NSAR Item 77E:  Legal Proceedings


Series 15 - GMO Emerging Markets Fund

Indian  regulators have alleged that the Fund violated certain  conditions under
which it was  granted  permission  to  operate  in India and have  restricted  a
portion of the Fund's locally held assets pending resolution of the dispute. The
amount  of  restricted  assets  is  small  relative  to the  size  of the  Fund,
representing  approximately  0.02% of the Fund's  total  assets as of August 31,
2004.  The  valuation  of this  possible  claim and all matters  relating to the
Fund's response to these  allegations are subject to the supervision and control
the Trust's Board of Trustees, and all costs in respect of this matter are being
borne by the Fund.