,983	$	23,793,977	$	(5,669	)	$	88,028,933	$	112,388,224
Large Cap Value		1,629,742		—		(87,433,117	)		82,386,950		(3,416,425	)
Small/Mid Cap Growth		3,470,057		4,333,968		(392,626	)		68,370,718		75,782,117
Small/Mid Cap Value		10,041,697		10,596,821		(870	)		62,274,483		82,912,131
Non-US Core Equity		16,554,242		—		(71,776,390	)		190,603,999		135,381,851
Core Opportunistic		6,523,261		4,298,512		(12,645	)		44,109,346		54,918,474
Emerging Markets		1,819,134		—		156,418			21,724,447		23,699,999
Global Low Volatility		4,507,646		22,698		—			23,496,108		28,026,452
Short Maturity		114,082		—		(4,446,604	)		267,558		(4,064,964	)

All other differences are temporary losses related to mostly organizational costs and other timing adjustments.

(q) Allocation of expenses and income

The majority of expenses of the Trust are directly identifiable to an individual Fund. Expenses which are not readily identifiable to a specific Fund are allocated among the applicable Funds, taking into consideration, among other things, the nature and type of expense and the relative size of each applicable Fund.

(r) Redemption fees

While none of the Funds’ classes have initial or contingent deferred sales charges on purchases of Fund shares, redemptions of Fund shares held less than 30 days may be assessed a 2% short-term trading fee and recorded as paid-in capital.

3.	Credit agreement

The Trust entered into a Credit Agreement on behalf of the Funds (“the Agreement”) with a bank pursuant to a revolving line of credit through June 24, 2013. Borrowings for each Fund under the Agreement are limited to the lesser of $50,000,000 or 33¹/₃% of a Fund’s Total Net Assets provided borrowings did not exceed, in the aggregate, $50,000,000. Under the terms of the Agreement the Trust pays an annual commitment fee at the rate 0.15% per year on the difference between the total line of credit and the average daily amount of borrowings outstanding. Interest is charged to the Funds based on its borrowings at a variable rate equal to the Overnight Rate plus 1.25%. The Funds did not borrow under the Agreement during the year ended March 31, 2013.

208

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

4.	Indemnities

In the normal course of business, the Funds enter into contracts that require them to provide a variety of representations or general indemnification for certain liabilities. The Funds’ maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote.

5.	Fees and other transactions with affiliates

The Advisor provides investment advisory services to each Fund pursuant to an investment management agreement. Pursuant to the investment management agreement, each Fund pays the Advisor a fee for managing the Fund’s investments at an annual rate of:


	Assets up to $750 million			Assets in excess of $750 million
Large Cap Growth		0.55	%		0.53	%
Large Cap Value		0.53	%		0.51	%
Small/Mid Cap Growth		0.90	%		0.90	%
Small/Mid Cap Value		0.90	%		0.90	%
Non-US Core Equity		0.75	%		0.73	%
Core Opportunistic		0.35	%		0.33	%
Emerging Markets		0.80	%		0.80	%
Global Low Volatility		0.75	%		0.75	%
Short Maturity		0.25	%		0.23	%

Such fees as referenced above are shown in the Advisory fees line in the Statements of Operations. The Advisor provides certain internal administrative services to the Class S, Class Y-1 and Class Y-2 shares of the Funds, for which the Advisor receives a fee of 0.15%, 0.10% and 0.05% of the average daily net assets of the Class S, Class Y-1 and Class Y-2 shares of the Funds, respectively. These internal administrative services include attending to shareholder correspondence, assisting with the processing of purchases and redemptions of shares, preparing and disseminating information and documents for use by beneficial shareholders and monitoring and overseeing non-advisory relationships with entities providing services to the Class S, Class Y-1 and Class Y-2 shares, including the transfer agent.

The Funds have adopted a plan of marketing and service, or “12b-1 plan” to finance the provision of certain shareholder services to the owners of Class S and Class Y-1 shares of the Funds (collectively referred to as the “plans”). The plan provides for payments at annual rates (based on average net assets) of up to 0.25% of each Fund’s Class S and Class Y-1 shares. However, Class S and Class Y-1 shares have not commenced operations.

The Trust, with respect to each Fund, and the Advisor have entered into a written contractual fee waiver and expense reimbursement agreement pursuant to which the Advisor has agreed to waive a portion of its fees and/or reimburse expenses. Effective August 1, 2012, the contractual fee caps on Small/Mid Cap Growth, Small/Mid Cap Value and Non-US Core Equity were increased by 5 basis points (0.05%) to 0.97%, 0.97% and 0.87%, respectively. For the year ended March 31, 2013, the fees were reimbursed to the extent that each Fund’s class expenses exceeded the net expense rates as set forth below of average daily net assets of the Fund class. These reimbursements are shown in the Reimbursement of expenses line in the Statements of Operations.

Pursuant to the expense reimbursement agreement, the Advisor is entitled to be reimbursed for any fees the Advisor waives and Fund expenses that the Advisor reimburses for a period of three years following such fee waivers and expense reimbursements, to the extent that such reimbursement of the Advisor by a Fund will not cause the Fund to exceed any applicable expense limitation that is in place for the Fund. For the year ended March 31, 2013, the Advisor received no reimbursements.

209

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013


	Class S		Class Y-1		Class Y-2		Class Y-3
Large Cap Growth		1.07%		1.02%		0.72%		0.57%
Large Cap Value		1.05%		1.00%		0.70%		0.55%
Small/Mid Cap Growth		1.47%		1.42%		1.12%		0.97%
Small/Mid Cap Value		1.47%		1.42%		1.12%		0.97%
Non-US Core Equity		1.37%		1.32%		1.02%		0.87%
Core Opportunistic		0.87%		0.82%		0.52%		0.37%
Emerging Markets		1.60%		1.55%		1.25%		0.95%
Global Low Volatility		1.35%		1.30%		1.00%		0.85%
Short Maturity		0.82%		0.77%		0.47%		0.32%

As of March 31, 2013 only Class Y-3 had commenced operations.

In June 2012, the Board terminated the Funds’ transfer agency agreement with BNY Mellon Investments Servicing (US) Inc., and approved a transfer agency agreement with State Street Bank and Trust Co. (“SSB”). Pursuant to the transfer agent agreement, SSB has agreed to waive its fees and out of pocket expenses, during the first twelve (12) months of service, up to $33,000 per month for the Funds in the aggregate. For the year ended March 31, 2013, the fees waived, are shown in the Fee reductions line in the Statement of Operations.

6.	Purchases and sales of securities

Cost of purchases and proceeds from sales of securities, excluding short-term investments, for the period ended March 31, 2013, were as follows:


	Long-Term U.S. Government Securities		Other Long-Term Securities
Purchases
Large Cap Growth	$	—	$	282,151,334
Large Cap Value		—		256,996,427
Small/Mid Cap Growth		—		274,847,463
Small/Mid Cap Value		—		346,848,566
Non-US Core Equity		—		1,734,803,705
Core Opportunistic		1,058,888,167		180,577,687
Emerging Markets		—		621,252,009
Global Low Volatility		—		276,817,483
Short Maturity		11,355,932		6,226,634
Sales
Large Cap Growth		—		306,076,305
Large Cap Value		—		302,996,365
Small/Mid Cap Growth		—		183,958,015
Small/Mid Cap Value		—		268,566,071
Non-US Core Equity		—		1,686,090,183
Core Opportunistic		918,278,130		232,530,560
Emerging Markets		—		156,322,309
Global Low Volatility		—		27,156,194
Short Maturity		6,510,054		7,310,363

210

Mercer Funds

Notes to the Financial Statements (Continued)

March 31, 2013

7.	Share transactions

Each Fund is authorized to issue an unlimited number of shares of beneficial interest without par value. Transactions in Fund shares were as follows:

Large Cap Growth


	Year Ended March 31, 2013						Year Ended March 31, 2012
	Shares			Amount			Shares			Amount
Class Y-3:
Shares sold		5,065,500		$	64,873,285			4,228,266		$	48,170,956
Shares issued through in-kind contribution		—			—			—			—
Shares issued to shareholders in reinvestment of distributions		1,221,086			15,422,319			72,055			799,812
Shares repurchased		(7,036,336	)		(90,890,406	)		(4,299,177	)		(52,840,670	)

Net increase (decrease)		(749,750	)	$	(10,594,802	)		1,144		$	(3,869,902	)

Large Cap Value


	Year Ended March 31, 2013						Year Ended March 31, 2012
	Shares			Amount			Shares			Amount
Class Y-3:
Shares sold		6,358,367		$	56,988,771			5,880,659		$	45,086,185
Shares issued through in-kind contribution		—			—			—			—
Shares issued to shareholders in reinvestment of distributions		1,020,817			9,197,559			1,056,346			7,996,540
Shares repurchased		(12,333,094	)		(111,651,382	)		(5,130,130	)		(42,101,734	)

Net increase (decrease)		(4,953,910	)	$	(45,465,052	)		1,806,875		$	10,980,991

Small/Mid Cap Growth


	Year Ended March 31, 2013						Year Ended March 31, 2012
	Shares			Amount			Shares			Amount
Class Y-3:
Shares sold		11,992,815		$	134,366,284			5,321,710		$	60,017,995
Shares issued to shareholders in reinvestment of distributions		2,909,912			31,339,754			2,564,102			25,512,817
Shares repurchased		(3,732,632	)		(42,250,216	)		(6,151,112	)		(72,287,677	)

Net increase		11,170,095		$	123,455,822			1,734,700		$	13,243,135

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Notes to the Financial Statements (Continued)

March 31, 2013

Small/Mid Cap Value


	Year Ended March 31, 2013						Year Ended March 31, 2012
	Shares			Amount			Shares			Amount
Class Y-3:
Shares sold		12,039,409		$	117,965,935			6,303,350		$	59,998,309
Shares issued to shareholders in reinvestment of distributions		1,746,020			17,233,214			1,907,274			16,955,667
Shares repurchased		(4,357,440	)		(43,882,998	)		(6,561,837	)		(65,374,362	)

Net increase		9,427,989		$	91,316,151			1,648,787		$	11,579,614

Non-US Core Equity


	Year Ended March 31, 2013						Year Ended March 31, 2012
	Shares			Amount			Shares			Amount
Class Y-3:
Shares sold		48,377,767		$	464,004,703			61,691,368		$	575,035,467
Shares issued through in-kind contribution*		—			—			1,106,339			9,536,640
Shares issued to shareholders in reinvestment of distributions		4,934,007			49,488,095			3,801,472			32,578,616
Shares repurchased		(45,785,469	)		(449,847,236	)		(21,335,163	)		(204,864,696	)

Net increase		7,526,305		$	63,645,562			45,264,016		$	412,286,027

The Fund received a contribution in-kind on December 15, 2011.

Core Opportunistic


	Year Ended March 31, 2013						Year Ended March 31, 2012
	Shares			Amount			Shares			Amount
Class Y-3:
Shares sold		18,759,679		$	205,364,923			14,400,015		$	151,180,806
Shares issued to shareholders in reinvestment of distributions		5,093,239			54,090,192			4,002,887			41,229,733
Shares repurchased		(18,442,944	)		(201,159,996	)		(23,409,106	)		(247,775,298	)

Net increase (decrease)		5,409,974		$	58,295,119			(5,006,204	)	$	(55,364,759	)

212

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Notes to the Financial Statements (Continued)

March 31, 2013

Emerging Markets


	Period from May 1, 2012 (commencement of operations) through March 31, 2013
	Shares			Amount
Class Y-3:
Shares sold		50,549,371		$	506,456,931
Shares issued to shareholders in reinvestment of distributions		307,506			3,235,418
Shares repurchased		(1,556,779	)		(16,307,819	)

Net increase		49,300,098		$	493,384,530

Global Low Volatility


	Period from November 6, 2012 (commencement of operations) through March 31, 2013
	Shares			Amount
Class Y-3:
Shares sold		27,449,755		$	278,760,703
Shares issued to shareholders in reinvestment of distributions		46,930			485,259
Shares repurchased		(566,151	)		(6,042,276	)

Net increase		26,930,534		$	273,203,686

Short Maturity


	Year Ended March 31, 2013						Year Ended March 31, 2012
	Shares			Amount			Shares			Amount
Class Y-3:
Shares sold		313,807		$	3,000,000			396,246		$	3,800,000
Shares issued to shareholders in reinvestment of distributions		57,135			545,067			90,188			857,686
Shares repurchased		(60,326	)		(578,188	)		(2,977,496	)		(28,626,906	)

Net increase (decrease)		310,616		$	2,966,879			(2,491,062	)	$	(23,969,220	)

8.	Recent accounting pronouncement

In December 2011, FASB issued Accounting Standards Update (“ASU”) No. 2011-11, Disclosures about Offsetting Assets and Liabilities, as clarified with ASU 2013-01 “Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities” issued in January 2013. These common disclosure requirements are intended to help investors and other financial statement users better assess the effect or potential effect of offsetting arrangements on a portfolio’s financial position. They also improve transparency in the reporting of how companies mitigate credit risk, including disclosure of related collateral pledged or received. In addition, ASU 2011-11 facilitates comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of International Financial Reporting Standards. ASU 2011-11 requires entities to disclose both gross and net information about both instruments and transactions eligible for offset and disclose instruments and transactions subject to an agreement similar to a master netting agreement. The ASU is effective for interim and annual periods beginning after January 1, 2013. Management is currently evaluating the impact, if any, of applying this provision.

213

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Notes to the Financial Statements (Continued)

March 31, 2013

9.	Subsequent events

Management has evaluated the impact of subsequent events through May 24, 2013, the date the financial statements were available to be issued. Management has determined that there are no material events that would require adjustment or disclosure in the Funds’ financial statements through this date.

214

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of Mercer Funds:

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Mercer Funds (the “Funds”), comprising Mercer US Large Cap Growth Equity Fund, Mercer US Large Cap Value Equity Fund, Mercer US Small/Mid Cap Growth Equity Fund, Mercer US Small/Mid Cap Value Equity Fund, Mercer Non-US Core Equity Fund, Mercer Core Opportunistic Fixed Income Fund, Mercer Emerging Markets Equity Fund, Mercer Global Low Volatility Equity Fund, and Mercer US Short Maturity Fixed Income Fund as of March 31, 2013, and the related statements of operations for the year then ended, and the statements of changes in net assets and the financial highlights for the periods presented. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of March 31, 2013, by correspondence with the custodian, brokers, and selling or agent banks; where replies were not received from brokers and selling or agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the Funds constituting the Mercer Funds as of March 31, 2013, the results of their operations for the year then ended, the changes in their net assets and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ DELOITTE & TOUCHE LLP

May 24, 2013

215

Mercer Funds

Additional Information (Unaudited)

Proxy Voting

A description of the policies and procedures that the Advisor and each Fund’s Subadvisors use to determine how to vote proxies relating to the Fund’s portfolio securities is available, without charge, upon request, by calling 1-866-658-9896, and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov. Information about Funds’ proxy voting decisions are available without charge, online on the Funds’ website at http://www.mercer.us/mutual-funds-on-offer.

Quarterly Reporting

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

Federal Tax Information

The amount of long-term capital gains paid for the fiscal year ended March 31, 2013, the amount of long-term capital gains paid were as follows:


Fund
Large Cap Growth	$	12,798,740
Small/Mid Cap Growth		22,684,930
Small/Mid Cap Value		10,843,125
Core Opportunistic		5,001,334

Qualified dividend income (“QDI”) received by the Funds through March 31, 2013, that qualified for a reduced tax rate pursuant to the Internal Revenue Code Section 1(h)(11) are as follows:


Fund	QDI
Large Cap Growth	$	4,895,901
Large Cap Value		10,114,952
Small/Mid Cap Growth		2,258,731
Small/Mid Cap Value		5,564,747
Non-US Core Equity		46,800,757
Core Opportunistic		60,135
Emerging Markets		3,085,283
Global Low Volatility		2,347,590

For corporate shareholders, a portion of the ordinary dividends paid during the Funds’ year ended March 31, 2013, qualified for the dividends received reduction, as follows:


Fund
Large Cap Growth	100.00	%
Large Cap Value	95.70	%
Small/Mid Cap Growth	17.90	%
Small/Mid Cap Value	36.09	%
Core Opportunistic	0.14	%
Emerging Markets	0.00	%
Global Low Volatility	25.03	%

216

Mercer Funds

Additional Information (Unaudited) (Continued)

Board Approval of Investment Advisory Agreement and Subadvisory Agreements for Mercer Global Low Volatility Equity Fund during the period October 1, 2012 through March 31, 2013

Mercer Global Low Volatility Equity Fund

Approval of the Investment Management Agreement for the Mercer Global Low Volatility Equity Fund

At a July 2012 Meeting, the Board, including the Independent Trustees, considered and approved the Investment Management Agreement between the Mercer Global Low Volatility Equity Fund (the “Global Low Volatility Fund”) and Mercer Investment Management, Inc. (“MIM” or the “Advisor”) (the “Investment Management Agreement”). In considering the approval of the amendment to the Investment Management Agreement with MIM for the Global Low Volatility Fund, the Independent Trustees had considered the information and materials from the Advisor and from counsel that were prepared for the June meeting of the Board of Trustees (the “June Meeting”), as well as certain other materials prepared for this meeting, including: (i) the Investment Management Agreement with respect to the Advisor’s management of the assets of each Fund; (ii) information describing the nature, extent, and quality of the services that the Advisor provided to the Funds and is expected to provide to the Global Low Volatility Fund; the fees that the Advisor proposes to charge to the Global Low Volatility Fund for these services; and a comparison of those fees to the fees paid by a peer group of other investment companies having investment objectives similar to the investment objectives of the Global Low Volatility Fund, and that were identified as competitors, as contained in the Lipper Report; (iii) information regarding the Advisor’s business and operations; financial position; portfolio management team; and compliance program; (iv) information describing the Global Low Volatility Fund’s expected operating expenses compared to the Fund’s peer group of other registered investment companies with investment objectives similar to the investment objectives of the Fund, and that were identified by Lipper in the Lipper Report; (v) information regarding the Advisor’s expected profitability in managing the Global Low Volatility Fund and the Fee Waiver/Expense Limitation Agreement, pursuant to which MIM has agreed to subsidize the Fund’s expenses at specific levels through July 31, 2014; and (vi) information regarding the benefits that MIM may enjoy in the future as a result of its relationship with the Global Low Volatility Fund.

The Independent Trustees also considered presentations made by, and discussions held with, representatives of the Advisor, both at this Meeting, at the June Meeting, and throughout the course of the year at regularly scheduled Board meetings. The Independent Trustees also evaluated MIM’s answers and responses to the questions and information requests contained in the 15(c) Information Request Letter provided at the June Meeting.

In their consideration of the approval of the Investment Management Agreement, the Independent Trustees considered the following factors.

(a) The nature, extent, and quality of the services to be provided by the Advisor. The Independent Trustees reviewed the services that the Advisor expects to provide to the Global Low Volatility Fund and has provided to the Funds. In connection with the investment advisory services that were to be provided to the Global Low Volatility Fund, the Independent Trustees considered the qualifications, experience, and capabilities of the Advisor’s portfolio management team and other investment personnel, and the extent of care and conscientiousness with which MIM personnel performed their duties.

In this regard, the Independent Trustees considered that, while MIM would focus primarily on the selection, evaluation, and oversight of the Global Low Volatility Fund’s Subadvisors, consistent with the Trust’s multi-manager structure, the Advisor also had other extensive responsibilities as the Global Low Volatility Fund’s investment advisor, including: the provision of investment advice; the allocation of the Global Low Volatility Fund’s assets among multiple subadvisors (including overseeing the process of transitioning assets among subadvisor(s) as necessary, and the fee negotiation process whereby the Advisor sought to achieve an appropriate and competitive level of fees and fee structure, and the Advisor’s continual monitoring of the ongoing appropriateness and competitiveness of each subadvisory fee and fee structure (including the Advisor’s initiative to renegotiate and implement reduced subadvisor fee schedules); the monitoring of each Subadvisor’s investment performance and processes; the oversight of each Subadvisor’s compliance with the Global Low Volatility Fund’s investment objective, policies, and limitations; review of portfolio security brokerage and trading practices; oversight of general portfolio compliance with relevant law; and the implementation of Board directives as those directives may relate to the Global Low Volatility Fund.

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Mercer Funds

Additional Information (Unaudited) (Continued)

The Independent Trustees discussed the Advisor’s ability and willingness to identify instances where there was a need to add a new subadvisor, to replace a current subadvisor, to reallocate Fund assets among current subadvisors, to utilize a new strategy of a current subadvisor, or to implement a combination of these measures, as well as the Advisor’s ability to timely, efficiently, and economically effect such changes. The Independent Trustees reviewed the proprietary tools utilized by the Advisor to review, select, evaluate, and monitor subadvisors for the Funds, as well as the Advisor’s experience, resources, and strengths in advising the Mercer Collective Trust and the Mercer Group Trust, two other pooled investment vehicles overseen by MIM.

The Independent Trustees discussed the Trust’s multi-manager structure, and the services required by the Trust as a consequence of that structure, as measured against an investment company without multiple subadvisors. The Independent Trustees also evaluated the nature, extent, and quality of the non-investment advisory and administrative services that were to be provided to the Global Low Volatility Fund by MIM, such as the supervision of the Fund’s third-party service providers. The Independent Trustees considered the scope and substance of MIM’s regulatory and compliance policies, procedures, and systems. The Independent Trustees evaluated MIM’s capabilities in providing the administrative and compliance services needed to support management of the Global Low Volatility Fund, and the information that regularly had been provided by the CCO to the Trustees at prior Board meetings. The Independent Trustees also considered MIM’s willingness both to add personnel and to replace existing personnel, as the Funds have grown, in order to ensure that appropriate staffing levels were maintained, and to enhance the distribution of the Funds. The Independent Trustees also recalled the Advisor’s identification of the large number of new employees that had been hired over the prior year as MIM grew. Based on their consideration and review of the foregoing information, the Independent Trustees determined that the Funds benefited, and that the Global Low Volatility Fund would benefit, from the nature, extent, and quality of these services, as well as the Advisor’s ability to continue to provide these services based on MIM’s experience, operations, and resources.

(b) The costs of the services to be provided and the profits expected to be realized by the Advisor and its affiliates from the Advisor’s relationship with the Global Low Volatility Fund. The Independent Trustees compared the Global Low Volatility Fund’s contractual management fee and expense ratio to other investment companies considered to be in the Fund’s respective peer group (as identified by Lipper in its Report), and noted the Funds’ favorable rankings.

The Independent Trustees considered the costs of organizing and operating the Global Low Volatility Fund, and the significant economic impact that these activities could have on the profitability of the Advisor. The Independent Trustees also discussed the costs of compensating the proposed Global Low Volatility Fund Subadvisors (as well as MIM’s initiative to negotiate reduced fee schedules for the proposed Global Low Volatility Fund Subadvisors, which may allow the Advisor to reach profitability more quickly). The Independent Trustees noted the Advisor’s commitment to limit the Global Low Volatility Fund’s expenses through the Fee Waiver/Expense Limitation Agreement with the Trust. In addition, the Independent Trustees discussed the entrepreneurial risk undertaken by the Advisor in creating and operating the Global Low Volatility Fund. The Independent Trustees recalled their discussions, both at this Meeting and at prior meetings, regarding MIM’s subsidizing the Funds in their initial stages, and the significant losses that MIM had sustained, as well as MIM reiterating both its and Mercer’s resolution to continue to waive MIM’s fees and to reimburse Fund expenses, until such time as the Funds reach profitable asset levels. After comparing the Global Low Volatility Fund’s fees with the fees of other funds in the Fund’s respective peer group, and in light of the nature, extent, and quality of services that were expected to be provided by the Advisor and the costs that were expected to be incurred by the Advisor in rendering those services, the Independent Trustees concluded that the level of fees that were paid to the Advisor with respect to the Global Low Volatility Fund was fair and reasonable.

The Independent Trustees also considered the other relationships that the Advisor and its affiliates have with the Trust, and any ancillary benefits that could be realized by the Advisor and its affiliates from the Advisor’s relationship with the Global Low Volatility Fund, as well as the comments of MIM personnel at this Meeting and the June Meeting. The Independent Trustees recognized that because of the Trust’s multi-manager structure, the Advisor would not be placing portfolio transactions on behalf of the Global Low Volatility Fund, and, thus, the Advisor would not receive proprietary research from broker-dealers that executed the Fund’s portfolio transactions. In addition, the Independent Trustees noted that MIM, as a policy, would not receive any services paid for by Global Low Volatility Fund soft dollar commissions. As such, the Independent Trustees took note of the fact that

218

Mercer Funds

Additional Information (Unaudited) (Continued)

the Advisor did not derive any benefits from any Global Low Volatility Fund portfolio transactions, which benefits would be enjoyed by the proposed Global Low Volatility Fund Subadvisors, and in the case of other registered investment companies, by their investment managers.

The Independent Trustees noted that the Advisor, by managing the Funds, may benefit (along with its affiliates) to the extent that potential investors view MIM and its affiliates as providing a diverse array of investment products, and managing different asset classes, which were available through multiple investment vehicles. The Independent Trustees also noted that the Advisor serves as the Trust’s internal administrator, and the Advisor will be entitled to receive compensation from the Class S, Class Y-1, and Class Y-2 shares of the Funds for acting in that capacity (although no compensation had been paid to date). The Independent Trustees also considered that, in return for this compensation, the Advisor was responsible for, among other things, attending to shareholder correspondence, assisting with the purchase and redemption of shares, and preparing and distributing documents for shareholder use. As such, the Independent Trustees concluded that the benefits that may accrue to the Advisor and its affiliates by virtue of their relationships to the Global Low Volatility Fund were reasonable and fair in comparison with the costs of providing the relevant services.

(c) The investment performance of the Funds and the Advisor. The Independent Trustees recognized that the Global Low Volatility Fund was a new fund and, therefore, had no performance history to review. Accordingly, the Independent Trustees recalled at the June Meeting, the overall investment performance of the Funds generally, and their evaluation of Fund performance in the context of the Trust’s multi-manager structure, and the unique considerations that this structure required. The Independent Trustees also considered that MIM continued to be proactive in seeking to replace and/or add subadvisors, to reallocate assets among subadvisors, and to implement new investment subadvisor strategies, with a view to improving Fund performance over the long term. On this basis, the Independent Trustees concluded that MIM’s performance in managing the Funds generally suggested that the Advisor’s management of the Global Low Volatility Fund would benefit the Fund and its shareholders.

Conclusion. Following full consideration of the foregoing factors, it was reported that no single factor was determinative to the decisions of the Independent Trustees. Based on these factors, and such other matters as were deemed relevant, the Independent Trustees concluded that the management fee rate of the Global Low Volatility Fund was reasonable in relation to the services to be provided by the Advisor to the Fund, as well as the costs that were expected to be incurred and benefits that were expected to be gained by the Advisor in providing such services. The Independent Trustees also found MIM’s investment management fee to be reasonable in comparison to the fees charged by the investment advisors to the investment companies included in the Funds’ peer groups in the Lipper Report. As a result, the Independent Trustees concluded that the approval of the Investment Management Agreement was in the best interests of the Global Low Volatility Fund and its shareholders, and the Independent Trustees unanimously approved the Investment Management Agreement and recommended the Agreement’s approval to the Board.

Approval of the Subadvisory Agreements for the Global Low Volatility Equity Fund

At a July 2012 Meeting, the Board, including the Independent Trustees, considered and approved the subadvisory agreements (together, the “Subadvisory Agreements”) entered into by the Advisor and the following subadvisors for the Global Low Volatility Fund: Acadian Asset Management LLC; First Eagle Investment Management, LLC; and Magellan Asset Management Limited (each a “Subadvisor,” and together, the “Subadvisors”).

In considering the approval of the Subadvisory Agreements, the Independent Trustees considered the information and materials from the Advisor and counsel that included, as to each Subadvisor and the Global Low Volatility Fund: (i) the Subadvisory Agreement between the Advisor and the Subadvisor; (ii) information regarding the process by which the Advisor had reviewed, selected, and recommended the Subadvisor for the Board’s approval, and MIM’s rationale for recommending that each Subadvisor be appointed as a subadvisor to the Global Low Volatility Fund, complementing the Global Low Volatility Fund’s other proposed subadvisors; (iii) the nature, extent, and quality of the services that the Subadvisor proposed to provide to the Global Low Volatility Fund; (iv) the investment management business, portfolio management personnel, operations, prior investment experience, and reputation of the Subadvisor; (v) the Subadvisor’s brokerage and trading policies and practices; (vi) the level of subadvisory fees to be charged by the Subadvisor for its services to the Global Low Volatility Fund, and a

219

Mercer Funds

Additional Information (Unaudited) (Continued)

comparison of those fees to the fees charged by the Subadvisor to other accounts that the Subadvisor managed; (vii) the compliance program of the Subadvisor; (viii) the historical performance returns of the Subadvisor managing the Subadvisor’s global low volatility strategy, and a comparison of the Subadvisor’s performance to relevant benchmarks; and (ix) the financial condition of the Subadvisor. In addition, the Independent Trustees considered presentations made by, and discussions held with, representatives of the Advisor and representatives of the Subadvisors at the Board meeting. The Independent Trustees also evaluated answers and responses to applicable information requests contained in their 15(c) Information Request Letter. The Independent Trustees considered and analyzed the factors that the Independent Trustees deemed relevant with respect to each Subadvisor, including: the nature, extent, and quality of the services that were provided to the applicable Fund by the Subadvisor; the Subadvisor’s investment management style; the Subadvisor’s historical performance record managing an global low volatility portfolio, as well as pooled investment products similar to the Global Low Volatility Fund; the qualifications and experience of the employees at the Subadvisor who were responsible for the day-to-day management of the allocated portion of the Global Low Volatility Fund; and the Subadvisor’s staffing levels and overall resources. Additionally, the Independent Trustees received assistance and advice regarding legal and industry standards and reviewed materials supplied by counsel.

In particular, and as to each Subadvisor, the Independent Trustees considered the following factors:

(a) The nature, extent, and quality of the advisory services that were provided by the Subadvisors. The Independent Trustees reviewed the nature, extent, and quality of the advisory services to be provided by each Subadvisor to the Global Low Volatility Fund. The Independent Trustees discussed the specific investment management process that each Subadvisor will employ to manage its allocated portion of the Global Low Volatility Fund’s investment portfolio, the qualifications of each Subadvisor’s portfolio managers and investment management personnel with regard to implementing the investment mandate relating to the allocated portion of the Global Low Volatility Fund’s investment portfolio that each Subadvisor would be managing, and the performance record of each Subadvisor’s global low volatility strategy as compared to the relevant benchmark. The Independent Trustees considered each Subadvisor’s infrastructure and resources, and whether each Subadvisor’s organization appeared to support each Subadvisor’s global low volatility strategy adequately. The Independent Trustees also discussed the Advisor’s review, selection, and due diligence process with respect to the Subadvisors, and the Advisor’s favorable assessment as to the nature, extent, and quality of the subadvisory services expected to be provided to the Global Low Volatility Fund by each Subadvisor. The Independent Trustees determined that the Global Low Volatility Fund and its shareholders would benefit from the quality and experience of each Subadvisor’s portfolio managers and the qualifications of its investment professionals. Based on their consideration and review of the foregoing information, the Independent Trustees concluded that the nature, extent, and quality of the subadvisory services anticipated to be provided by each Subadvisor, as well as each Subadvisor’s ability to render such services based on each Subadvisor’s experience, operations, and resources, were appropriate for the Global Low Volatility Fund.

(b) Comparison of the services to be rendered and fees to be paid to the Subadvisors under other advisory and subadvisory contracts, such as those with other clients; economies of scale. The Independent Trustees discussed the services that would be rendered by each Subadvisor and evaluated the compensation to be paid to each Subadvisor by the Advisor for those services. The Independent Trustees noted that the services that each Subadvisor would furnish to the Global Low Volatility Fund appeared to be comparable to the services that such Subadvisor currently provides to its other advisory and subadvisory clients. The Independent Trustees also considered comparisons of the fees that will be paid to each Subadvisor by the Advisor in light of the fees that were charged by each Subadvisor to its other advisory clients, as disclosed in each Subadvisor’s Form ADV, Part 2A (Firm Brochure) and in its 15(c) questionnaire responses, including commingled and separate accounts. In addition, the Independent Trustees considered the review, selection, and due diligence process employed by the Advisor in determining to recommend each Subadvisor to serve as a subadvisor to the Global Low Volatility Fund, and the Advisor’s reasons for concluding that the subadvisory fees to be paid by MIM to each Subadvisor for its services to the Global Low Volatility Fund were reasonable. The Independent Trustees emphasized in their discussions that the subadvisory fees of each Subadvisor would be paid by the Advisor, and were not additional fees to be borne by the Global Low Volatility Fund or its shareholders. Based on their discussion, the Independent Trustees concluded that, in light of the nature, quality, and extent of the services to be provided, the proposed fees to be paid to each Subadvisor with respect to the assets of the Global Low Volatility Fund to be allocated to each Subadvisor appeared to be within a

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Additional Information (Unaudited) (Continued)

reasonable range. The Independent Trustees also considered the potential “fallout” or ancillary benefits that may accrue to each Subadvisor from its relationship with the Global Low Volatility Fund and concluded that they were reasonable. Since the fees to be paid to each Subadvisor were the result of arm’s-length bargaining between unaffiliated parties, and given the Advisor’s economic incentive to negotiate a reasonable fee, the potential profitability of each Subadvisor was not considered relevant to the Independent Trustees’ deliberations. The Independent Trustees took note of the Advisor’s explanation, earlier in the Meeting, that the recommended appointment of each Subadvisor was not affected by the impact that the appointment would have on MIM’s revenues and profitability, and recalled that the Advisor had demonstrated that the appointment of each Subadvisor may allow the Advisor to reach profitability when managing the Global Low Volatility Fund slightly more quickly. On the basis of these considerations, the Independent Trustees concluded that, in light of the nature, extent, and quality of the services expected to be provided by each Subadvisor and the proposed fees to be paid to each Subadvisor by MIM for managing its allocated portion of the Global Low Volatility Fund, the potential benefits accruing to each Subadvisor as a result of serving as a sub advisor to the Global Low Volatility Fund were reasonable.

(c) Investment performance of the Global Low Volatility Fund and the Subadvisors. Because the Global Low Volatility Fund is a new investment portfolio, the Independent Trustees could not consider each Subadvisor’s investment performance in managing the Fund as a factor in evaluating the Subadvisory Agreements. However, the Independent Trustees reviewed each Subadvisor’s historical investment performance record, utilizing the each Subadvisor’s global low volatility strategy in managing commingled and separate accounts. The Independent Trustees also compared the historical investment performance of each Subadvisor’s global low volatility strategy to relevant benchmarks and concluded that each Subadvisor’s historical performance record, viewed together with the other factors considered by the Independent Trustees, supported a decision to approve the Subadvisory Agreements.

(d) Other Considerations. The Independent Trustees considered MIM’s recommendation that the hiring of each Subadvisor as a sub-advisor to the Global Low Volatility Fund would complement the other proposed Subadvisors of the Fund. The Independent Trustees considered the fairness and reasonableness of the terms of the Subadvisory Agreements.

Conclusion. No single factor was determinative to the decisions of the Independent Trustees. Based on these factors, along with the determinations of the Advisor at the conclusion of its review and due diligence process and such other matters as were deemed relevant, the Independent Trustees concluded that the fee rate for each Subadvisor was reasonable in relation to the services that were provided by the Subadvisors to the Global Low Volatility Fund. As a result, the Independent Trustees unanimously approved the Subadvisory Agreements and recommended to the Board the approval of each Subadvisory Agreement concluded that the approval of the Subadvisory Agreements as being in the best interests of the Global Low Volatility Fund and its shareholders.

221

Mercer Funds

Understanding Your Fund’s Expenses (Unaudited)

As a mutual fund shareholder, you incur different costs: transaction costs, including sales charges (loads) on purchases, redemption fees and certain exchange fees and ongoing costs, including management fees, distribution fees (12b-1 fees), and other fund expenses. These costs are described in more detail in the Funds’ prospectus. The examples below are intended to help you understand the ongoing costs of investing in the Funds and help you compare these with the ongoing costs of investing in other mutual funds. The first line in the table for each Fund shows the actual account values and actual fund expenses you would have paid on a $1,000 investment in the Fund from October 1, 2012 through March 31, 2013. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual fund returns and expenses. To estimate the expenses you paid over the period, simply divide your account value by $1,000 (for example $8,600 account value divided by $1,000 = $8.60) and multiply the result by the number in the Operating Expenses Incurred column as shown below for your Class. The second line in the table for each Fund provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid on your investment for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown reflect ongoing costs only, and do not include any transaction costs, such as sales charges, redemption fees or exchange fees. Therefore, the second line in the table of each fund is useful in comparing ongoing costs only, and will not help you determine the relative costs of owning different funds. If transaction costs were included, total costs would be higher.

Large Cap Growth — Class Y-3

Hypothetical Return on $1,000


	Expense Ratio			Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.57	%		1,000.00		1,068.30		1,034.15		2.94
Hypothetical		0.57	%		1,000.00		1,022.09		1,011.05		2.87

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.57%, multiplied by the average account value over the period, multiplied by 182/365

Large Cap Value — Class Y-3

Hypothetical Return on $1,000


	Expense Ratio			Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.55	%		1,000.00		1,143.50		1,071.75		2.94
Hypothetical		0.55	%		1,000.00		1,022.19		1,011.10		2.77

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.55%, multiplied by the average account value over the period, multiplied by 182/365

Small/Mid Cap Growth — Class Y-3

Hypothetical Return on $1,000


	Expense Ratio		Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.97%		1,000.00		1,130.90		1,065.45		5.15
Hypothetical		0.97%		1,000.00		1,020.09		1,010.05		4.89

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.97%, multiplied by the average account value over the period, multiplied by 182/365

222

Mercer Funds

Understanding Your Fund’s Expenses (Unaudited) (Continued)

Small/Mid Cap Value — Class Y-3

Hypothetical Return on $1,000


	Expense Ratio		Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.97%		1,000.00		1,164.00		1,082.00		5.23
Hypothetical		0.97%		1,000.00		1,020.09		1,010.05		4.89

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.97%, multiplied by the average account value over the period, multiplied by 182/365

Non-US Core Equity — Class Y-3

Hypothetical Return on $1,000


	Expense Ratio		Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.83%		1,000.00		1,117.60		1,058.80		4.38
Hypothetical		0.83%		1,000.00		1,020.79		1,010.40		4.18

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.83%, multiplied by the average account value over the period, multiplied by 182/365

Core Opportunistic — Class Y-3

Hypothetical Return on $1,000


	Expense Ratio		Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.37%		1,000.00		1,011.70		1,005.85		1.86
Hypothetical		0.37%		1,000.00		1,023.09		1,011.55		1.87

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.37%, multiplied by the average account value over the period, multiplied by 182/365

Emerging Markets — Class Y3

Hypothetical Return on $1,000


	Expense Ratio		Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.95%		1,000.00		1,056.40		1,028.20		4.87
Hypothetical		0.95%		1,000.00		1,020.19		1,010.10		4.78

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.95%, multiplied by the average account value over the period, multiplied by 182/365

223

Mercer Funds

Understanding Your Fund’s Expenses (Unaudited) (Continued)

Global Low Volatility — Class Y3

Hypothetical Return on $1,000


	Expense Ratio		Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.85%		1,000.00		1,121.30		1,060.65		3.58
Hypothetical		0.85%		1,000.00		1,016.49		1,008.24		3.40

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.85%, multiplied by the average account value over the period, multiplied by 145/365

Short Maturity — Class Y3

Hypothetical Return on $1,000


	Expense Ratio		Beginning Amount		Ending Value		Avg Value		Operating Expense Incurred*
Actual		0.32%		1,000.00		1,002.00		1,001.00		1.60
Hypothetical		0.32%		1,000.00		1,023.34		1,011.67		1.61

*	Actual expenses are equal to the Class’ annualized expense ratio of 0.32%, multiplied by the average account value over the period, multiplied by 182/365

224

Mercer Funds

Trustees and Officers (Unaudited)

The following tables list the Trust’s Trustees and Officers as of the date of this report; their address and age; their position with the Trust; the length of time holding that position with the Trust; their principal occupation(s) during the past five years; the number of portfolios in the fund complex they oversee; and other directorships they hold in companies subject to registration or reporting requirements of the Securities Exchange Act of 1934 (generally called “public companies”) or in registered investment companies. The Trust’s Statement of Additional Information (“SAI”) includes additional information about the Trust’s trustees, including changes subsequent to the date of the report. The SAI is available, without charge, upon request, by calling 1-866-658-9896, or on the SEC website at www.sec.gov.

Independent Trustees

Name, Address
and Age

Position(s)
Held with
Trust

Term of
Office⁽¹⁾ and
Length of
Time
Served

Principal
Occupation(s) During
Past 5 Years

Number of
Portfolios
in Fund
Complex*
Overseen
by Trustee

Other
Directorships
Held by
Trustee

Harrison M. Bains, Jr.

99 High Street

Boston, MA 02110

(70)

Trustee

Since 2005

Mr. Bains is retired.

Mr. Bains is a director of BG Medicine, Inc. and Trustee of BofA Fund Series Trust (11 portfolios).

Adela M. Cepeda

A.C. Advisory, Inc.

150 North Wacker Drive, Suite 2160

Chicago, IL 60606

(55)

Chairperson and Trustee

Chairperson Since 2011, Trustee Since 2005

Ms. Cepeda is Founder and President of A.C. Advisory, Inc. (a financial advisory firm) since 1995.

Ms. Cepeda is a director of The UBS Funds (19 portfolios), UBS Relationship Funds (25 portfolios), Fort Dearborn Income Securities, Inc., SMA Relationship Trust (5 portfolios, Consulting Group Capital Markets Funds (11 portfolios), and the Amalgamated Bank of Chicago.

Gail A. Schneider

99 High Street

Boston, MA 02110

(64)

Trustee

Since 2009

Ms. Schneider is a self-employed consultant since 2007. From 2002 to 2007, Ms. Schneider was retired.

None

225

Mercer Funds

Trustees and Officers (Unaudited) (Continued)

Interested Trustee:

Name, Address
and Age

Position(s)
Held with
Trust

Term of
Office⁽¹⁾ and
Length of
Time
Served

Principal
Occupation(s) During
Past 5 Years

Number of
Portfolios
in Fund
Complex*
Overseen
by Trustee

Other
Directorships
Held by
Trustee

Richard Nuzum**

(45)

Trustee, President, and Chief Executive Officer

Since 2010

Mr. Nuzum is President and Global Business Leader of Mercer’s Investment Management Business since 2009. Mr. Nuzum was Americas Business Leader for Mercer Investment Consulting from 2005-2008.

Mr. Nuzum is a trustee of Mercer Trust Company and a director of Mercer Investment Management, Inc. Mr. Nuzum served as a director of Mercer Investment Consulting, Inc. from 2005 to 2008.

(1)	Each Trustee holds office for an indefinite term.

*	The “Fund Complex” consists of the Trust, which has nine portfolios effective September 30, 2012. The ninth portfolio, Mercer Global Low Volatility Equity Fund, commenced operations on November 6, 2012.

**	Mr. Nuzum is considered to be an “interested person” of the Trust as defined in the 1940 Act, due to his relationship with the Advisor.

226

Mercer Funds

Trustees and Officers (Unaudited) (Continued)

Officers:

The executive officers of the Trust not named above are:


Name and Age	Position(s) Held with the Trust	Term of Office† and Length of Time Served	Principal Occupation(s) During Past 5 Years
Tom Murphy (42)	Vice President	Since 2011	Mr. Murphy is President of Mercer Investment Management, Inc. since 2011. He was Chief Investment Officer of Mercer Investment Management, Inc. from 2011-2012. Previously, Mr. Murphy was a Business Leader for Mercer Investment Management in EMEA since 2006.

Richard S. Joseph (48)	Vice President, Treasurer, and Chief Financial Officer	Since 2005	Mr. Joseph is Chief Operating Officer, Mercer Investment Management, Inc. since 2005.

Stan Mavromates (52)	Vice President and Chief Investment Officer	Since 2012	Mr. Mavromates is Vice President and Chief Investment Officer of Mercer Investment Management, Inc. since 2012. He served as Chief Investment Officer of the Massachusetts Pension Reserves Investment Management Board since 2005.

Scott M. Zoltowski (44)	Vice President, Chief Legal Officer and Secretary	Since 2008	Mr. Zoltowski is a partner of Mercer (US) Inc. and serves as Global Chief Counsel - Investments, for Mercer Investment Management, Inc. and Mercer Investment Consulting, Inc. Prior to this, Mr. Zoltowski was Senior Counsel and Vice President prior to this for State Street Global Advisors from 2006-2008.

Colin Dean (36)	Vice President and Assistant Secretary	Since 2010	Mr. Dean has served as Legal Counsel - Investments for Mercer Investment Management, Inc. since 2010. Prior to that, Mr. Dean was an Associate at Dechert LLP from 2007-2010 and Associate Counsel at Affiliated Managers Group, Inc. from 2005-2007.

Manny Weiss (64)	Vice President	Since 2010	Mr. Weiss is a Portfolio Manager and Principal of Mercer Investment Management, Inc. since 2009. From 2006 to 2008, Mr. Weiss worked for 21 Capital Group, an affiliate of Old Mutual Asset Management, in Hedge Fund Manager Research and Client Service.

Larry Vasquez (46)	Vice President	Since 2012	Mr. Vasquez is a Vice President and Portfolio Manager of Mercer Investment Management, Inc. since 2012. Prior to joining Mercer, he was a Portfolio Manager at UBS Global Asset Management, Inc. from 2009 to 2012. Prior to 2009, Mr. Vasquez was a Portfolio Manager at SEI Investments.

Wil Berglund (42)	Vice President	Since 2010	Mr. Berglund is a Portfolio Manager and Principal of Mercer Investment Management, Inc. since 2009. From 2000 to 2008, Mr. Berglund held several positions with Putnam Investments including fixed income portfolio manager.

Mark Gilbert (41)	Vice President and Chief Compliance Officer	Since 2011	Mr. Gilbert is the Chief Compliance Officer - Investments of Mercer Investment Management, Inc. and Mercer Investment Consulting, Inc. since 2011. He previously held the position of Americas Compliance Leader - Investments since 2007.

†	Officers of the Trust are elected by the Trustees and serve at the pleasure of the Board.

227

Shares of Mercer Funds are distributed by MGI Funds Distributors, LLC.

Item 2. Code of Ethics.

As of March 31, 2011, the Registrant has adopted a code of ethics that applies to its Principal Executive Officer and Treasurer. For the year ended March 31, 2013, there were no amendments to a provision of its code of ethics, nor were there any waivers, including implicit waivers granted from a provision of the code of ethics. A copy of the Registrant’s code of ethics is filed with the Form N-CSR under Item 12(a) (1).

Item 3. Audit Committee Financial Expert.

The Registrant’s Board of Trustees has determined that the Registrant has at least one audit committee financial expert serving on its audit committee. The audit committee financial expert serving on the Registrant’s audit committee is Harrison M. Bains, Jr., who is “independent” as defined in Item 3(a)(2) of this Form.

Item 4. Principal Accountant Fees and Services.

(a) Audit Fees – The aggregate fee billed for the fiscal year for professional services rendered by the principal accountant for the audit of the Registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements was $277,950 and $359,640 for the fiscal years ended March 31, 2012 and March 31, 2013, respectively.

(b) Audit-Related Fees – There were no fees billed for the fiscal years ended March 31, 2012 and March 31, 2013 for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the Registrant’s financial statements and are not reported under (a) of this Item.

(c) Tax Fees – The aggregate fee billed in the last fiscal year for professional services rendered by the principal accountant for the review of the Registrant’s tax returns and excise tax calculations was $41,650 and $69,480 for the fiscal years ended March 31, 2012 and March 31, 2013, respectively.

(d) All Other Fees – There were no other fees billed for the fiscal years ended March 31, 2012 and March 31, 2013 for products and services provided by the principal accountant, other than the services reported in (a) through (c) of this Item.

(e) (1) The Registrant’s audit committee pre-approves all audit and non-audit services to be performed by the Registrant’s accountant before the accountant is engaged by the Registrant to perform such services.

(2) There were no services described in (b) through (d) above (including services required to be approved by the audit committee pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X) that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f)	None of the hours expended on the principal accountant’s engagement to audit the Registrant’s financial statements for the fiscal year ended March 31, 2013 were attributable to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g)

There were no aggregate fees billed for the fiscal year ended March 31, 2013 by the Registrant’s principal accountant for non-audit services rendered to the Registrant, its investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant.

(h)	Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Schedule of Investments.

The Registrant’s full schedules of investments are included as part of the report to shareholders filed under Item 1 of this Form.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which the shareholders may recommend nominees to the Registrant’s Board of Directors, where those changes were implemented after the Registrant last provided disclosure in response to the requirements of Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101), or this Item.

Item 11. Controls and Procedures.

(a) The Registrant’s Principal Executive Officer and Principal Financial Officer concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (17 CFR 270.30a-3(c))), are effective based on the evaluation of Registrant’s disclosure controls and procedures as of a date within 90 days prior to the filing date of this report.

(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 (17 CFR 270.30a-3(d))), that occurred during the Registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Code of Ethics for the Registrant’s Principal Executive Officer and Treasurer (as referenced in Item 2 above), attached hereto as Exhibit (a)(1).

(a)(2) Certification of the Principal Executive Officer and Principal Financial Officer of the Registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is attached hereto as Exhibit 99CERT.

(a)(3) Not applicable.

(b) Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 as required by Rule 30a-2(b), under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)), Rule 15d-14(b) under the Securities Exchange Act of 1934 (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) is attached hereto as Exhibit 99.906CERT.

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)		Mercer Funds

By (Signature and Title)

By: /s/ Richard Nuzum

Richard Nuzum

President and Chief Executive Officer

(Principal Executive Officer)


Date		May 23, 2013

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 person on behalf of the Registrant and in the capacities and on the date indicated.

By (Signature and Title)

By: /s/ Richard Nuzum

Richard Nuzum

President and Chief Executive Officer

(Principal Executive Officer)


Date		May 23, 2013

By (Signature and Title)

By: /s/ Richard S. Joseph

Richard S. Joseph

Vice President, Treasurer and Principal Accounting Officer

(Principal Financial Officer)


Date		May 23, 2013